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BYLAWS - August 1, 2020



Section 1. Name

The name of the Corporation is “Wisconsin Employee Relocation Council, Inc..”

The authorized abbreviation of the name of the Corporation isWiERC.

Section 2. Purpose

WIERC is a Wisconsin Not-for-Profit

Corporation which has been established to:

A. Promote the sharing of information and ideas in the corporate relocation field.

B. Promote professional standards in the corporate relocation field.

C. Promote and conduct educational workshops and seminars concerning corporate relocation.

Section 3. Offices

The WiERC shall have and continuously maintain in the State of Wisconsin a registered office and a registered



Section 1. Membership Eligibility

A. Company Membership in the WiERC is open to organizations regularly engaged in the relocation of their

employees that are interested in furthering the study and solution of problems encountered by relocated

employees and their employers. Company Membership is entitled to up to 5 membership representatives.

B. Organizations whose primary business activity is in any of the following fields:

1. Corporate positions supporting mobility or relocation services

2. Real estate brokerage with an established relocation department

3. Real estate appraising

4. Residential property management

5. Residential mortgage lending (to individual consumers)

6. Title insurance

7. Shipment of household goods

8. Organizations who consult with corporations on relocation policy development and/or administration

9. Employment agencies including professional and executive recruiting organizations

10. Law firms involved in real estate or corporate relocation

11. Temporary housing services

12. Destination Services

* DSP Providers

* Spouse Assistance Programs

* Education Assistance

* Pet relocation

* Language Training

* Intercultural Training

13. Immigration Service Provider

14. Tax Assistance for relocation provider

15. Furniture rental in support of relocation services

16. Other organizations providing any type of relocation related service, directly or indirectly.

Section 2. Admission to Membership

Application for Membership shall be made in writing. All applications shall be reviewed for membership

consideration by the Board of Directors, based on the applicant’s ability to meet the qualifications prescribed by

these BYLAWS. Application approval may be accepted or deferred at-will by the Board of Directors.

Section 3. Member Representatives

When an organization makes application for membership, it shall provide the Secretary with up to five (5) names

and addresses of individuals, or an individual, designated as Members Representative(s), to receive

communications in each of the areas of interest defined from time to time by the Board of Directors. Such

Member Representative(s) shall be responsible for advising the Secretary of changes in the list of

representatives of the Member which he or she is employed by, and all notices required by these BYLAWS shall

be sent to all Member Representatives. Each Member Company shall be responsible for payment of dues. All

membership rights resides with Company Membership.

Section 4. Members in Good Standing

A member shall be deemed to be in good standing if all dues are paid and the member continues to meet the

qualifications stated in Sections 1 A and B. A Member shall be deemed to have paid all dues if not more than

sixty (60) days have elapsed since billing.

Section 5. Membership Tenure

The membership term is a one (1) year term from January 1st through December 31st of each year.

Section 6. Voting Rights

Each Membership Company is entitled to vote via proxy of presence at the business meeting without regard to

the number of representatives it has in theWiERC. Only one representative per Membership Company shall


Section 7. Termination ofMembership

A. Through Resignation Any Membership Company may voluntarily terminate its membership by filing a written

resignation with the Secretary of theWiERC at least thirty (30) days prior to the date the resignation is to

become effective. Member Representatives can be filled by another authorized company representative.

B. Through Ineligibility – Any member, who, after appropriate documentation, is determined by a majority vote

of all Members of the Board of Directors to no longer meet the qualifications for membership, company shall be

terminated as a Member.

C. For Cause – Any member who engages in activities detrimental to theWiERC may be terminated as a member

after appropriate documentation and a majority vote of the Board of Directors.

Upon termination of Company Membership or Member Representative for any reason, all rights, privileges, and

other interests of such Members in theWiERC shall cease and no pro-rated refund of dues shall be made.

Section 8. Reinstatement of Membership

Upon written request signed by a former Company Membership and filed with the Secretary, Board of

Directors by a majority vote of all the Members of the Board may reinstate such former Company Membership

to membership upon such terms as the Board of Directors may deem appropriate.


Section 1. Annual Meetings

The annual meeting shall be held during the month of December in each year and at such place and hour the

Board of Directors shall determine for the purpose of electing directors and for conducting other business


Section 2. Special Meetings

Special meetings of the members may be called either by the President, a majority vote of the Board of

Directors and Officers, or by a majority of the voting members.

Section 3. Notice of Meetings

Written notice stating the place, date and hour of any meeting of the members shall be delivered to the address

of record of each member entitled to vote at such meeting not less than seven (7) days before the date of such

meeting. The purpose for which meeting is called shall be stated in the notice.

Section 4. Quorum

A quorum for the transaction of business at any meeting of the membership shall be no less than twenty-five

percent (25%) of the voting members of theWiERC.

Section 5. Proxy Vote

Voting by proxy is permitted.


Section 1. General Powers

The general affairs of theWiERC shall be managed by its Board of Directors.

Section 2. Number and Tenure

The Board of Directors shall consist of no less than five (5) members. The five (5) members shall hold office for a

two (2) year term. All Board of Directors will be eligible for re-election for an additional two (2) year term,

except for Vice President and President roles which will be held at one (1) term of two (2) years.

Board of Director Positions:

  • President
  • Vice President
  • Secretary
  • Treasury
  • Chairman (Past President)
  • Membership Chairman
  • Social Media / Website / Communications – Chairman
  • Sponsorship Chairman
  • Programming Chairman
  • Programming Co-Chairman
  • Corporate Advisory Chairman
  • Charitable Causes Chairman

Section 3. Eligibility of Board Members

All BoardMembers must be a representative of a member organization in good standing.

Section 4. Nomination and Election of Board Members

Prospective nominees shall complete the WiERC Board Application for consideration of available board

positions. The Board reviews eligible applicants and names of the recommended applicants for Board Positions

shall be presented for voting confirmation by the members in attendance at the Annual Meeting of Members.

Section 5. Re-election Eligibility

All Board of Directors will be eligible for re-election for additional two (2) year term, except for Vice President

and President roles which will be held at one (1) term of two (2) years.

Section 6. Limitation

A Member Representative may not be elected to the Board of Directors while another representative of the

same Company Membership is serving as a BoardMember, unless approved by the Board.

Section 7. Resignation

Any BoardMember, at any time, may resign by giving written notice of such resignation to the Secretary,WiERC.

Such resignation shall be effective as of the date specified therein and if no date is specified, the resignation

shall be effective upon receipt by the Secretary.

Section 8. Vacancies

In the event a vacancy in the Board of Directors occurs, such vacancy shall be filled by the Board of Directors,

who shall elect a BoardMember to serve until the next Annual Meeting of Members, at which time the Board of

Directors shall elect a new BoardMember to serve the unfulfilled term of the predecessor in office.

Section 9. Annual Meeting

The Annual Meeting of the Board of Directors shall be held within ninety (90) days following the Annual Meeting

of Members.

Section 10. Special Meetings

The Board of Directors may provide a resolution the time and place for the holding of additional meetings of the

Board. In addition, meetings of the Board of Directors may be called by or at the request of the President or any

three (3) board members.

Section 11. Quorum

A majority of the whole Board of Directors shall constitute a quorum for the transaction of business at any

meeting of the Board.

Section 12- Cause for Removal

Any BoardMember may be removed for cause by a majority vote of the Board of Directors. Removal of a Board

Memberelected by the members may be appealed to the membership. Reinstatement may be by a majority

vote of the voting members in good standing.


Section 1. Officers

The elected Officers of the Board of Directors shall be a President, Vice President, Secretary, and Treasurer.

Section 2. Duties of Officers

The duties of the Officers shall be as their titles indicated by general usage and may be assigned to them by a

majority vote of the Board of Directors.

Section 3. Election of Officers

The Officers of the WiERC shall be elected by the Board of Directors at the Annual Meeting of the Board.

Nominees are to be selected from among the elected BoardMembers.

Section 4. Tenure

Officers shall be elected for a two-year (2) term and may be re-elected for additional terms. The office and the

duties of the new Officers will be assumed on January 1st.

Section 5. Vacancies

The President shall, with the majority vote approval of the Board of Directors, appoint a qualified BoardMember

to hold office to fill any interim vacancy.


Section 1. General Committees

The Board of Directors may appoint such Committees, , as deemed appropriate, with the majority vote approval

of the Board of Directors. The number of members per Committee will be determined by the Board of Directors.

. Duration of a general Committee shall be determined by the Board of Directors.

Section 2. Standing Committees

Standing Committees shall be those on Membership, Programming, , Social Media, Sponsorship, Corporate

Advisory, Charitable Causes and any other Committee the President and the Board of Directors shall from time-

to-time designate.

Section 3. Chairman

One member of each Committee shall be appointed Chairmanby theBoard of Directors, or by its respective


Section 4. Vacancies

Vacancies in the membership of any Committee may be filled by appointments made in the same manner as

provided in the original appointment.

Section 5. Quorum

The majority of the Members of the Committee shall constitute a quorum. Matters in issue shall be resolved by

the vote of a majority of the members present and presented to the Board for approval.


Section 1. Rules of Order

Robert’s Rules of Order, latest edition, shall be recognized as the authority governing the meetings of the

Corporation and Committee in all instances wherein its provisions do not conflict with the BYLAWS.


Section 1. Procedure

These BYLAWS may be altered, amended, repealed, and new BYLAWS may be adopted by a majority of the

entire Board of Directors at any meeting of the Board, provided that at least seven (7) days written notice is

given of intention to alter, amended, repeal, or to adopt new BYLAWS at such meeting, provided however

Article XI of the BYLAWS may be altered or amended only by a majority vote of all eligible votingMembers held

pursuant to proper notice of such meeting which is accompanied by either the text of the proposed

amendments or a summary thereof.

Section 2. Notice

When any amendments of the BYLAWS have been made, copies of said amendments, or a complete revised

copy of the BYLAWS as amended, shall be mailed or confirmed email within sixty (60) days to each Member


Section 3. Amendment by Members

Any voting Member in good standing may submit a proposed amendment or additional bylaws to the Board for

its consideration. In the event the Board fails to adopt such proposed amendment or addition, the proposed

amendment or addition will be submitted to the consideration for the membership at the next annual meeting,

where it must receive the approval of two-thirds of the Members in good standing present to pass. The text of

the proposed amendment or addition shall be mailed to the Members with the notice of meeting.


Section 1.

The WiERC may only be dissolved by a majority vote of seventy-five percent (75%) of the voting Members

present at a meeting specially called for the purpose.

Section 2.

Upon the dissolution or winding up of affairs ofWiERC, after providing for the payment of all obligations, any

remaining assets shall be distributed to any federally recognized non-profit organization, subject to approval by

the Board of Directors.


Section 1.

WiERC operates on a calendar year basis. The elective year shall be from January 1 through December 31,

inclusive of each year.


Section 1. Annual Dues

The bases of rates of dues shall be established by vote of a majority of the Board of Directors. Each Company

Member shall be responsible for payment of the dues of each of its Representatives in advance of January 1 of

the membership term. During the first year of membership, dues will be prorated from date of acceptance to

the end of the membership term.


Section 1. Books and Records

The WiERC shall keep correct and complete books and records of account and shall also keep minutes of the

meetings of its Members, Board of Directors, Officers, and Committees. All books and records of theWiERC may

be inspected by any voting Member for any proper purpose at any reasonable time.


Section 1. Contracts

The Board of Directors may authorize an Officer or Officers, agent or agents of theWiERC, in addition to the

Officers so authorized by these BYLAWS, to enter into any contract or execute and deliver any instrument in the

name and on behalf ofWiERC and such authority may be general or confined to specific instances. WiERC

requires two levels of approval or acceptance from the Board of Directors for all contracts and delivery of any

instrument in the name of WiERC.

Section 2. Checks, Drafts, Inc.

All checks, drafts, or other orders for the payment of money, notes or other evidence of indebtedness issued in

the name ofWiERC, shall be signed by such delegated Officer or Officers, of and in such manner as shall from

time-to-time be directed by resolution of the Board of Directors.

Section 3. Deposits

All funds ofWiERC shall be deposited from time to time to the credit ofWiERC in such banks, trust companies,

or other depositories as the Board of Directors may select.

Section 4. Gifts

The Board of Directors may accept on behalf ofWiERC any contribution, gift, or bequest, or device for the

general purpose or for any special purpose of WiERC.


Section 1.

Whenever any notice is required to be given under the provision of the General Not-for-Profit Corporation Act

of Wisconsin, or under the provisions of the Articles of Incorporation of the BYLAWS ofWiERC, a waiver thereof

in writing signed by the person or persons entitled to such notices, whether before or after the time stated

therein, shall be deemed equivalent of the giving of such notice.


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