Bylaws

APPENDIX A: CONSTITUTION AND BYLAWS OF THE INTERNATIONAL MANAGEMENT DIVISION

Article I NAME

The name of the organization shall be the International Management Division, Academy of Management, hereafter referred to as the Division.

Article II - OBJECTIVES

The general objective of the Division is to promote scholarship and advances in the field of international business, and to aid in the extension of knowledge in this field to nonprofit organizations. As a professional division of the Academy of Management, the Division's focus is on the study of the effects that international activities of organizations may have on socially- embedded organizational and management practices. Major topics include, but are not necessarily restricted to, the following investigations: adjustments organizations make in order to succeed in other countries; cross-border management of operations, including multi-country, multi-unit strategic formulation and implementation; evolving organizational forms and management practices that are the consequence of the interaction of two or more socially- embedded business processes; the cross-border differential impact of social, economic, and political forces on organizational forms and management practices; comparative management practices; and other research with an international dimension. The Division's objective is to be accomplished by:

1. fostering the general advancement of research, learning, teaching, and practice in the management field by calling attention to, and examining, the consequences of international business activities on management practice and organizations.

2. meeting annually to present public discussion groups, forums, panels, lectures, and similar programs.

3. encouraging and providing opportunities for greater cross-border dialog and cooperation among international management scholars based in different countries.

4. encouraging and providing opportunities for greater dialog and cooperation among and between international management scholars from the different academic disciplines within the general field of management.

5. gaining broader acceptance of international management scholarship by the academic disciplines within the general field of management.

6. encouraging and providing opportunities for the advancement of international management education.

7. enhancing the prestige of membership in the Division as a consequence of the integrity and significance of its scholarship.

Article III - MEMBERSHIP

Membership shall be open to individuals in good standing in the Academy of Management with interest in the Division's objectives.

Article IV - MEETINGS

An annual business meeting of the Division shall be held at a place designated by the Academy of Management for its annual meeting.

Article V - GOVERNMENT

The government of the Division will be vested in a five-member Executive Council consisting of the five elected officers - Immediate Past-Chair, Chair, Chair-Elect, Program Chair, and Program Chair-Elect. The Chair is also Chair of the Executive Council.

The term of office of elected officials shall be five years, starting with the position of Program Chair-Elect and ending with the position of Past Chair. No person shall hold the same elective office for two consecutive terms and no person shall simultaneously hold more than one elected position in the Division. Student members are not eligible to hold elective office.

The terms of office of the elected officials will start the day immediately following the close of the Academy of Management's annual meeting. That is, the newly elected Program Chair-Elect assumes her or his responsibilities on that day, and the other elected officials advance in rank.

The Executive Council shall appoint the Treasurer and the Editor of the Division's newsletter. The Treasurer and the Editor will each serve a term of three years, which can be renewed at the pleasure of the Executive Council. The Executive Council can also appoint other officers and form committees when it is deemed necessary for the furtherance of the Division's objectives. Although officers appointed by the Executive Council may be invited to attend Executive Council meetings, they cannot vote on the issues before the Executive Council.

The Executive Council shall determine the policies of the Division, consistent with the Academy of Management's Constitution and Bylaws, and those of the Division. A majority of the Council shall constitute a quorum at official Council meetings.

Article VI - NOMINATION AND ELECTION OF OFFICERS

The registered membership of the Division shall elect the Program Chair-Elect by a majority of the votes cast in response to ballots sent to the membership. Ballots shall be sent to the

membership approximately five months prior to the annual meeting of the Academy of Management. The deadline for the return receipt of the ballots shall be no less than 30 days from the date when they are sent to members.

Two nominees for the position are offered to the membership. One nominee is selected by the Executive Council at their annual meeting. The other nominee is selected by the Executive Council from recommendations made prior to December 1 of each year by written petition attested to by five (5) members of the Division.

A call for nominees will be made at the annual business meeting of the Division. Another call will be placed in the Fall issue of the Division's newsletter. As shortly thereafter as feasible, the Immediate Past Chair will submit a ballot to the membership.

Article VII - PUBLICATIONS

The Division shall issue publications for its members. Among them, a newsletter will contain articles, news items, and such other materials as are determined to be useful to the membership. All basic policy decisions as to content and manner of publication shall be decided by the Executive Council. The regular management of the newsletter shall be directed by an editor selected by the Executive Council.

Article VIII - AMENDMENT OF THE CONSTITUTION

Amendment of the Division's Constitution shall be effected by a two-thirds majority of the votes cast by the membership in response to a ballot sent to the membership. Membership shall be judged to include the members in good standing 60 days prior to the date the ballot is sent.

Proposals to amend the Constitution will be sent to the membership when endorsed in writing by at least thirty-five members, or endorsed by a majority of the members in attendance at the annual business meeting, or endorsed by a majority of the Executive Council.

This Constitution was approved unanimously during a vote held among the Division's membership at the Divisional annual business meeting at the Academy of Management Annual Conference, convened at 5:40 p.m. on 12 August, 1997, in Boston.

BYLAWS OF THE INTERNATIONAL MANAGEMENT DIVISION

ACADEMY OF MANAGEMENT

1. MEETINGS

  1. Business Meetings. The place of each business meeting shall be at the site of the annual meeting of the Academy of Management. The room designated for this meeting will be assigned by the Academy of Management's Program Chair. The time of the meeting will be decided by the Division's Executive Council.

  2. Special Meetings. Special meetings of the Division's membership, in addition to the annual business meeting provided for in Article IV of the Division's Constitution, may be called by the Executive Council. Notice of the time, place, and agenda of such special meetings shall be given to the membership at least 30 days prior to the meeting date.

2. DUTIES OF ELECTED AND APPOINTED OFFICERS

  1. Chair. The Chair is responsible for organizing and overseeing the process for the nomination and approval by the majority of the Executive Council of the Division's Treasurer, newsletter Editor, and any other non-elected officers that are deemed necessary to fulfill their responsibilities (e.g., Chair/Editor of Membership Roster mentioned in the Academy of Management Handbook, 1992 edition). The Chair, in conjunction with the other members of the Executive Council, will set the agenda of the Division's annual business meeting and she or he will serve as the Chairperson for this meeting. The Chair is also responsible for the management of the Division's financial affairs, the purchase of the plaques or other awards for the Best Paper Award, Barry M. Richman Dissertation Award, and the departing Past-Chair, and the issuance of any monetary awards (e.g., for best papers or dissertations).

  2. Chair-Elect. The Chair-Elect assists the Program Chair by providing advice and making suggestions that are a consequence of his/her experience. The Chair-Elect is also available to undertake any special/extraordinary initiatives that the Executive Council may approve from time-to-time.

  3. Program Chair. The Program Chair is responsible for assembling and chairing a Committee of Reviewers, soliciting and screening papers, panels, and symposia proposals for the annual meeting of the Division, and preparing the program for the annual meeting. The Program Chair, with the assistance of the Executive Council, names the recipient of the Best Paper Award.

D. Program Chair-Elect. The Program Chair-Elect is responsible for organizing pre- and post-conference activities for the annual meeting of the Division. This may involve chairing a Committee of Reviewers and soliciting and screening papers, panels, and symposia proposals.

  1. Immediate Past Chair. The Immediate Past Chair assembles and chairs the Barry M. Richman Dissertation Award Committee and the Nominations Committee, and is responsible for coordinating activities associated with the Barry M. Richman Dissertation Award competition and the nomination procedure described in the Division's Constitution, Article VI.

  2. Newsletter Editor. The Editor of the Division's newsletter is appointed by the Executive Council for a three-year term and is responsible for the publication of the newsletter, that is published three times per year: Winter (February), Summer (June), and Fall (October). The Editor is also actively involved in stimulating various dialogues among the Division's members by calling upon members to make contributions to the newsletter, and by providing space for these contributions in the newsletter.

G. Treasurer. The Treasurer is appointed by the Executive Council for a three year term. The Treasurer is responsible for maintaining historical and current records of the Division's financial resources, and preparing timely financial reports, projections, and analyses as directed by the Executive Council. The Treasurer is also actively involved in providing advice and making suggestions to the Executive Council regarding the Division's financial resources.

  1. In the event of resignation or death of any of the five elected officers of the Division (including Immediate Past Chair), his or her position shall be filled through election by the remainder of the Executive Council. No person shall simultaneously hold more than one elected position in the Division.

  2. Only the Chair and Chair-Elect may sign official documents and authorize any payments, disbursements, transfers or redemptions from the Division's account, and then only for Divisional purposes. The Chair and Chair-Elect may authorize the Program Chair or the Program Chair-Elect to make payments, disbursements, transfers or redemptions from the Division's account during the Academy of Management's Annual Meeting, but only for purposes related directly to the Division's annual meeting activities (including the organized pre- and post-conference activities) and only within the parameters stated in writing by the Chair and Chair- Elect prior to the meeting.

3. FISCAL YEAR

The Division's fiscal year shall coincide with that of the Academy of Management.

4. ROBERT'S RULES OF ORDER

Unless otherwise stated in the Division's Constitution or Bylaws, the meetings of the Executive Council, the Division's Annual Business Meeting, and any committee meetings of the Division shall be conducted according to Robert's Rules of Order.

5. AMENDMENT OF BYLAWS

The Executive Council shall be responsible for proposing amendments to the Bylaws. Approval of such changes shall be determined by a majority of the votes cast by the membership attending the Division's annual business meeting or through a special ballot with a specified deadline for the return of the ballots of at least 30 days from the date when they are sent to members.

These Bylaws were approved unanimously during a vote held among the Division's membership during the Divisional annual business meeting at the Academy of Management Annual Conference, convened at 5:40 p.m. on 12 August, 1997, in Boston.