Baton Rouge Bylaws
ARTICLE I — NAME AND AFFILIATION
Section 1: Name
The name of the Chapter shall be the Public Relations Association of Louisiana–Baton Rouge Chapter (herein after referred to as the “Chapter”). To avoid confusion, the Chapter will refer to itself as PRAL-BR and not as PRAL or the Public Relations Association of Louisiana.
Section 2: Affiliation
The Chapter is affiliated with the Public Relations Association of Louisiana State Chapter (herein after referred to as “PRAL-State”).
As a PRAL-State affiliated chapter, the Chapter is also a member of the Southern Public Relations Federation (herein after referred to as SPRF).
ARTICLE II — MISSION AND PURPOSE
Section 1: Mission
The Chapter is a member-driven professional organization dedicated to advancing the practice of public relations in the greater Baton Rouge region. The Chapter empowers its members by strengthening professional competencies, upholding ethical standards, and cultivating a robust knowledge base that serves both practitioners and the communities they represent.
Section 2: Purpose
The Chapter is committed to fulfilling the following purposes on behalf of its members and the broader public relations community:
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To foster greater knowledge, appreciation, and understanding of the public relations profession and its value to organizations and society;
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To provide members with opportunities and resources to develop and enhance their professional skills and expertise and build meaningful professional relationships;
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To uphold and promote adherence to the highest ethical standards of the profession, as guided by the PRSA Code of Ethics;
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To recognize and elevate exemplary public service and professional conduct within the field; and
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To strengthen the visibility and influence of the public relations profession throughout the Baton Rouge region and the State of Louisiana.
ARTICLE III — MEMBERSHIP
Section 1: Nondiscrimination in Membership
To achieve the mission of the Chapter, there shall be no discrimination in individual members because of race, color, religion, sex, age, national origin, disability, veteran’s status, sexual preference, sexual orientation, or any other legally protected class.
Section 2: Transferability of Membership
Individual memberships in the Chapter are neither transferrable nor assignable. However, when membership dues are paid by an employer or sponsoring organization on behalf of an individual, the membership may be transferred to another employee of that same employer or sponsoring organization upon written notice to the Vice President of Membership.
Section 3: Categories and Eligibility of Membership
Membership in the Chapter shall comprise four (4) categories: Professional, Student, Post-Graduate, and Honorary. Each category carries distinct eligibility requirements, rights, and privileges as set forth in this Article.
Professional Members
Professional membership is open to individuals of established professional standing in the field of communications, public relations, marketing, journalism, or related disciplines. The Board of Directors shall have the authority to interpret and apply this requirement, giving consideration to the nature and extent of the applicant's experience, occupational duties, professional responsibilities, and demonstrated interest in the field. Professional members in good standing shall have the right to vote, serve on the Board of Directors, and serve on Chapter committees.
Student Members
Student membership is open to individuals currently enrolled on a matriculating basis at any accredited college or university, pursuing a degree or concentration in mass communication, journalism, public relations, marketing, or a closely related field. Student members shall have the right to participate in Chapter programs, events, and committees but may not vote or hold elected office unless otherwise authorized by the Board of Directors.
Upon graduation, a student member shall retain their student membership status through the remainder of that calendar year. At the conclusion of that period, the member shall transition to Post-Graduate membership status, provided they meet the eligibility requirements set forth in Section 4, or to General membership status if otherwise qualified.
Post-Graduate Members
Post-Graduate membership is open to individuals who have graduated from an accredited college or university with a degree in mass communication, journalism, public relations, marketing, or a closely related field, and who are within one (1) calendar year of their graduation date and who are no longer eligible for student membership. Post-Graduate membership is intended to provide an accessible and supported pathway into full Professional membership.
Post-Graduate members shall have the right to participate in Chapter programs, events, and committees. The Board of Directors shall determine voting and office-holding eligibility for this category. Upon the conclusion of their two-year post-graduate period, members shall be encouraged to transition to Professional membership status.
Lifetime Honorary Members
Lifetime honorary membership is a distinction conferred by the Board of Directors upon individuals who have made extraordinary contributions to the public relations profession and to the Chapter. Honorary membership is non-transferable and shall be granted at the sole discretion of the Board.
To be eligible for Honorary membership, an individual shall meet all of the following criteria:
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Be retired from the public relations profession or a related communications field;
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Have maintained membership in a PRAL chapter for twenty (20) or more years; and
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Have received one (1) or more Chapter awards, including but not limited to the Communicator of the Year, Practitioner of the Year, Member of the Year, or First Circle Award.
The Board of Directors may, at its discretion, waive one or more eligibility criteria in recognition of exceptional service or contribution to the Chapter or profession. Honorary members shall not be required to pay dues and shall not hold elected office. Honorary members may attend and participate in Chapter programs and events and shall be subject to associated cost of attendance.
Section 4: Application for Membership
The application for membership shall be on the Chapter website. All membership applications shall be reviewed by the Vice President of Membership, President-Elect, and the President. All membership applications may be subject to the approval of the Board.
New members shall be afforded full membership from the date of the membership application approval by the Board. No one who is a member at the time of the adoption of these Chapter Bylaws shall be excluded from membership during that calendar year.
Section 5: Enrollment in State and Regional Affiliates
All members who pay applicable dues shall be automatically enrolled in PRAL-State and SPRF and shall be entitled to all rights and benefits of membership in those organizations. The Chapter shall send a portion of members’ dues to PRAL-State, with an agreement for PRAL-State to pay SPRF dues on behalf of Chapter members.
Section 6: Termination of Membership
Any membership may be revoked, with cause, upon an affirmative vote of two-thirds of the entire Board of Directors. Causes for membership termination include, but are not limited to, ethics violations, misconduct at meetings or any inappropriate actions that reflect poorly on the Chapter. Membership dues shall be forfeited to the Chapter upon termination. Upon receiving a formal notice from the Board, the member shall be entitled to respond to the allegation deemed to constitute cause for removal and request a reconsideration.
ARTICLE IV — FINANCIAL MATTERS
Section 1: Fiscal Year
The fiscal year of the Chapter shall be the calendar year, January 1 through December 31.
Section 2: Chapter Dues
All members, except for Lifetime honorary members, shall pay annual dues. Annual dues shall be determined by the Board of Directors. The Board of Directors shall provide members with at least 90 days prior notice of any change in annual dues. Annual dues must be paid regardless of attendance at Chapter meetings or events.
Section 3: Membership Renewals
The Vice President of Membership shall provide a 30 day renewal notice to members at the beginning of their renewal window, which begins the month of their anniversary date.
Renewal dues not paid by the renewal date shall render a member not in good standing, and the Board of Directors will remove them from the membership roster.
Section 4: Expenditures Requiring Approval of the Board of Directors
All non-budgeted expenditures of one thousand dollars ($1,000) or more shall require majority approval of the Board of Directors. Expenditures of less than one thousand dollars ($1,000) shall require approval of the President and the Secretary-Treasurer in accordance with the approved Chapter Budget.
ARTICLE V — CHAPTER MEETINGS
Section 1: Membership Meetings
Absent extenuating circumstances, the Chapter shall conduct membership meetings as determined by the Board of Directors. Membership meetings shall be devoted to educational and professional development programs rather than the transaction of Chapter business. Notice of membership meetings shall be issued at least fifteen (15) days prior to the meeting. Meetings may be held in-person or virtually.
Section 2: Annual Business Meeting
The Chapter shall hold an annual in-person business meeting during the fourth quarter of the calendar year. The purpose of the business meeting includes, but is not limited to: electing the Board, voting on proposed bylaw amendments, and other business as determined by the Board of Directors. Notice of the Annual Business Meeting shall be given to members at least thirty (30) days prior to the meeting.
Section 3: Special Membership Meetings
Special membership meetings for business or special programs of the Chapter may be called by the Board of Directors.
Section 4: Chapter Meeting Fees
Members and guests who register in advance for Chapter meetings shall be charged a registration fee as approved by the Board of Directors. Individuals who attend without prior registration, regardless of membership status, shall be charged a flat walk-in rate as approved by the Board of Directors. All registration and walk-in rates shall be reviewed and approved by the Board of Directors prior to each program year.
Section 5: Quorum
At least ten (10) percent of the Chapter who are eligible to vote shall constitute a quorum, unless a higher number is required by applicable law.
ARTICLE VI - BOARD OF DIRECTORS
Section 1: Powers and Duties
The Board of Directors shall manage and control the property, business and affairs of the Chapter and in general exercise all powers of the Chapter. All Board Members shall be members of the Chapter and serve without compensation.
Section 2: Qualifications for Board Service
In order for a member to qualify for Board service, they must have been an active member in good standing for one (1) year.
Section 3: Officers
The following shall be members of the Board and shall be Officers of the Chapter: President, Immediate Past President, President-Elect, Vice President of Professional Development, Vice President of Communications, Vice President of Membership, Secretary, and Treasurer. The Secretary and Treasurer positions can be filled by the same person.
To be considered for President-Elect, a member shall have served in two (2) Officer positions.
Section 4: Composition of the Board
Along with the Officers listed in this Section, the Board shall also include two Directors at-Large over Accreditation and Events. An additional Member-at-Large will perform duties as assigned.
Provided that PRAL-BR has a representative on the SPRF Board of Directors, the SPRF representative will serve on the Board of Directors as a non-voting member.
Additional positions may be created by the Board of Directors based on needs of the Chapter.
Section 5: Term of Office
Terms of office shall be one (1) year based on the calendar year, January 1 - December 31. No Officer or Director may serve more than three consecutive terms in the same office. There are no limitations to the number of terms held by one Officer or Director in a lifetime.
TRANSITIONAL PROVISION — Alignment of Board Term of Office
In order to align the Board of Directors' term of office with the calendar year, the following transitional provision shall govern the term of the Board elected in 2026 only.
The Board of Directors elected in 2026 shall assume office on July 1, 2026, in accordance with the existing term schedule, but shall serve an extended term through December 31, 2027, a period of eighteen (18) months. This extended term is a one-time measure and shall not be construed as establishing a precedent for future terms of office.
Effective January 1, 2028, and for all subsequent terms, the standard term of office for all Board members shall run from January 1 through December 31 of the applicable year, in accordance with these Bylaws.
This provision shall expire and become null and void on January 1, 2027, and shall be removed from these Bylaws at that time. The Secretary of the Chapter, or another officer as designated by the Board, shall be responsible for ensuring this provision is stricken from the official Bylaws document upon its expiration. No further action of the membership or Board shall be required to effectuate its removal.
Section 6: Vacancies
Any vacancy on the Board may be filled for the unexpired term by an active member in good standing appointed by the President with the approval of the Board. Should the vacancy occur after July 1, the unexpired term will not count against the Officer or Board Member’s terms of office.
Section 7: Duties
Officers' and Directors’ duties are as follows:
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President: Shall serve as the chief executive officer of the Chapter, presiding over all Chapter and Board of Directors meetings, providing strategic leadership, and serving as the official representative of the Chapter to PRAL-State and the broader community. The President shall appoint committee chairs as necessary and perform all other duties customary to the office.
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President-Elect: Shall support the President in the execution of Chapter business, preside over the annual strategic plan of the Chapter, assume the duties of the President in their absence, and prepare for the responsibilities of the presidency. The President-Elect shall perform such additional duties as assigned by the President or the Board of Directors.
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Immediate Past President: Shall serve in an advisory capacity to the President and the Board of Directors, providing institutional knowledge and continuity of leadership. The Immediate Past President shall serve as Chair of the Nominating Committee and shall perform such duties as assigned by the President or the Board of Directors.
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Vice President of Professional Development: Shall plan, coordinate, and oversee all Chapter programs and professional development activities in alignment with the Chapter's mission, the direction of the Board of Directors and collaboration with Public Relations Society of America Baton Rouge Chapter. The VP of Professional Development shall serve as Chair of the Professional Development Committee and shall perform such additional duties as assigned by the President or the Board of Directors.
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Vice President of Communications: Shall manage and oversee all internal and external communications of the Chapter, including digital and social media platforms, newsletters, and public-facing content, to promote the Chapter and its activities.The VP of Communications shall serve as Chair of the Communications Committee and shall perform such additional duties as assigned by the President or the Board of Directors.
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Vice President of Membership: Shall oversee all membership recruitment, retention, and engagement efforts, maintain accurate membership records in coordination with the Secretary, and serve as the primary point of contact for prospective and current members. The VP of Membership shall serve as Chair of the Membership Committee and shall perform such additional duties as assigned by the President or the Board of Directors.
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Secretary: Shall maintain all administrative records of the Chapter, including meeting minutes, bylaws, official correspondence, annual business filings with the Secretary of State, and Chapter policies and procedures. The Secretary shall perform such additional duties as assigned by the President or the Board of Directors.
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Treasurer: Shall maintain all financial records of the Chapter, including accurate records of all financial transactions, and shall prepare and administer the Chapter's annual budget in coordination with the Board of Directors. The Treasurer shall present financial reports to the Board and membership as required and shall perform such additional duties as assigned by the President or the Board of Directors.
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Director of Accreditation: Shall oversee the Chapter's participation in the Accreditation in Public Relations (APR) program. Duties shall include, chairing the Accreditation in Public Relations (APR) Committee, promoting awareness of the APR credential, serving as the primary resource for members pursuing accreditation, coordinating study sessions and mentorship opportunities, and maintaining communication with PRAL-State and the Universal Accreditation Board regarding program requirements and updates. The Director of Accreditation shall serve as Chair of the Accreditation in Public Relations (APR) Committee and shall perform such additional duties as assigned by the President or the Board of Directors.
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Director of Events: Shall oversee the planning, coordination, and execution of the Chapter's signature and social events. Duties shall include managing all aspects of the annual Red Stick Awards, including logistics, sponsorships, nominations, and judging coordination, as well as planning Chapter social events that foster member engagement and community. The Director of Events shall serve as Chair of the Awards and Scholarship Committee and shall perform such additional duties as assigned by the President or the Board of Directors.
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Member-at-Large: Shall serve as a versatile member of the Board of Directors, supporting the overall mission and operations of the Chapter as directed. Duties shall include assisting other Board members with the responsibilities of their respective positions as needed, as well as such additional duties as assigned by the President or the Board of Directors. The Member-at-Large may be called upon to lead or support initiatives including, but not limited to, community engagement, sponsorship development, and other Chapter priorities as they arise.
Section 8: Quorum
A majority of the Board of Directors shall constitute a quorum for the transaction of business by the Board. The act of a majority of the Board present and voting at any Board meeting at which there is a quorum (either in person or virtual) shall be the act of the Board, except to the extent that applicable state law may require a greater number. In addition, the Board may act by unanimous written consent of all Board Members.
Section 9: Removal of Board Members
Any Officer or Board Member may be removed for cause by a two-thirds vote of the entire Board at a duly constituted Board meeting. The Officer or Board Member shall be entitled to present a response to the Board prior to any removal action being voted upon.
ARTICLE VII - ELECTIONS
Section 1: Slating of Candidates
The election of the Board of Directors for the ensuing calendar year shall be held at the annual Business Meeting of the Chapter. The Nominating Committee, chaired by the Immediate Past President, shall determine and present the slate of candidates to be voted upon by the membership at least 15 days prior to the Business Meeting.
Section 2: Election Procedure
Voting shall be conducted at the Business Meeting in person only. Only Active members in good standing shall be eligible to vote. The presiding officer shall call for election of the slate, and the ballots will be distributed. Members will vote yea or nay on the entire Board slate. Once all ballots are collected, the Secretary and one additional Board Member determined by the President will count the ballots. The sitting President shall cast the deciding vote in the event of a tie.
Section 3: Installation of the Board
Installation of the Board shall occur in January each year. The time at which this ceremony occurs shall have no effect upon the time at which the Board assumes the duties of their offices.
ARTICLE VIII - COMMITTEES
Section 1: Standing Committees
The Chapter shall have the following standing committees:
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Accreditation in Public Relations (APR) Committee
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Awards and Scholarship Committee
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Communications Committee
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Membership Committee
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Nominating Committee
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Professional Development Committee
The chairpersons of each committee shall be as outlined in Article VI, Section 7.
Section 2: Special Committees
The President may appoint special committees as needed to carry on the work of the Chapter and shall name the chair of each, with the approval of the Board.
Section 3: Committee Members
Committee members shall be solicited from active members in good standing by the Chair of the committee.
Section 4: Nominating Committee
The Nominating Committee shall be appointed by the Immediate Past President, who will serve as Chair. Two members who have served as President will be selected by the Chair to serve on the Committee. The Committee will prepare a slate of nominees for Chapter office, with the approval of the President-Elect, and shall ascertain each nominee's willingness to serve if elected, then report the slate at the time of election.
ARTICLE IX - PARLIAMENTARY PROCEDURES
The rules contained in the current edition of Robert’s Rules of Order shall govern Chapter operations in all cases to which they are applicable and in which they are not inconsistent with the law or these Bylaws.
ARTICLE X - BYLAWS AMENDMENTS
Any member may propose Bylaws amendments to the Board. Proposed amendment(s) of the Chapter Bylaws shall be presented to the Board of Directors for approval at the next Board meeting. Once approved by the Board, the proposed amendment(s) shall be disseminated to the membership at least 15 days prior to the next chapter meeting.The proposed amendment(s) shall be discussed and voted on at the next chapter regular meeting, with a two-thirds affirmative vote of qualified members present and voting required for passage of the amendment. Any amendment(s) passed will take effect immediately unless otherwise specified.
ARTICLE XI - CHAPTER DISSOLUTION
Upon the dissolution or final liquidation of the Chapter, the remaining monies in the Chapter treasury, after Chapter expenses have been paid and fulfilled, will be contributed to one or more domestic organizations decided upon by the Board at the time of dissolution.
In no event shall the assets of the Chapter be distributed to any Board member or individual member upon dissolution of the Chapter.
ARTICLE XII: INDEMNIFICATION
Section 1: Indemnification
The Chapter shall indemnify and hold harmless each member of the Board of Directors and any officer of the Chapter against any claim, liability, loss, or expense, including reasonable attorney's fees and costs of defense, arising out of or in connection with the performance of their duties on behalf of the Chapter, provided that such individual acted in good faith and in a manner they reasonably believed to be in the best interest of the Chapter. Indemnification shall not apply to any claim, liability, loss, or expense arising from an individual's willful misconduct, gross negligence, fraud, knowing violation of law, or actions taken outside the scope of their duties on behalf of the Chapter.
Section 2: Directors and Officers Insurance
The Chapter shall maintain Directors and Officers (D&O) liability insurance in an amount deemed appropriate by the Board of Directors to protect the Chapter and its officers and directors against covered claims and liabilities. The Board of Directors shall be responsible for ensuring that such coverage remains active and adequate at all times.


