Section 1. The Otowi Bridge Chapter shall be governed by a Board of Directors (Board). The Board shall be responsible for carrying out the purposes and objectives of the non-profit corporation (or equivalent).

Section 2. The Board shall consist of the officers of the Otowi Bridge Chapter elected by the membership and shall be members in good standing of PMI and of the Otowi Bridge Chapter.
The Otowi Bridge Chapter shall have eight elected officers to serve in the following positions: President, Vice President/President-Elect, Immediate Past President, Vice President of Finance, Vice President of Education, Vice President of Communications, Vice President of Membership, and Vice President of Programs. The Vice President/President-Elect and all other Vice Presidents are elected biennially and serve two-year terms of office. The President’s position is assumed by the previous year’s President-
Elect and is thus not an elected position. This allows for the President-Elect to serve in a training
capacity for two years prior to assuming the office of President. The Immediate Past President position is assumed by the previous year’s President and is thus not an elected position.  Terms of office for the Officers, except President-Elect and President, shall be two years, limited to two consecutive terms in the same position, and no more than four consecutive terms on the Board in general. President-Elect and President shall each be one-year consecutive terms such that the combined term is two years.  These positions are staggered so that four are elected each year.  Transition to staggered terms shall be implemented by having half of the positions (four) be elected for a one-year term and half for a two-year term in the initial year following approval of these bylaws.

Section 3. The President shall be the chief executive officer for the Otowi Bridge Chapter and of the Board, and shall perform such duties as are customary for presiding officers, including making all required appointments with the approval of the Board. The President shall also serve as a member ex- officio with the right to participate and vote on all committees except the Nominating Committee.

Section 4. The Vice President of Communications is the Secretary of the Board and shall keep the records of all business meetings of the Otowi Bridge Chapter and meetings of the Board.

Section 5. The Vice President of Finance shall oversee the management of funds for duly authorized purposes of the Otowi Bridge Chapter.

Section 6. The Immediate Past President shall assist the incoming President with the transition to the new Chapter Board of Directors, liaison with PMI headquarters, and preparation of the replacement officer s for the following year.

Section 7. The Vice President/President-Elect shall assume all duties and responsibilities of the President in cases of temporary absence or incapacitation.

Section 8. The Vice President of Programs shall be responsible for the development and delivery of programs relating to project management for each scheduled meeting.

Section 9. The Vice President of Education shall be responsible for promoting Project Management Professionalism through the development of educational publications, seminars, and workshops designed to help Project Managers achieve and maintain certification as Project Management Professionals.

Section 10. The Vice President of Membership shall be responsible for tracking chapter membership and
PMP statistics on a monthly basis, as well as welcoming and providing assistance to new members.

Section 11. Directors at Large shall be appointed by the Board of Directors, for a term to be determined by the Board, and shall have responsibilities as assigned by the President.

Section 12. The Board shall exercise all powers of the Otowi Bridge Chapter, except as specifically prohibited by these bylaws, the PMI Bylaws and policies, its charter with PMI, and the laws of the jurisdiction in which the organization is incorporated/registered. The Board shall be authorized to adopt and publish such policies, procedures and rules as may be necessary and consistent with these bylaws and PMI Bylaws and policies, and to exercise authority over all Otowi Bridge Chapter business and funds.

 

Section 13. The Board shall meet at the call of the President, or at the written request of three (3) members of the Board. A quorum shall consist of no less than one-half of the membership of the Board at any given time. Each member shall be entitled to one (1) vote and may take part and vote in person only. At its discretion, the Board may conduct its business by teleconference, facsimile or other legally
acceptable means. Meetings shall be conducted in accordance with parliamentary procedures determined by the Board.

Section 14. The Board of Directors may declare an officer or Director at Large position to be vacant where an officer or Director at Large ceases to be a member in good standing of PMI or of the Otowi Bridge Chapter by reason of non-payment of dues, or where the officer or Director at Large fails to attend two (2) consecutive Board meetings. An officer or Director at Large may resign by submitting written notice to the President or Vice President of Communications. Unless another time is specified in the
notice or determined by the Board, the resignation shall be effective upon receipt by the Board of the written notice.

Section 15: An officer or Director at Large may be removed from office for just cause in connection with the affairs of the organization by a two-thirds (2/3) vote of the members present and in person at an official meeting of the membership, or by a two-thirds (2/3) vote of the Board.

Section 16: If any officer or Director at Large position becomes vacant, the Board may recruit and appoint a successor to fill the office for the unexpired portion of the term for the vacant position. In the event the President is unable or unwilling to complete the current term of office, the Vice President/President-Elect shall assume the duties and office of the presiding officer for the remainder of the term.

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