Nov 21, 2024
Punch Bowl Social
Founded on June 1, 1985, the Northern Virginia Chapter of the IIA provides tailored training, education, and networking opportunities to internal audit professionals in and around our community via meetings and events.
Connect with us on LinkedIn to get the latest Chapter information and updates, including monthly event details!
Northern Virginia (theiia.org)
In addition to our Chapter-led programs, The Institute of Internal Auditors provides IIA Learning Webinars. These are educational presentations covering the latest trending topics in the world of internal auditing. Many of these are free to members, so be sure to check them out here:
Internal Auditing Learning Webinars | The IIA
Welcome to the 2023-2024 NOVA IIA Chapter year!
What a privilege it is to serve as your Chapter President! It’s also my pleasure to serve alongside the other Chapter volunteers, who have an unwavering commitment to doing their best for you, our Chapter members!
As we turn our attention to the upcoming year, the Chapter volunteers are busy planning the program of events. The preliminary planning is promising an outstanding line-up of events for the year!
The IIA has a laser focus on identifying ways to serve the profession. One outcome resulted in complimentary student memberships for eligible US students as of August 2022. Find more details using this link: Student (theiia.org)Please pass this information along to all the students in your life who may be aspiring Internal Auditors or other business professionals. This is a unique opportunity for those who take advantage of the program.
Another valuable opportunity is volunteering for the Chapter. Volunteering is an enriching experience on a personal and professional level. Running the Chapter taps into your existing skills and will undoubtedly offer you new opportunitiesto learn and grow. As a volunteer, your contributions to the profession make a difference for all the Chapter members. Perhaps the most valuable gift of volunteering is the network you build as you work together with other localvolunteers in the Internal Audit profession. If you are interested in volunteering, please don’t hesitate to reach out to any of the Chapter volunteers, who can speak to you about current openings.
Thank you for your continued support and engagement in the IIA Northern Virginia Chapter. You make a difference in our Chapter’s success, and we look forward to seeing you again soon!
Sincerely,
Adrienne A. Ommaya
2023-2024 IIA Northern VirginiaChapter President
NORTHERN VIRGINIA CHAPTER BYLAWS
Section 1. This Chapter of The Institute of Internal Auditors (IIA) shall be known as “The IIA Northern
Virginia Chapter”, incorporated in the state of Virginia. The Institute of Internal Auditors and its
Chapters have been given a ruling from the Internal Revenue Service granting federal tax-
exempt status under section 501(c) 6 as a not-for-profit organization.
Section 2. The Chapter operates as a chapter of The Institute of Internal Auditors, whose Global Headquarters is located in Lake Mary, Florida, USA and is subject to all policies, practices, procedures, regulations, and bylaws made applicable by The Institute of Internal Auditors to its chapters. These include but are not limited to: the Compact, North American Chapter Manual, the Guiding Principles for Effective Chapter Governance and Chapter Treasurer’s Manual. In these Bylaws, all articles and sections pertain to the Chapter unless specifically designated by The Institute of Internal Auditors.
Section 3. The geographical area covered by the Chapter shall include those areas as defined when chartered by The Institute of Internal Auditors.
The IIA Northern Virginia Chapter is empowered to perform any and all acts which are defined in the North American Chapter Compact and Bylaws of The Institute of Internal Auditors and shall do nothing which is inconsistent with the provisions and with the pronouncements and resolutions incorporated in the minutes of The Institute of Internal Auditors meetings and those of the Board of Directors.
Section 1. The governing body of the Chapter shall be the Board of Governors. The Board is responsible for reviewing and approving the Chapter’s budget and strategic plan. Approval of any unbudgeted expenditures must also be approved by the Board. The Board in its entirety oversees the financial integrity and monitors performance against achievement of strategy and long-term vision. The Board may establish such policies as it deems appropriate to the conduct of its affairs/or the affairs of their operation. Such policies shall be recorded in the Chapter Board Policy Manual. Such policies shall not conflict with these Bylaws.
Section 2. The Board of Governors (the Board) shall be constituted as follows:
Section 3. Any member in good standing of The IIA whose affiliation is with the Chapter is eligible for nomination and election to any office. It is preferred the member has served as an active volunteer on a committee for a minimum of one year prior to serving on the Board.
Section 4. Nominations will be made in accordance with these Bylaws and shall be made by the Nominating Committee. The Nominating Committee shall consist of a Nominations Chair with no fewer than 2 additional members. Elections shall be conducted in accordance with IIA Bylaws with designated chapter members having the ability to approve or contest the slate prior to elections. A slate of elected officers will be submitted to The Institute of Internal Auditors Global Headquarters by May 1 annually.
Section 5. Nominations shall be made by the Nominating Committee. In addition, nominations may be made from the floor.
Section 6. The Board of Governors shall meet a minimum of four times with at least two face to face annually at a time and place determined by the Board and will be open for attendance by any IIA member in good standing whose primary affiliation is with this Chapter.
Section 7. Any act of the majority of the Board members present or participating at a meeting via teleconferencing, video conferencing or other means which Board members are audible at a meeting where a quorum is present shall be a valid act of the Board. For the purposes of conducting a Board meeting, a majority of currently serving Board members shall constitute a quorum.
Section 8. Special meetings (votes or resolutions) of the Board may be called by or at the request of the President or any two members of the Board via mail or electronic mail.
Section 9. Notice of meetings of the Board of Governors shall be mailed or sent electronically by the Secretary or as the Board may otherwise direct, thirty (30) days prior to each regular meeting or ten (10) days prior to each special meeting. Such notice may be mail or electronically mailed.
Section 10. Voting rights of the Board of Governors shall not be delegated to another.
Section 1. Each elected Chapter President shall take office June 1 and may serve for a (1) year term with the potential to serve an additional (1) year term as deemed appropriate by the membership. Chapter Presidents shall be Certified Internal Auditors.
Section 2. Each elected Chapter Officer other than the Chapter President shall take office on June 1 and serve for a term of one (1) year.
Section 3. Nominations shall be made by the Nominating Committee, and in addition, may be made electronically, virtually, or from the floor at a meeting called for this purpose. In the event of electronic vote, a voting window must be established not to exceed two (2) weeks leading up to the Annual Meeting and shall close at 5:00PM the day prior to the Annual Meeting. Proxy voting is not permitted. The Chapter year is the fiscal year beginning June1. The Officers elected at each annual meeting will be included on the official Slate of Officers provided to The IIA on May 1 annually and take office on June 1 following their election with terms ending the following May 31.
Section 4. No person shall hold more than one office at a time, unless deemed appropriate by the Board of Governors.
Section 5. Officers shall be elected by a majority vote of members through a virtual meeting or present at an in person meeting called for this purpose.
Section 6. Any Officer serving one (1) full term shall be eligible for re-nomination and re-election to serve one (1) additional one (1) year term in the same office. After serving two (2) consecutive one (1) year terms, they will not be eligible to serve in the same office until one
Section 7. An Officer may be removed by a two-thirds vote of the members of the Board provided such Officer was granted an opportunity for a hearing before the Board.
Section 8. If the position of any Officer shall become vacant by reason of death, resignation, or otherwise, except as provided in Section6of this article, The Board of Governors is empowered to fill this office for the unexpired term. However, a vacancy in the office of the President shall be filled for the balance of the term by the President-Elect or the Immediate Past President, which is determined by the majority vote of the Officers. In the event the President-Elect or the Immediate Past President is unable to serve in this capacity, the remainder of the term may be filled by a qualified candidate determined by the majority vote of the Board of Governors.
Section 9. If an Officer’s IIA membership terminates for any reason, the office shall automatically become vacant.
Section 10. The resignation of any Officer shall be tendered to the Board and may be acted on at any regular or special meeting of the Board.
Section 1. Each elected Governor shall take office June 1 and shall serve for a term of one (1), two (2) or three (3) years as deemed appropriate for each chapter to allow for continuity. Governors shall serve staggered terms. The Governors elected at each annual meeting take office on June 1 following their election with terms ending on May 31.
Section 2. Nominations shall be made by the Nominating Committee
Section 3. Governors shall be elected by a majority vote of members electronically, virtually or present at a meeting called for this purpose. In the event of an electronic vote a voting window must be established not to exceed two weeks leading up to the Annual Meeting and closing by 5:00PM the day before the Annual Meeting. Proxy voting is not permitted.
Section 4. A Governor may be removed by a two-thirds vote of the members of the Board provided such Governor was granted an opportunity for a hearing before the Board.
Section 5. If the office of any Governor shall become vacant by reason of death, resignation, or otherwise, except as provided in Section 1 of this article, the Board of Governors is empowered to fill this office for the unexpired term.
Section 6. If a Governor's IIA membership terminates for any reason, the office shall automatically become vacant.
Section 7. The resignation of any Governor shall be tendered to the Board and may be acted on at any regular or special meeting of the Board.
Section 8. The Board of Governors shall have the power to establish the time and place for each annual and special meeting of the Chapter.
Officers and Governors should act at all times in the best interest of their chapter and not for personal or third-party gain or financial enrichment. When encountering potential conflict of interest, Officers or Governors shall identify the conflict and, as required, remove themselves from all discussion and voting on the matter. Specifically, members of the Board of Governors shall not:
Section 1. The Chapter's President is the executive head of the chapter and, when present, shall preside at all meetings of the Chapter and of the Board of Governors. The President shall be responsible for:
Section 2. The Chapter's President-Elect shall have such duties and powers as may be prescribed by the Board of Governors or delegated by the Chapter's President. In the absence or disability of the President, the President-Elect shall perform the Chapter President's duties.
The Chapter’s Officers will be responsible for managing various committees and will have duties and powers as prescribed by the Board of Governors or delegated by the Chapter’s President through normal course of business.
Section 3. The Chapter's Treasurer shall be responsible for:
The Board of Governors of the Chapter may authorize the bonding of the Chapter Treasurer.
At the termination of the Treasurer's term of office, the Treasurer shall immediately turn over to the Board of Governors all funds, records, papers, books, documents and all other property of the Chapter having to do with the financial or other transactions or business of the Chapter which might have come into his/her possession or might have been compiled or created during his/her term of office.
Section 4. The Chapter’s Secretary shall be responsible for:
The Chapter Secretary will be responsible for assisting officers and committees with other duties prescribed by The Board of Governors or delegated by the Chapter President through the normal course of business
At the termination of the Secretary’s term of office, the Chapter Secretary, shall immediately turn over to the Board of Governors all records, books, documents and any other property pertaining to the business of the Chapter which might be in the possession of the Chapter Secretary or might have been compiled or created during his/her term of office.
Section 5. The Certification Officer shall be responsible for at least:
Section 6. The Membership Officer shall be responsible for at least:
Section 7. The Programming Officer shall be responsible for at least:
Section 8. The Officers and the Board of Governors of the Chapter shall receive no salaries for their services, with the exception of a Chapter’s paid staff position. Officers and Governors may be reimbursed for their expenses incurred in the performance of their duties subject to such approval as may be determined by the Board of Governors.
Section 9. Other Officer positions other than those specified in these Bylaws may be established, and their duties specified by the Chapter’s Board of Governors.
Section 10. In order to volunteer for the Chapter an individual must be in good standing as a member of The IIA. If a volunteer’s IIA membership terminates, the volunteer role, including Officers and Governors, will automatically become vacant.
Section 1. There shall be a minimum of these standing committees appointed by the Board of Governors:
Section 2. There may be other committees authorized and directed by the Board of Governors or by the Members in regular or special meetings. The members of these committees are appointed by the President, the Officers, or the Members. All committee members must be in good standing with The IIA and in affiliation with the chapter.
Section 3. The Chapter President and President-Elect are ex-officio members of all committees except the Audit Committee.
Section 4. Any Member of any committee can be removed at the discretion of those appointing the Member, with the exception of the Audit Committee.
Section 5. The majority of each committee constitutes as quorum.
Section 6. The Board of Governors acting with the President may institute any procedure which it deems necessary to appoint committees to carry on the activities of the Chapter.
Paid staff such as Administrators, Executive Directors, and/or Events Managers, etc., may be employed by the Chapter to serve at its discretion. Duties and compensation shall be determined by the Board of Governors. Paid staff shall not have voting privileges and must adhere to the standards and qualifications established by The Institute of Internal Auditors. Paid staff must be provided a performance assessment annually.
Section 1. Regular meetings will be held at times and places as determined by the Chapter’s Board of Governors.
Section 2. Special meetings may be called by the President or by any two Board of Governor members within thirty (30) days of receipt of a written request signed by twenty (20) percent of the Chapter members. The business to be transacted at any special meeting shall be stated in the notice thereof. At special meetings, a quorum shall consist of ten (10) percent of members entitled to vote. In the event the quorum is not present, those in attendance may adjourn the meeting without further notice. If a quorum is present, the majority vote shall be the act of the members.
Section 3. All meeting notices shall be sent by mail, electronic mail, or electronic media to each member a minimum of twenty (20) days preceding the meeting.
Section 4. Each member shall have one (1) vote and may take part in a vote in person or by participation in an electronic vote (determined by the Board of Governors). Proxy voting is not permitted. Unless otherwise specified within these Bylaws, a majority vote of members present and voting, in person or electronically, shall govern.
Section 5. Proposals to be offered to the membership for a vote via mail or electronic mail rather than in person shall be first approved by the Board of Governors unless the proposal has been endorsed by a minimum of twenty (20%) percent of the voting members, in which case, Board approval shall not be necessary.
Section 6. The Board of Governors, with a two-thirds majority, with or without cause, may cancel any meeting.
An annual meeting of the members shall take place at a date, time and place designated by the Board of Governors. At the annual meeting, the members shall elect Officers, Governors, and conduct required chapter business. The slate of candidates should be announced to all members at least 30 days prior to the election. Chapters shall plan their annual business meeting accordingly to allow time for new officer(s) to schedule their attendance to the annual training conference in April and to meet the required submission of officer slates due May 1 annually.
Section1. The rules of procedure at meetings of The Institute of Internal Auditors, the Board of Governors, and of committees shall be according to Robert’s Rules of Order so far as applicable and when not inconsistent with these Bylaws.
Section 2. The rules of procedure may be suspended by two-thirds vote of those present and voting at any meeting.
Section 1. The Chapter Treasurer may make disbursements for any preauthorized budget item without obtaining prior written or verbal approval from the Board of Governors. All disbursements must have signed approval from the Chapter President.
Section 2. The Chapter Treasurer must obtain written approval from the Chapter President for non- budget items that are $500 or less, before making disbursements for such chapter- connected expenses.
Section 3. The Chapter Treasurer must obtain written approval from the Board of Governors for non- budget items that are more than $500, before making disbursements for such chapter-connected expenses. The voting Officers and Governors must base the written- approval on a majority approval, under Robert’s Rules.
These Bylaws shall automatically be deemed amended to include provisions as may be stated, periodically, in the most recent IIA Chapter Bylaws. All other draft changes must be approved in advance by The Chapter Board of Governors, the Chapter’s District Representative, and The IIA’s Director of North American Chapter Relations prior to being submitted to Chapter membership for approval. Upon this approval, these Bylaws may be appended/voted on by the members at any regular or special meeting, via returned mail, or returned electronic mail by two thirds vote of members eligible to cast a ballot, provided that written notice of the proposed change has been sent in writing a minimum of thirty (30) days previous to the date of said meeting or ballot deadline.
The chapter shall use its funds only to accomplish the objectives and purposes specified in these Bylaws. No part of said funds shall inure, or be distributed to the members of the chapter. On dissolution of the chapter, any funds remaining shall be forwarded to The Institute of Internal Auditors Global Headquarters in Lake Mary, Florida.
Nothing herein shall constitute members of The Institute of Internal Auditors as partners for any purpose. No member, Officer, Governor, agent, or employee of this organization shall be liable for the acts or failure to act on the part of any member, Officer, Governor, agent, or employee of The Institute. Nor shall members, Officers, Governors, agents or employees be liable for their acts or failure to act under these Bylaws, excepting only acts or omissions to act arising out of their willful misfeasance.
ADOPTED AND APPROVED by the Board of Governors on this 8th day of June, 2021.
IIA NoVA Awards
Starting in the 2022-23-chapter year, the IIA NoVA chapter implemented a program of service awards to recognize exceptional chapter leaders that have helped elevate the impact of the internal audit profession. Each year the chapter’s Awards Committee communicates to the membership on the nomination process, reviews all nominations and makes selections of the winners.
The chapter has the following award categories:
Chapter Leadership Award – This award recognizes a chapter leader that has displayed leadership and exceptional contribution to the chapter.
Chapter Lifetime Achievement Award – This award recognizes a chapter member that have distinguished themselves by contributing to the success of the chapter and/or profession over a sustained period.
Chief Audit Executive of the Year Award – This award recognizes a chapter member that has distinguished themselves as a leader within their organization and helped championed the internal audit profession.
Internal Auditor of the Year Award – This award recognized a chapter member that have distinguished themselves as a rising star within their organization and contributed to the success of the internal audit department.
2023-23 Award Winners
Gary Maness, Chief Audit Executive (CAE) of the Year
Raven Catlin, Lifetime Achievement Award
Jim Kaplan, Lifetime Achievement Award
Wynne Patrick, Lifetime Achievement Award
Bill Hatch, Leadership Award
Marcus Scott, Leadership Award
Volunteering with the Chapter
Greetings and thank you for expressing an interest in wanting to learn more about volunteering with the IIA Northern Virginia Chapter. I can tell you from personal experience that getting involved with the local IIA chapter has led to wonderful opportunities and rewarding experiences for myself. Volunteering is a great way to meet knowledge professionals, help elevate the impact of the internal audit profession, develop leadership skills, share ideas, and expose yourself to internal audit topics impacting our profession.
The chapter is always actively seeking volunteers throughout the chapter year, so if your new to the chapter or have been a member for a long time, we would encourage you to get involved. The roles are broken down into categories: Board of Governors, Officers, Committees, and General volunteers. Please note that you must be an active IIA NoVA chapter member to serve in any of these roles.
Sincerely,
Chris Migliaccio, IIA NoVA Board Chair, 2023/2024
How do you volunteer?
Please reach out the chapter’s general email inbox at chapter209@theiia.org and indicate that your interested in volunteering. If you have a specific role(s) that you might be interested, please indicate that. Someone from the chapter will reach out to you to discuss.
When can you volunteer?
You can volunteer at any time; however, some of the roles required you to be elected by our members. The chapter holds annual elections in March. Prior to the elections, the Nomination Committee sends out a communication for all chapter members to see who would be interested in volunteering. Roles that go unfilled after the election can be filled anytime throughout the year by the Nomination Committee.
What is the level of effort required?
Each role is unique and will require a different level of effort for each of the roles. The best way of finding out is to talk to the Chapter President and/or a person serving in the role.
What are the volunteer roles at the chapter?
The roles are broken down into four general categories.
Board of Governors
The Board of Governors are a group of IIA NoVA chapter members who are responsible for reviewing and approving the Chapter’s budget and strategic plan. The Board in its entirety oversees the financial integrity and monitors performance against achievement of strategy and long-term vision.
This role is an elected position and each Board member serves a two- or three-year term.
Officers
President – Is the executive head of the chapter and is responsible for enforcing the chapter’s bylaws and keeping the IIA and Board of Governors informed of the chapter’s affairs.
President Elect – Serves and assists the President in carrying out the duties.
Treasurer – Is the custodian of the financial reports and funds of the chapter; ensures proper disbursements of the chapter’s funds; reports at least twice to the Board of Governors annually on the chapter’s financial position; and ensures that the annual audit and all necessary financial filings occur.
Secretary – Is responsible for sending notices of board meetings; recording minutes of the board; updating goals/duties for all assigned officers/committees; coordinating the review of the Bylaws annually; and maintaining all official records and documents for the chapter.
Certification Officer – Is responsible for delivering the chapter’s strategy to promote continuing professional development programs to certified professions.
Membership Officer – Is responsible for delivering the chapter’s strategy specific to new member recruitment, new member onboarding, member recognition, and member retention.
Programming Officer – Is responsible for delivering the chapter’s monthly continuing professional development programs that are less than a half-day.
Trainings Officer – Is responsible for developing and delivering the chapter’s continuing professional development programs that are half-day, full day, and multiple day.
Communications Officer – Is responsible for communicating chapter news, announcements, events, and other important
Note: All the Officer roles are elected positions, serving a one-year term.
Committees
Academic – Is responsible for increasing awareness of the profession, introducing internal auditing to colleges and university; enhancing collaboration between internal audit professionals and academia; stimulating internal audit research; and supporting the IIA strategy for student memberships.
Social – Is responsible for providing members opportunities to network in both professional and social settings through events to increase member involvement in the chapter.
Note: All Committee roles are filled by the President and can be reappointed each year.
General Volunteers
Some general volunteer opportunities including supporting any of the Officer/Committee roles, serving as an assistant. Additionally, other general volunteer roles can be small tasks of helping at an event, drafting an article, etc.
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