Bylaw

Bylaw Of Institute of Human Resources Management IHRM

First Chapter: Institute Name, Location and Targets

Article 1: The Name

An institute with the name of “Institute of Human Resources management” is founded in Damascus; other branches might be founded in other governorates.

Article 2: The Institute Type

A non- profit, non governmental, non religious, has its own prestigious entity and does not relate to any other internal or external institutions.  

Article 3: The Institute Goals

1. Disseminate best practice methodologies for Human Resource Management.
2. Reinforce the education and practice of HR Management in Syria and act as an adviser and consultant to all interested parties in order to contribute to stronger organizations based on practical and scientific practices of HR Management.
3. Open channels of communication between HR experts and exchange ideas, expertise and best practices with all to contribute to mutual strategic benefits for the organization and development of self.
4. Build academic ties with Colleges and Universities which teach HRM and strengthen ties with students and graduates from Syrian Universities.
5. Establish, monitor, and evaluate the on-going professional standards of the HR Management profession in Syria to elevate them to international standards.

Article 4:

This institute is prohibited of interfering with political issues and religious beliefs.

Chapter Two: Membership

 

Article 5: IHRM Members

A member is the one who has necessary qualifications, who might become a member after obtaining the Institute’s approval, this member is categorize within one of the following groups:

1. Active Members:This type of membership comprises two types of members:

►Professional Members specialized in Human Resources Management: They are people who work in Human Resources management and has the right to vote and to nominate themselves in the Institute’s elections ,and fulfill one of the following conditions:

a. Has no less than three years of experience in Human Resources field.

b. A member of a faculty who taught Human Resources Management subject for three years at least.

c. A consultant and dedicated trainer in Human Resources Management for no less than three years.

►General Members: They are the people who work in the field of human resources management , but do not achieve the requirements and conditions of specialists members, and this kind of membership gives them the right to vote in the elections, but do not give the right to nominate themselves  for membership of the Board of Directors.

1. Associate Members: This type of membership does not give the right to vote or nominate  for membership of the Board of Directors , and includes two types of members :

► Associate Members: They are the people who do not work in the field of human resources management and do not meet the conditions of previous categories, but they are interested in the field of human resources management,

► Students: They are students who have an interest in the field of human resources management, or members of the branches of the institution in the universities.

1. Honorary Members: They are members who provide support to the Association to achieve its objectives, the Board of Directors considers the eligibility of giving them such membership, and this kind of membership does not give the right to vote in elections or nominations for membership of the Board of Directors.

Article 6: Membership Conditions

1. Should not be deprived of political and civil rights.

2. Be of good conduct and behavior.

3. To submit a request for membership to the institution and the membership fees, taking into consideration that applicant’s name and place of residence and his career must be stated in the request.

4. Board approval.

5. Written approval on the Statute.

6. To get the nomination of two members of the specialists member or one of the Board of Directors.

Article 7: Membership Termination & Dismiss

1. Membership is terminated in the following cases:

A. Withdraw or resign from the institute.

B. The loss of one of the conditions of membership.

  C. Segregation.

D. Death.

E. Delay in the pay of participation fees for two months after the due date provided sending him a written letter about the due payment during the month following the last paid installment.

2. A Member is terminated by the decision of the majority of the members of the board in any of the following cases:

A. If he/she did anything that would caused to the institution serious harm physically or morally.

B. If he/she took advantage of joining the Institute for a personal purpose.

3. A decision of membership termination is sent to the concerned person within (15) fifteen days of its issuance.

4. A member , or a person who was a member, or the inheritors of a dead member are not allowed  to claim for any  membership fee or subscription fees , donations or gifts  given by the institution.

Article 8: Membership Resuming

The Board may give back the membership to the person who is no longer a member due to not paying subscription fee in a certain year if he paid the due amount during the next year.

Chapter Three: General Assembly

Article 9:

The General Assembly consists of all active members who have fulfilled their commitments in accordance with the provisions of this bylaw and are members since at least one year.

 Article 10:

The general assembly should be invited for an ordinary meeting once every year at least during  the  three months succeeding the end of the fiscal year of the Institute, and it may invite to extraordinary meetings whenever the interest of the institution by a decision of the Board of Directors .

Article 11:

1. General assembly meetings are held at the Institute’s headquarters after sending an invitation directed by the Board of Directors to all members who have the right to attend and that should be done before the meeting date with fifteen days at least, the agenda of the meeting should be attached to the invitation.

2. A copy of the invitation and the agenda and the list of invited members should be posted at the headquarters of the institute and its buildings.

 3. The Directorate of Labor and Social Affairs should be informed about the meeting prior fifteen days at least and a copy of the agenda should be sent to it.

Article 12:

Tenth of the members who are entitled to attend the General Assembly may send a written request to the board members to hold the General Assembly meeting, clarifying in which the aim of this meeting, if no response was received from the board of members then those tithe of members can directly invite the rest of Institute’s members to the meeting.

Article 13:

Every member has the right to delegate in writing another member to represent him in attending the meetings of the General Assembly; a member should not be acting on behalf of more than one member.

Article 14:

The meetings of the General Assembly are headed by the Chairman or his deputy in case of his absence, and are headed by the oldest (as per his age) members of the Board if the vice president was absent.

Article 15:

The meeting of the General Assembly is considered legal if it was attended by 51% of the invitees. If this quorum is not available, the General Assembly is invited for a second meeting after at least twenty days from the date of the first meeting and the second meeting is considered legal regardless of the present number of members on the condition that it should not be less than the number of Board members.

Article 16:

The General Assembly does not have the right to consider other matters other than those contained in the agenda.

Article 17:

The general assembly discusses through its annual ordinary meeting the following issues:

1. The ratification of the final accounts for the previous financial year.

2. Approve the Auditor’s Report.

3. Adoption of the draft budget for the new fiscal year.

4. Board’s report on the works of the institute and its status during the past year.

5. Election of board members by confidential voting that does not oppose the text of Article 20 of this bylaw.

6. Appointment of a Legal Auditor who is not one of IHRM members.

7. Determine what are the expenses its values that are charged on a member and the expenses that may be reimbursed for him.

8. Discharge the members of the Board of Directors for the past financial year.

9. Any other matters presented by the Board of Directors.

10. Decisions at the meeting of the General Assembly are issued according to the relative majority of the present members and delegates  and  absolute majority with respect to modify the bylaw, and a two-thirds majority in the following cases:

A. Modify the bylaw of the Institute that relates to its purposes and objectives.

B. Enterprise breaks up.

C.  Dismissal of some or all of the members of the Board of Directors.

Article 18:

The member is not allowed to vote if the resolution is related to an agreement with him, or suing him, or termination of a case between him and the institution, as well as when they have a personal interest in the resolution with the exception of the election of the Board of Directors and other committees of the Institute.

Article 19:

Decisions of the General Assembly are written down in the minutes of meetings and signed by both the President and the Secretary and names of the members who have the right to attend and the names of those present and who were represented are mentioned in the minutes of the meeting, also the name of the President and the Secretary and the decisions taken and the number of votes they received are all mentioned in the minutes of meeting.

Chapter Four: Board of Directors

Article 20:

The Institute is managed by the Board of Directors that consists of seven members elected by the General Assembly from among its members for a period of two years, and board members may be re-elected for those whose membership in the board has expired.

Article 21:

The following conditions should be available in the member of the Board of Directors:

1. To be enjoying their civil and political rights.

2. Be a resident of the Syrian Arab Republic.

3. She/he should have spent one year in the institute’s membership, with the exception of the members of the constituent body.

4. To be a professional member.

Article 22:

The member should not combine membership of the Board and the paid work for the Institute.

Article 23:

The board member has the right to be reimbursed for the transportation expenses and other expenses expended for the affairs of the institute and in accordance with the system that is decided by the General Assembly.

Article 24:

The Board of Directors Represents the Institute at all governmental private and legal bodies over its rights and of its obligations.

Article 25:

If the place of one of the members of the Board has become vacant during the period of the mandate of the Council, then the council may appoint a member from among the members who has got votes less than the votes of the members elected at the last meeting of the General Assembly to become in the place of vacant temporarily till the General Assembly elects a member to become a board member for the remaining period.

Article 26:

If more than half of the members of the Board of Directors have withdrawn, the General Assembly is called by the remaining members to elect members to replace the withdrawing members.

Article 27:

Each member of the Board of Directors who was absent  from the meetings of the Council three successive  times without a legitimate excuse told before the meeting may be considered withdrawn .

Article 28:

The authorities of the Board of Directors include everything related to managing the institute’s issues and achieve their goals and in particular the following:

  1. Develop a strategy and action plans for the institute and its committees and activities.

  2. Preparing the annual report on the activity of the organization.

        3. Prepare a draft budget for the next fiscal year and the preparation of the final     accounts for the current financial year.

4. Preparation of financial and administrative systems under which goes to work in the organization.

   5. Review the auditor’s report.

 6. The appointment of necessary staff for the institute and determines their salaries and work on their discipline, dismissal and discharge procedures.

 7. Consider requests for membership and decision-making in this regard according to the conditions set forth in the bylaw.

 8. The formation of the various committees, so that the head of each committee would be a member of the board of directors and each committee would have its own system and mechanism of action.

 9. Institute’s money management and keeping the Institute’s resources and collect them.

10. Approval of agreements and contracts concluded on behalf of the institution.

 Article 29:

The Board meets once every month at least, or at the invitation of President of the Council, and meetings are considered to be legal in the presence of an absolute majority of the members, and decisions are made by an absolute majority of those present and if votes were equal then the President of the Council would have the decision by his vote.

1. The names of Attendance and absentees are recorded at each session in the minutes of meeting.

2. Four members of the Board of Directors are entitled to request from the President of the Council to call for a meeting, and in the case of refusal, they have the right to invite other members to the meeting.

 Article 30:

The Board of Directors shall elect from among its members a president, vice president, a treasurer and a secretary during their first meeting after the General Assembly meeting through which the elections took place.

Article 31:

Board of Directors may form sub – committees to follow up the institution’s activity in certain fields.

Article 32:

The President shall:

1. Be the chairman of the Board meetings and the General Assembly.

2. Represent the Institute at the official, unofficial and judicial authorities, internally and externally.

3. Supervise all activities of the Institute and its committees and follow-up its activities.

4. Invites for the board members for the meetings of the Board in accordance with the provisions of this bylaw and prepare the agenda in coordination with the Secretary or the Director of the Institute.

5. Signs contracts and agreements concluded with the institute after obtaining the approval of the Board of Directors.

6. Signs orders of imbursement and remittances in participation with the treasurer

Article 33: 

Vice-President shall assume all duties and functions of the President in case of his absence; besides other functions he is delegated to do.

Article 34:

The Secretary does the following duties:

1. Writing the minutes of meetings of the Board of Directors and the General Assembly and sign them by him and the head of the institute.

2. Keep the Institute’s files, records and seals at a specified place.

3. Edit the Institute’s correspondence in coordination with the President, and receive incoming correspondences to it.

4. Write down the minutes of board meetings and put the present members’ signatures on it.

5. Write down the minutes of the General Assembly meetings and put the signatures of Chairman and members of the Council on it.

6. Follow up the implementation of the decisions of the Board of Directors and distribute it to stakeholders to be executed.

Article 35:

The Treasurer should do the following functions:

1. collect fees and supervise receiving  the amounts received by the institution by receipts sealed with the seal of the institution and signed by him as well he/she  should deposit such amounts or checks at the bank accepted by the Ministry of Labor and Social Affairs  .

2. Keeping the financial documents and books at the headquarters of the institution.

3. Implementation of the decisions of the Board of Directors with regard to financial matters, and provides a monthly report about them.

4. Pay the expenditures according to imbursement orders signed by him in conjunction with the Chairman or Vice Chairman.

5. Supervises the calculation of the final account for the past fiscal year, as well as the estimated budget for the coming year and present it to the Council.

Chapter Five: The Institute’s Funds

Article 36:

Enterprise revenues consist of:

1. Membership fees.

2. Subscriptions fees.

3. Donations and grants.

4. Subsidies.

5. Legacies and endowments.

6. Revenues of the Foundation’s activities.

7. Any other resources approved by the Board of Directors.

8. Revenues of training courses, workshops, lectures, consulting and other paid services that are approved by the Board of Directors and provided to all parties.

Article 37:

The participation fees of members is determined by the amount of two thousand and five hundred 2500 SP paid once upon enrollment or re – enrollment due to the invalidity of membership. The annual membership fee is also determined of 4000 S.P four thousand Syrian pounds for active members (professional and general), and 3000 three thousand Syrian pounds for associate members, and 1,000 thousand Syrian pounds for students members. The membership fees is paid annually or in monthly installments or seasonal according to the request of the member. The entire annual membership fees must be paid at least one month before the end of the financial year of the Institute. If the member joined the Institute during the financial year then he is required to pay the only annual membership fees equivalent to the remaining period of the year.

Article 38:

The Institute’s year begins from the first of January and ends on last day of December of each calendar year, while the first year begins from the recording date until 31 December.

Article 39:

The Institute’s funds are deposited in the bank determined by the Board and accepted by the Ministry of Labor and Social Affairs.

Article 40:

Any amount of the Institutes’ money deposited in the bank may not be withdrawn unless a decision of the Board is issued and dually signed by the President of the institution or his representative and treasurer.

Article 41:

1. Any amount of Institute’s money should not be spent for other purposes than to achieve its objectives.

2. The Institute keeps in its headquarter account books according to bookkeeping procedures.

3. Accounts of the Institute should be audited annually by an auditor on the condition that it should be audited within a period not exceeding three months from the end of the Institute’s fiscal year.

Chapter six: The Institute’s Branches

Article 42:

The Institute has the right to establish branches on the condition that those branches should not have legal independent presence unless they were announced in conformity with regulations, and the creation of unannounced branch is done upon a decision of the Board of Directors after obtaining the approval of the Ministry of Labor and Social Affairs and the General Assembly on it, and the Board of Directors of the branch is determined upon the Institute’s Board of Directors decision.

Article 43:

Each of the Institute’s branches is subject to the provisions of this bylaw, and that is applicable in its creation and management. The branch may not adjust its bylaw with respect to its obligations towards the institute and in terms of public policy and guidance without the approval of the institute.

Article 44:

Each announced branch should send the Institute a copy of its bylaw and a list of members of the Board of Directors and an annual report on its activity and its financial status.

Article 45:

Meetings must be held at least one month before the meeting of the General Assembly so that the Board could discuss the work of branches and their annual reports.

Article 46:

Upon the breakup of any of the Institute’s branches its funds are put in the institute’s bank account.

Chapter Seven: The Institute’s Dissolution

Article 47:

Board of Directors has the right to call for a General Assembly meeting to discuss the issue of the Institute dissolution if they find that the institute has become incapable of achieving its objectives. The Institute cannot be dissolved unless a decision is taken by the General Assembly by two-thirds majority of its members at least.

Article 48:

Upon its disbandment the Institute’s funds are given to the institution defines by the General Assembly that its activity corresponds to the activity of the institute and determined in the decision of the disbandment.

Article 49:

Upon the issuance of the disbandment decision the General Assembly recruits a liquidator that calculates the Institute’s properties and fulfills its commitments.

Chapter Eight: General Provisions

Article 50:

The Institute has the right to own properties and lands enough to achieve its objectives.