Governance

 

Bylaws

Bylaws define, control, and set the basic principles and manner by which the chapter will be operated.

Bylaws must:
  • Be reviewed annually by the chapter board;
  • Have HIMSS staff review changes prior to approval by board or chapter;
  • And should remain lean and smart.   

HIMSS Chapter Standardized Bylaws

Submit Request to Update Bylaws

 

Process for Bylaws Changes

  1. Reach out to HIMSS for version on file
  2. Chapter board discuss and approve
  3. Redlined version sent to HIMSS to review proposed changes for compliance with standardized bylaws
  4. Full chapter membership affirmative vote
  5. HIMSS approval

 

Best Practices when Reviewing Bylaws

  • The first step if you are interested in changing chapter bylaws: contact HIMSS
  • More fingerprints, the better: have a workgroup review 
  • Leave a trace: redline all changes/track changes
  • Tell one tell-all: inform and explain the changes pre and post-approval

If your chapter would like more information on bylaws or seeks clarification or interpretation of the bylaws, please contact your chapter's POC (Angie Claypool or Carrie Simon). 

 

Affiliate Agreement

The Affiliate Agreement is the terms of service between HIMSS and the chapter affiliate, which defines and governs the affiliate relationship. The Affiliate Agreement specifies what both parties are responsible for, financial terms and legal responsibility. By signing the Affiliate Agreement, the affiliate acknowledges understanding of HIMSS policies indicated and agrees to the outlined terms. In turn, HIMSS agrees to fulfill their obligations of the terms of support to the chapter affiliates.

In 2012, HIMSS reviewed and re-issued a new standardized Affiliate Agreement in which all chapters and HIMSS President & CEO signed. The agreement outlines the relationship between HIMSS and the Chapters, protecting both parties. Aspects of the agreement include:

  • Territory
  • Relationship of the Parties
  • HIMSS Responsibilities
  • Chapter Responsibilities
  • Reporting & Corporate Status Obligations
  • License of HIMSS trademarks/branding
  • Termination

HIMSS Standardized Chapter Affiliate Agreement

Chapter Territory - Affiliate Agreement Exhibit A

Chapter Territorial Jurisdiction and Maps

 

Annual Registration (US Chapters) 

Each year, HIMSS files an Annual Report with the Illinois Secretary of State to keep all US chapters incorporation in good standing as part of the General Not For Profit Corporation Act. All chapters should review their local laws for appropriate filings with the state or local government. 

HIMSS covers the filing fee and fills out the Annual Report Form. You can check the chapter Certificate of Good Standing with the Illinois Secretary of State.

https://www.ilsos.gov/departments/business_services/corp.html

Chapter Leader Action Item, SOS filing:

  • A month prior to the chapters’ incorporation date HIMSS will send the completed form to the Chapter Board for a signature by a registered officer. A registered officer, as noted by the Secretary of State, is the President, Treasurer, and Secretary.
  • Sign the form and return to HIMSS for processing via email.  Scanning the document is acceptable. 
  • Return the signed document in a timely manner to avoid HIMSS incurring late filing fees.  

The date of incorporation varies for each chapter but can be checked on the State of Illinois Certificate of Good Standing search site.  

 

Chapter Structural Change

Please contact Angie Claypool if you are interested in exploring a potential new chapter of HIMSS or territory change. You can access the Chapter Formation Manual here

 

Name Change

If your chapter is interested in changing their name please submit the Chapter Name Change Application to chapters@himss.org. When considering making this change refer to the Chapter Name Change Checklist to see what action items will be expected of the chapter to complete the name change process.