Updating the Society’s bylaws: How this will create the best possible PRSA for members, leaders and the profession

Copyright © 2009 PRSA. All rights reserved.

 

 

 

Bylaws are the ruling documents of an association. They define the organization’s purpose, requirements for membership, which groups make the decisions and how people get into those groups. Because bylaws are more or less set in stone, it is in the interest of organizations to keep them concise. Bylaws should set forth the basic structure. Everything else — such as policy recommendations — should be kept elsewhere.

 

The primary objective of the bylaws rewrite is to enable a flexible, nimble governance structure to support the best possible PRSA for members, leaders and the profession. PRSA’s bylaws have not been thoroughly revised since they were first ratified more that 60 years ago, although they have been amended throughout the years. The current bylaws are complex, lengthy and contain conflicting and ambiguous language.

 

As the result of a PRSA Board resolution that was approved by the 2007 Assembly, a Bylaws Rewrite Task Force was appointed to review the current bylaws. Early in the process the Task Force recognized that their work was more significant than simply correcting language in the current document and presented an opportunity to modernize PRSA’s governance structure.

 

One of the key findings from the Task Force research was that, as professional organizations mature, they tend to become more inclusive.  They also broaden the base of members who aspire to be leaders in the organizations.  The current PRSA bylaws actually work at cross purposes with this philosophy.  As a result, several of the recommended bylaws changes deal with broadening the “universe” of who can be members, and also expand the criteria for becoming leaders.

 

Rewriting the bylaws is tactical and honestly not all that interesting. However, members should be concerned about the potential benefits to the Society from this major governance initiative. It’s about creating a structure that can support the best possible PRSA for members, leaders and the profession.

 

The Task Force research identified a number of current trends in association governance:

• Bylaws should be clear, concise and able to accommodate change as the organization and profession matures.

• Associations that represent mature professions are inclusive, engaging the broadest possible community.

• Barriers preventing full participation, including holding the organizations’ credentials, are usually abandoned.

• Boards are defining and delegating, rather than reacting and ratifying.

• Popular votes are supplanting the use of assemblies to “represent” members.

• Assemblies are increasingly dealing with issues of the profession.

 

The Assembly exercise mirrored findings from similar exercises with the Executive Committee, the Board of Directors and the 2008 Leadership rally participants.  Attributes for an “ideal” PRSA that emerged from these exercises were diverse and far-reaching, and included qualities such as “inclusive,”  “open,” “member-driven.”  “strategic,”  “advocates for the profession” and “a larger pool of leaders.”

 

While PRSA’s successes have demonstrated that we have achieved many of these ideals, the Task Force felt that changes in the three areas of the bylaws — membership, governance and leadership — could strengthen the Society for the future.

 

Let’s start with membership. These recommendations, approved by the PRSA Board of  Directors and subject to input from members, will be incorporated into a new bylaws document to be voted on by the Assembly in November.           

 

Members can review the complete set of recommendations in MemberNet under Member Resources.

 

The Task Force recommended that the bylaws be updated to extend membership opportunities to include other communications professionals, including those involved with social media, strategic planning, marketing, business development, etc. This change would accommodate a dynamic profession that evolves with technology.  All members would be required to agree to PRSA’s Member Code of Ethics. The intention is to strengthen PRSA as a professional society. PRSA members would benefit from a more diverse network of professional communicators.

 

The bylaws revision recommended by the Task Force would establish a provision for “one-person, one vote,”  through which the membership would directly elect the board of directors and officers. This is in keeping with current association best practices and also reflects PRSA’s current member research, which shows that 80 percent of the delegates and 90 percent of members want all members to have an equal vote in seating the Board.           

 

Bylaws revisions are also being recommended to transform the Delegate Assembly into a “Leadership Assembly,” a body of leaders advising PRSA on issues pertaining to the profession. The wisdom and experience of PRSA leaders would focus on dealing with issues of the profession. This group could meet electronically throughout the year, not just at annual face-to-face meetings.

 

Under the Task Force’s recommendations, the composition of the Leadership Assembly would remain the same as the current Assembly, with the addition of delegates representing national committees and task forces. The Leadership Assembly would retain its authority for approving bylaw changes, dues structures and Chapter dissolutions.

 

The Task Force recommends bylaw revisions that would open up participation to a broader range of members with diverse backgrounds and allow for a Board that was representative of the membership. Bylaw revisions being recommended include expanding requirements for Board service to PRSA members in good standing who are Accredited in Public Relations (APR) or a Chapter, District, Section or Committee leader or who have more than 20 years of experience with increasing levels of responsibility. In addition, all Board members would be elected at-large by the members, meaning that directors would no longer be elected from the specific area of the country in which they live and work.

 

Regarding the nominating process, the Task Force recommends broadening requirements to serve on the Nominating Committee to mirror the requirements to serve on the Board. Recommendations include having the immediate past chair leading the committee, but not including his or her predecessor on the committee.

 

We will continue our member outreach plan, which is designed to provide multiple platforms to facilitate two-way communication on the proposed governance changes. We are holding conference calls with leaders. Members of the PRSA Board are directly reaching out to Chapter, District and Section leadership.  We will conduct a member survey to solicit additional input.  In June, attendees at the Leadership Rally will serve as another opportunity for discussion. 

 

Based on feedback, the Task Force will draft and distribute a completely new bylaws document in July. During the three months leading up to the Assembly in San Diego, we will continue to reach out to leaders and members to clarify any questions or issues.  Finally the Delegate Assembly will discuss and deliberate the merits of the document and vote. Officially, bylaw amendments must be ratified by two-thirds of voting delegates at the PRSA Delegate Assembly next November in San Diego. 

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