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Calgary Security Professionals Information Exchange (SPIE) Society
Operating Procedures Version 1.10
Dec 8,2005
1. Introduction
The Calgary Security Professionals Information Exchange (SPIE) Society was incorporated as a non- profit society under the Societie's Act of Alberta on Oct 14,2003. These Operating Procedures document the procedures and guidelines for conducting the business and societal activities of SPIE as amended from time to time by the Board of Directors. See also the By-Laws and the SPIE website, www.SPIE.ca, for more information on governance and activities.
2. General Procedures
2.1. Where there is a discrepancy between the Society’s By-laws and Operating Procedures, the By-laws shall supersede.
2.2. The Operating Procedures may be rescinded, altered or added to at the discretion of the Board.
3. Failure to Comply
3.1. Failure to comply with SPIE Operating Procedures may result in sanctions imposed by the Board, including but not limited to loss of current or future privileges, loss of access to SPIE meetings or events, and loss of membership in SPIE.
4. Code of Ethics
4.1. As a condition of membership every SPIE member signs an agreement to abide by a code of ethics. See on the SPIE website www.SPIE.ca "Policies >> Code of Ethics".
5. Confidentiality Statement
5.1. Recognizing the primary function of SPIE and the special focus on information security, we have agreed to abide by a formal statement of confidentiality. See the SPIE website www.SPIE.ca "Policies >> Confidentiality Statement".
6. Privacy of Member Information
6.1. Information about members collected by SPIE will not be shared outside of SPIE.
6.2. The SPIE membership list will not be shared outside of SPIE.
6.3. Communications directed to the entire membership shall be by "blind copy" only.
6.4. The membership register may be used at the Board's discretion to communicate to the membership for purposes consistent with the goals of SPIE including education sessions and networking opportunities. These sessions may be free or fee-based. The Board reserves the right not to disseminate such information and accepts no responsibility for the quality or success of these events. If fee-based, SPIE will request discounts for members-in-good-standing prior to publicizing the event.
7. Operation of the Board
7.1. Non performance of duties as a Board Member is cause for dismissal from the Board per the Society's by-laws.
7.2. Any members wishing to attend a Board meeting are welcome however, notice of the intention to attend must be provided to the Board Secretary at least one week in advance. See By-Laws Section 4.
Governance.
8. Board Positions & Detailed Responsibilities Note: Bold type indicates extracts from the SPIE By-laws.
Extracts may only be revised through due process with the Registrar of the Societies Act.
8.1. Chairperson (2 year term)
· · Serves on the Board.
· · Provides leadership to the Board of Directors.
· · Ensures the Board adheres to the bylaw and operating procedures of the Society.
· · Acts as one of the signing officers for cheques and other documents, such as contracts and grant applications.
· · May delegate certain responsibilities to the Co-Chairperson or Past Chairperson on occasion.
· · Establishes a clear organizational mission, forming the strategic plan to accomplish the mission and overseeing and evaluating the plan's success.
· · Chairs meetings of the Board and prepares the Agenda for Board meetings.
· · Keeps discussion on topic by summarizing issues.
· · Keeps Board's activities focused on the Society's stated mission and goals.
· · Serves as ex officio member of any committees or Special Interest Groups and attends their meetings, if required.
· · Presents the annual report at the AGM.
· · Chairs all General Meetings.
8.2. Co-Chairperson (2 year term)
· · Serves on the Board.
· · Assists the Chairperson in performing the duties of office, and performs such further duties and exercises such authority as shall be assigned or delegated by the Chairperson.
· · Acts as a signing officer for cheques and other documents, such as contracts and grant applications.
· · Assumes the duties of the Chairperson at all meetings in the absence of the Chairperson.
· · Assists the Chairperson in: establishing a clear organizational mission, forming the strategic plan to accomplish the mission and overseeing and evaluating the plan's success.
· · Coordinates the Special Interest Groups. Serves as ex officio member of any committees or Special Interest Groups and attends their meetings, if required.
· · May chair one or more major committees.
· · Prepares Annual Report for the Chairperson.
8.3. Past Chairperson (2 year term)
· · Serves on the Board.
· · Advises and assists the Chairperson and Board as requested, and performs such duties and exercises such authority as shall be delegated or assigned by the Chairperson.
8.4. Treasurer (2 year term)
· · Serves on the Board.
· · Responsible for the treasury function, the financial affairs of the Society, the performance of all incidental duties, financial reporting, and the execution of such other duties as may from time to time be assigned by the Board.
· · Signs, jointly with another office of the Board, cheques, drafts or other order of the Society for payment of money subject to such rules and regulations as may be in force from time to time by such banks, savings and loan companies or other depositories to which this Society shall have entrusted custody and safekeeping of all funds and securities of the Society. He/she and any member of the Board so designated by the Board, acting jointly, shall have the right to access these securities.
· · Arranges, with approval of the Board, appropriate insurance coverage to insure the risks of the Society.
· · Acts as a signing officer, with another officer for documents, such as contracts and grant applications.
· · Presents annual financial report at AGM
· · Pays all expenses incurred on behalf of SPIE promptly upon receipt of statements
· · Supervises the maintenance of the books and financial records of the Society. All monies due and payable to the Society from any source shall be received by the Treasurer or his or her designate, depository, or other fiduciary appointed and approved by the Board. Such receipts shall be deposited to the credit of the Society in banks, trust companies, and/or other depositories designated by the Board. He/she shall be responsible for keeping proper account of all monies disbursed on behalf of the Society and of all records in connection therewith.
· · Submits financial statements and reports on the financial state of the Society to the Board in such form and frequency as the Board may direct, and submits a copy of same to the Secretary for the records of the Society and to Governmental agencies as required by law.
· · Maintains an accurate and balanced financial record consisting of the following: general ledger, chequebook, savings account records, monthly treasurer's reports, financial correspondence, canceled cheques (if applicable), deposit slips, and bills receipted and outstanding.
· · Issues receipts for any monies received on behalf of the Society.
· · Chairs the finance committee.
· · Sets up bank accounts.
· · Leads annual fee review.
8.5. Secretary (2 year term)
· · Serves on the Board.
· · Responsible for maintaining all official documents, correspondence and operating records for the Society, with the exception of financial records.
· · Records and keeps the minutes for all Board Meetings and General Meetings.
· · Acts as a signing officer for cheques and other documents, such as contracts and grant applications.
· · Prepares minutes for all Board meetings and General meetings, records corrections at the next respective meeting and, once approved, signs and releases the minutes in final form for publication to the SPIE membership.
· · Keeps complete records and prepares material and agenda for Board meetings and General Meetings.
· · Keeps official copies of the Society bylaws, operating procedures and related documents including minutes of Board meetings and General Meetings.
· · Keeps list of all officers, Board members and committees.
· · Notifies Board members of meetings.
· · Brings official minutes book to all Board meetings and General Meetings.
· · Makes sure there is a quorum at Board meetings and General Meetings.
· · Signs Board minutes to attest to their accuracy and distributes copies to all Board members promptly following each meeting.
· · Keeps records of all Board and Society correspondence.
8.6. Membership Coordinator (2 year term)
· · Serves on the Board.
· · Responsible for the membership application, registration, verification, renewal and termination functions, and for the maintenance of all information pertaining thereto.
· · Maintains an up-to-date register of all members, including all necessary membership information.
· · Ensures the member register is kept confidential.
· · Ensures that a current membership list is present for each and every SPIE meeting to support verification of membership status.
· · Accepts new membership applications and ensures payment is turned over to the Treasurer.
· · Maintains history records for proof of meeting attendance to support individual member continuing education and certification requirements.
· · Coordinates and helps plan activities to promote membership.
· · Coordinates annual membership sign up process including sending out letters/invoices to existing members.
8.7. Communications Coordinator (2 year term)
· · Serves on the Board.
· · Responsible for the communications function including communication to Members within SPIE and communication between SPIE and third parties.
· · Ensures timely notification and distribution of agendas and other related information for meetings other than Board meetings and General Meetings.
· · Facilitates communication to members re Board activities.
· · Coordinates development and maintenance of the SPIE web site or equivalent communications vehicle including but not limited to posting of: Meeting and event notification, Guest speaker presentation materials, Links to relevant websites, other relevant material.
· · Establishes and maintains contacts with professional organizations.
· · Coordinates communication of professional development opportunities.
· · Establishes and maintains contact with selected academic organizations.
· · Coordinates communication of academic opportunities.
· · Coordinates any and all communication with the media.
· · Identifies and coordinates value-add communication related to IT security issues of interest in areas such as Current legislation, Privacy, Home IT security.
8.8. Meetings Coordinator (2 year term)
· · Serves on the Board.
· · Responsible for program and venue for regular monthly meetings.
· · Sends letters of thanks to meeting host(s) and speaker(s)
· · Arranges room and lunch hosts and speakers for regular monthly meetings.
· · Ensures presentations at regular monthly meetings comply with presentation guidelines as defined in SPIE operating procedures.
8.9. Special Events Coordinator (2 year term)
· · Serves on the Board.
· · Responsible for program and venue for meetings and events other than regular monthly meetings.
· · Works with committees and outside organizations to plan special events, including conferences, seminars, and presentations made outside the regular meetings.
· · Organizes and leads committees.
· · Obtains sponsorships if required.
8.10. Information Technology Coordinator (2 year term)
· · Serves on the Board.
· · Responsible for installation, configuration, maintenance and support, or provisioning thereof, for hardware and software that support the SPIE web-site, accounting system, membership database, e-mail client and other IT applications.
· · Responsible for installation, configuration, maintenance and support, or provisioning thereof, for hardware and software that support the SPIE web-site, accounting system, membership database, e-mail client and other IT applications (per bylaws).
· · Expected to recommend appropriate infrastructure to support applications, interpret requirements as defined by other Board positions, and either carry-out installation and support or oversee others who do this.
· · Experience with many or all of the following:
· o ability to work with other Board members to define application requirements;
· o ability to work within a defined budget and assist in defining priorities;
· o ability to translate application requirements into selection and procurement of hardware and software in an fair and objective but efficient manner;
· o familiarity with and experience installing applications under relatively recent versions of MS Windows (e.g. 2000 and XP);
· o conceptual understanding of web site development and functionality (e.g. private web pages);
· o experience configuring and using e-mail clients such as Outlook Professional;
· o experience dealing with web hosting providers and ISPs;
· o familiarity with Adobe Acrobat, possibly exposure to Adobe document conversion (PDF-maker).
8.11. Members-at-large (2 positions; 2 year terms)
· · Serve on the Board.
· · Responsible for liaison with internal special interest groups and third parties who share a common interest.
· · Execute other duties, as assigned by the Board.
· · Provide liaison with educational institutions.
· · Provide liaison with Special Interest Groups, if required.
· · Obtain sponsorship for events.
· · Automatically renewed at discretion of the Board unless the incumbent declines renewal
9. Elections SPIE will operate as a democratic society.
All members shall have equal opportunity to be involved and responsible for the continued viability of the organization.
Elections will be conducted at the General Meeting (GM) in accordance with SPIE By-Laws. The Election Procedures are as follows:
9.1. The Election Committee will be established, and will include the Chairperson.
9.2. The Announcement of Elections will be sent by e-mail to all SPIE Members at least 45 days prior to the GM at which the elections will be held.
The announcement will include:
9.2.1. When and where the election is taking place;
9.2.2. What positions are vacant;
9.2.3. A statement indicating that all members are welcome to nominate any member, and that nominating oneself is acceptable; and
9.2.4. The due date of nomination forms.
9.3. Completed nomination forms will be submitted to the Election Committee.
9.4. All nominations must be received by the Election Committee at least one week prior to elections.
9.5. Prior to the date of the election, the Election Committee will screen nominees and determine how many people are running for each position.
9.6. The Election Committee will prepare ballots to support the voting process.
Where there is only one Nominee for a position, the name of the Nominee will be included on the ballot as a Yes/No vote
for that position.
9.7. All Nominees will be provided the opportunity to make a presentation at the GM to describe briefly why they want to be on the SPIE Board and what qualifications they bring to the position.
9.8. All voting will be conducted at the GM by private ballot.
9.9. The Chairperson will announce the election results, in terms of the names and positions of all Board members for the coming term.
9.10. Successful candidates must be prepared to assume their responsibilities and attend Board Meetings.
9.11. Following the election the Secretary will:
9.11.1. Inform the membership immediately of changes.
9.11.2. Circulate a list of names, addresses, (including E-mail) and phone/fax numbers of all members to the Board.
9.11.3. Ensure that all new Board members are provided with orientation and training, and that the relevant materials are passed along to them immediately.
9.11.4. Include a summary of the election results in the next issue of the SPIE newsletter and/or on the SPIE website.
10. Operating Budget
10.1. The outgoing Board shall submit a proposed operating budget for approval in principle at the AGM.
10.2. An incoming Board may adjust the operating budget, provided that the new operating budget is approved at the next General Meeting.
11. Limits of Spending
11.1. The Chairperson may authorize the expenditure of monies up to $100. Such expenditure must be reported at the next Board meeting for formal authorization by the Board.
11.2. An ongoing expenditure, once approved by the Board, need not be re-approved for each expenditure providing that the originally approved parameters do not change. E.g. newsletter. A simple majority of the Board is needed to authorize an expenditure of up to $1000 per item.
11.3. A two-thirds majority of the Board is needed to authorize an unbudgeted expenditure of over $1000 per item.
11.4. All dues collected and other income of the Society shall be used for the benefit of the Society and shall not be used for the financial benefit of any individual member.
12. Borrowing
12.1. The Board may by special resolution of the members requiring a two-thirds majority vote of those present at the meeting authorize and empower certain members of the Board to:
12.1.1. Borrow money upon credit of the Society
12.1.2. Limit or increase the amount borrowed
12.1.3. Issue debentures or other security of the Society
12.1.4. Pledge or sell debentures or other security for such sums and at such prices as may be deemed expedient, and secure any such debentures or other security or any other present or future borrowing or liability of the Society, by mortgage, charge or pledge of all or any currently owned or subsequently acquired real and personal moveable and immovable property of the Society.
12.2. For the purposes of carrying out its objectives, the Society may borrow or raise or secure the payment of money in such manner as it thinks fit, and in particular by the issue of debentures, but this power shall be exercised only under the authority of the Society and in no case shall debentures be issued without the sanction of a separation resolution of the Society.
12.3. No member of the Society may incur debt in the name of the Society in the absence of special resolution of the Society.
13. Membership Fees
13.1. There are three classes of membership: Regular, Honourary and Education Institution.
13.2. An Education Institution Membership enables an educational institution to pay a group fee for a maximum number of memberships for its students and staff.
13.3. New members joining SPIE between September 1 and December 31 inclusive will be required to pay the full annual fee per attached Schedule 1.
13.4. New members joining SPIE between January 1 and August 31 inclusive will pay a reduced fee per attached Schedule 1.
13.5. All members will pay in accordance with one fee structure, which will not provide special rates or offer special membership status, for example, students.
13.6. Members must be individual persons. SPIE will not offer corporate memberships.
13.7. Membership, in particular, membership fees, are non-refundable, but transferable within an organization.
13.8. By resolution at the AGM, the Society may decide to waive membership fees for retiring Board members.
14. Regular Meetings
14.1. SPIE will hold meetings, in Calgary, over lunch on the last Thursday of every month (except July, August and December) from approximately 11:45 a.m. to 1:00 p.m. unless otherwise specified by the Board.
14.2. The topics discussed at regular meetings will vary according to the needs of the group, emerging issues and technologies and available speakers.
14.3. Whenever possible, a formal presentation will be arranged for at each meeting.
14.4. The meeting room facility and/or lunch will be sponsored by one or more SPIE members, their companies or other organizations or companies. Regular meeting information will be announced via e-mail invitation to all members approximately 2 weeks in advance of the meeting and will be posted on the SPIE web site. Members will not normally be charged for attending regular meetings. A majority of the Board may authorize an exception for instances where unusual costs are incurred to hold a meeting.
14.5. Non-members will be charged a nominal fee (to be set by the Board annually), to attend a regular meeting per the attached Schedule 1.
14.6. Formal minutes will NOT be taken at regular meetings.
14.7. The sponsor of a lunch may request reimbursement of the per-meeting charge as per the attached Schedule 1 for each non-member in excess of ten present at the meeting, including non-member presenter(s).
15. Special Events
15.1. Special events may include but are not limited to workshops, conferences, educational courses, social events.
15.2. Special events may include co-sponsoring with other organizations.
15.3. All Special Events require prior approval by the SPIE Board.
15.4. SPIE expects each special event to be financially viable on its own with no expectation of subsidy from SPIE. Where a Special Event is expected to generate revenues and/or expenses, a Special Events budget must be prepared for approval by the SPIE Board. Approval of a deficit budget for a Special Event requires a two-thirds majority of those present at the Board meeting.
16. Special Interest Groups
16.1. A Special Interest Group (SIG) is a sub-unit of the Society formed by certain members who desire to pursue significant long-term activities in a specialty which falls within the area of the Society's interest.
16.2. A SIG will be established only on approval by the Board following receipt of a petition setting forth the objectives of the SIG, the proposed management structure, the proposed schedule of activities for the coming year, the proposed budget, and such other information as may be deemed appropriate and necessary by the Board. A SIG shall not become active until approved by the SPIE Board.
16.3. The President of each SIG shall forward an annual report to the Board accompanied by the most recent audited annual financial statements of the SIG.
16.4. Special Interest Groups may be established by any SPIE member to provide an opportunity to explore specific security and privacy topics in more detail. These topics may include, but are not limited to:
· · Security Awareness and Policy
· · Technical Security Solutions/Tools
· · Logical Security
· · Physical Security
· · Forensics
· · Cryptography
· · Business Resump Disaster Recovery
· · Risk Management
· · Security Management Practices
· · Security Architecture and Models
· · Access Control Systems & Methodology
· · Application Development Security
· · Operations Security
· · Telecommunications, Network, & Internet Security
· · Law, Investigations, & Ethics
16.5. Special Interest Groups meetings will take place at the agreement of the group involved.
16.6. Members of a SIG must be members of the Society.
16.7. Each SIG shall report directly to the Board.
16.8. Each SIG group must elect a Board of Directors. The President, Secretary and Treasurer of the SIG will be responsible to ensure that SIG activities are carried out in compliance with what the SPIE Board approved.
17. Professional Certifications
17.1. SPIE does not certify business or professional capabilities.
17.2. Meeting topics and signed attendance at SPIE regular meetings or qualifying events will be kept to provide an opportunity for members with external certifications to obtain re-certification credits.
18. Communications Procedures (To Follow)
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