Chapter By-Laws

Structural & Formatting Changes

• Document formatting modernized: clearer numbering, headings, and layout in the 2025 version.
• New definitions section added in Article II (2025), defining terms like “Board,” “Chapter,” “PMI Member,” etc., for clarity.
• Articles reordered and renamed for better flow (e.g., “Governance” becomes “Board of Directors”).

Article Changes

Article II: Definitions (New in 2025)

• Entirely new section defining key terms.
• Helps remove ambiguity from later articles.

Article IV: Relationship to PMI

• 2025 version more explicitly states:
  • The chapter is governed by PMI policies.
  • The chapter may not act on behalf of PMI without consent.
• Introduces clarity around PMI Charter Agreement.

Article VI: Membership

• Clarifies that:
  • All Chapter members must also be PMI members.
  • Membership is individual only, not corporate.
• 2025 removes the reference to “Classes of Membership” that was present in 2018.

Article VII: Chapter Board of Directors

• Substantial revision in the 2025 version:
  • Introduces role definitions in the bylaws (vs. left to policy in 2018).
  • Sets minimum number of board members to 6 (no max defined in 2025; 2018 said 5–15).
  • Lists specific officer roles: President, VP Finance, etc.
  • Introduces Officer vs. Director distinction.
• Clarifies succession process, quorum, and voting rules.

Article VIII: Nominations and Elections

• Adds Nomination Committee (NomCom) definition and responsibilities.
• Specifies conflict-of-interest avoidance (e.g., NomCom members can't run for office).
• More structure around timing and eligibility for candidacy.

Article IX: Committees

• 2018 had minimal committee governance.
• 2025 defines:
  • Standing vs. ad hoc committees
  • Board authority to form/disband committees
  • Chair appointment process

Article X: Finance

• More detailed financial policies in 2025:
  • Annual budget approval
  • President and Finance VP must authorize all expenditures
  • Explicit requirement for external audits or reviews if requested
• Clearer record retention language.

Article XI: Meetings

• 2025 formalizes:
  • At least one annual general meeting is required
  • 14 days’ notice for Chapter meetings
  • Use of electronic communications allowed for notice

Article XIII: Indemnification

• Newly added in 2025.
• Provides legal protection for board members acting in good faith.

Article XIV: Amendments

• Now requires:
  • 30-day notice to membership for proposed amendments
  • 2/3 vote of members present to pass (same threshold as 2018)

Other Noticable Changes

• More frequent reference to electronic voting, meetings, and notices, reflecting remote-first norms post-2020.
• Stronger emphasis on PMI's authority and Chapter compliance with PMI global policies.
• Gender-neutral and inclusive language throughout (e.g., “Chair” instead of “Chairman”).

 

You can review both versions below. 

We will be voting on the updates by December 2025.