Article I
Name

The name of this organization shall be the Chicago land Personal Chefs, Inc., A Chapter of the APCA, hereafter called the “Chapter.”

Article II
Purpose

The purpose of the Chapter shall be to provide a forum for independent professional personal chefs to gather for networking, information exchange, charity work, and promotion of the personal chef industry in the Chicago land area

Article III
Membership

SECTION 1. Eligibility. There shall be two types of membership.

(a) Full Membership. Open to one personal chef principal per personal chef company who is a member in good standing with the American Personal Chef Association. Full members will enjoy complete membership privileges, including voting, holding office and receiving personal chef business referrals.

(b) Affiliate Membership. Open to spouses, significant others, and employees of full members, as well as those who serve the personal chef industry, are culinary educators, or who are liaisons with other food industry associations. They shall have all of the rights of the Full members except voting and holding office. They will not receive personal chef business referrals.

SECTION 2. Election to Membership.

Each applicant for membership shall apply on a form as approved by the membership. Accompanying the application, the prospective member shall submit dues payment for the current quarter. All applications are to be filed with the Secretary.

SECTION 3. Dues.

Full & Affiliate membership dues shall be determined by a quorum of Full membership, as outlined in Article IV.

SECTION 4. Termination of Membership.

Membership may be terminated:

(a) By Resignation. Any member in good standing may resign from the Chapter upon written notice to the Secretary; but no member may resign when in debt to the Chapter.

(b) By Lapsing. A membership will be considered as lapsed and automatically terminated if such member’s dues remain unpaid sixty days after due date.

(c) By Loss of Eligibility. Any member who is no longer a member of the American Personal Chef Association shall be automatically terminated from the Chapter.

Article IV
Dues

SECTION 1. – Determination of Dues
Membership dues shall be determined by a quorum of the members.

SECTION 2. – Payment and Collection
Membership dues are payable to the treasurer. New members’ dues are payable upon application to join the chapter. Dues are $60 per year ($15 due on or before Jan.1, Apr. 1, July 1 and Oct. 1) for Full Members and $30 per year ($7.50 due on or before Jan.1, Apr. 1, July 1 and Oct. 1) for Affiliate Members. A late fee of $5.00 will be charged if payment is not received by the 15th of the month that dues are payable.

SECTION 3. - Use of Dues
Dues are collected to support the activities of the chapter.

Treasurer has authorization to pay valid any chapter expense up to $50. All members will be informed by e-mail of expenditures over $50. A payment over this amount and up to $250 require two chapter officers' approval or a simple quorum vote. Chapter payments over $250 require approval by a majority of current members at a regular meeting or by e-mail.

SECTION 4. – Requirements of Chapter Supported Events

(a) Chapter supported events will display visual representation of our chapter logo, business cards, sign, etc.

(b) Chapter supported events will conform to Article II of these bylaws relating to purpose and objectives.

(c) Event proposals by member(s) will be presented to all members at least 6 weeks prior to the event. Proposal will include event justification, outline of chapter participation, budget, and all pertinent information.

(d) Budget considerations follow Section 3 on Use of Dues.

Article V
Meetings and Voting

SECTION 1. Chapter Meetings.

Meeting of the Chapter shall be six (6) times per year, held every other month. The time and place of the next meeting shall be designated at the end of each meeting. Written notice of each meeting shall be faxed, mailed or e-mailed by the Secretary at least fifteen days prior to the date of the meeting.

SECTION 2. Annual Meeting.

The Annual Meeting will be held in January.

SECTION 3. Quorum.

The quorum for such meetings shall be twenty percent of the Full members in good standing.

SECTION 4. Special Meetings.

Will be held as deemed necessary by the membership.

SECTION 5. Annual Board Meeting.

Shall be held within sixty days of the Annual Meeting in January.

SECTION 6. Voting.

Each Full Member in good standing whose dues are paid for the current quarter shall be entitled to one vote at any meeting of the Chapter at which they are present. Proxy voting will be permitted on agenda items only, via fax, e-mail or regular mail, on a standard proxy vote form.

SECTION 7. Guests

(a) Any member may invite a guest to a Chapter meeting, as long as they notify an officer of the Chapter.

(b) Non-members are welcome to attend one meeting at the invitation of a Chapter member. The Chapter member issuing the invitation must notify a club officer previous to the actual meeting.

Article VI
Directors and Officers

SECTION 1. Composition.
The Chapter shall have the following officers: President, Vice-President, Treasurer, and Secretary.

SECTION 2. – Term of Office.
The term of office for the Officers shall begin January 1 and shall be two years, and shall serve until their successors are elected.

SECTION 3. Board of Directors.
The Board shall be comprised of President, Vice-President, Secretary, Treasurer, and the Regional Area Director of the American Personal Chef Association, all of whom shall be members in good standing.

SECTION 4. Duties and Powers.
The affairs of the Chapter shall be guided by the Officers. The Officers are empowered to perform all activities necessary to maintain effective governance of the Chapter including an annual review of the bylaws.

(a) The President shall preside at all the meetings of the Chapter and of the Board, and shall have the duties and powers normally appurtenant to the office of President, in addition to those particularly specified in these by-laws.

(b) The Vice-President shall assume the duties and exercise the powers of the President in the case of the President’s death, absence, or incapacity.

(c) The Secretary shall keep a record of all meetings of the Chapter and the Board and of all matters where the Chapter will require a record. He or she shall have charge of the correspondence, notify members of the meeting, notify new members of their membership, verify the new member is a member of the American Personal Chef Association, notify officers and directors of their election to office, keep a roll of the members of the Chapter with their addresses and pertinent information and carry out such other duties as prescribed in these by-laws.

(d) The Treasurer shall collect and receive all monies due or belonging to the Chapter. He or she shall deposit the same in a bank or banks designated by the Members and Board, in the name of the Chapter. His or her books shall at all times be open to inspection of the Members and Board, and he or she shall report to them at every meeting the condition of the Chapter’s finances and every item of receipt or payment before reported; and at the Annual Meeting he or she shall render an account of all monies received and expended during the previous fiscal year.

SECTION 5. Vacancies.
Any vacancies occurring on the Board during the year shall be filled until the next scheduled election by a majority vote of the Full members at its first regular meeting following the creation of such vacancy, or at a Special Meeting called for that purpose; except that a vacancy in the office of President shall be filled automatically by the Vice-President and the resulting vacancy in the office of Vice-President shall be filled by a majority vote of the Full members voting.

Article VII
The Chapter Year and Election

SECTION 1. Chapter Year.
The Chapter’s fiscal year shall begin on the first day of January and end on the thirty-first day of December.

SECTION 2. Nominations.
No person may be a candidate in the Chapter election who has not been nominated.

(a) A call for nominations will be made to the membership by November 15.

(b) Ballots fixing the slate of nominees for office may be faxed, mailed, or e-mailed to the Full members by the Secretary. The ballots shall be returned to the Secretary no later than December 15.

SECTION 3. Elections.
Those candidates receiving the greatest number of votes for each office shall be declared elected. In the event of a tie, the President has the deciding vote.

SECTION 4. Election Results.
The election results will be announced at the Annual Meeting in January.

Article VIII
Committees

SECTION 1. The Full Membership may each year appoint standing committees to advance the work of the Chapter that may well be served by committees. Such committees shall always be subject to the final authority of the Full Membership.

SECTION 2. Any committee appointment may be terminated by a majority vote of the Full members upon written notice to the appointee and the Full members may appoint successors to those persons whose service have been terminated.

Article IX
Parliamentary Authority

The rules contained in Robert’s Rules of Order shall govern the conduct of the meeting of this Chapter in all cases not specifically covered by these by-laws.

Article X
Amendments

SECTION 1. Amendments to the by-laws may be proposed by written petition addressed to the Secretary signed by twenty percent of the Full Membership in good standing. Amendments shall be promptly considered by the membership and submitted for a vote within two months of the date when the Secretary received the petition.

SECTION 2. The by-laws may be amended by a two-thirds vote of the Full Members present and voting at any regular or special meeting called for the purpose, provided the proposed amendments have been included in the notice of the meeting and mailed to all members at least two weeks prior to the date of the meeting.

Article XI
Dissolution

SECTION 1. Dissolution.
The Chapter may be dissolved at any time by the written consent of not less than two-thirds of the members. In the event of the dissolution of the Chapter other than for the purpose of reorganization whether voluntary or involuntary or by operation of law, none of the property of the Chapter nor any proceeds thereof nor any assets of the Chapter shall be distributed to any members of the Chapter, but after payment of the debts of the Chapter its property and assets shall be given to a charitable organization selected by the Full membership.

Article XII
Order of Business

SECTION 1. At meetings of the Chapter, the order of business, so far as the character and nature of the meeting may permit, shall be as follows:

• Roll Call

• Minutes of the Last Meeting

• Report of the President

• Report of the Secretary

• Report of the Treasurer

• Reports of the Committees

• Election of the Officers and Board (Annual Meeting)

• Election of New Members

• Unfinished Business

• New Business

• Adjournment

SECTION 2. At the meetings of the Board, the order of business, unless otherwise directed by a majority vote of those present, shall be as follows:

• Minutes of the Last Meeting

• Report of the Secretary

• Report of the Treasurer

• Reports of the Committees

• Unfinished Business

• New Business

• Adjournment