CONSTITUTION

The International Association for Chinese Management Research

(January 2014)

Article I.       The Organization
Article II.      Objectives and Core Values
Article III.     Governance
Article IV.     Membership
Article V.      Meetings
Article VI.     IRS Requirements
Article VII.    Amendments of the Constitution
Article VIII.   Private Property
Article IX.     Dissolution

Article I. The Organization
The International Association of Chinese Management Research (IACMR) is a nonprofit organization.

Article II. Objectives and Core Values
IACMR is formed, administered, and operated to receive, administer, and expend funds for charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, including fostering the development and dissemination of management and organization knowledge, and advancing research, education, and professional standards in the field of Chinese management. IACMR may also engage in other charitable activities as determined by the Board of Governors and may engage in any lawful activities incidental to those purposes except where restricted.

1. IACMR pursues the following objectives:

(1) To encourage wider acceptance and active idea exchanges among those interested in the science, education, and practice of Chinese management
(2) To provide opportunities for closer cooperation and collaboration among scholars, educators, practitioners, and policymakers about management research and education in Chinese contexts
(3) To advance an educational organization with unquestioned reputation for excellent scholarship and intellectual integrity

Chinese management is broadly defined as management of Chinese organizations operating on or outside the Chinese mainland and non-Chinese organizations operating in any Chinese contexts.

2. Core Values

• Pursuit of Excellence – members, officers, and volunteers of IACMR aspire to reach excellence in all of their activities and contributions, individually and collectively.
• Source of Inspiration – IACMR members draw inspiration from each other’s work and from the activities, programs and publications offered by IACMR.
• Responsible Scholarship – IACMR encourages its members to contribute to the well-being of the Chinese society and the global community through engaged and socially responsible scholarship in management.
• Spirit of Service – IACMR promotes volunteerism and a strong spirit of service from its members to IACMR and to the profession as a whole.

Article III. Governance

IACMR is led by the Board of Governors (the Board). The number of Governors is determined by IACMR bylaws, which call for at least one Governor.  IACMR bylaws also guide the Board in electing or appointing new governors.  IACMR is authorized to conduct its affairs and activities and to hold annual or special meetings of its Board of Governors anywhere within or outside of the states, territories or possessions of the United States or the District of Columbia.

The Board includes the immediate past president, the president, president-elect, vice-president/program chair, and at least four representatives-at-large.

The Board leads and controls IACMR development direction and strategies, establishes IACMR goals and the means to achieve the goals, and delegates powers to officers of IACMR and to committees as provided in the bylaws and allowed by law.

Article IV. Membership

Membership is open to those interested in the science, education, and practice of Chinese management. The bylaws may specify different membership classes.

Article V. Meetings
The Board convenes at least once yearly. The Executive Committee, as the standing committee supervising IACMR development, holds at least one annual meeting with members physically present and virtual meetings when necessary.

The Executive Committee determines times and locations for annual business meetings of the membership.

Article VI. Constitutional Amendments

When two-thirds majority of the Board of Governors endorse proposals to amend the Constitution, the proposals are communicated to the voting membership by electronic or mail ballots.

Constitutional amendments require that 10% of IACMR voting members cast a majority vote for the amendment. Voters must be fee-paying members in good standing sixty days before the ballot was sent.

Article VII.  IRS Requirements

Governors, officers, or other private persons shall not benefit from IACMR net earnings. However, IACMR is authorized and empowered to reasonably reimburse governors, officers, or other private persons for IACMR-related travel in accordance with IACMR’s travel policy.  No substantial part of IACMR activities shall be for propagandizing or otherwise attempting to influence legislation. IACMR shall not participate, intervene, publish, or distribute materials for any political campaigns or on behalf of any candidate for public office.  IACMR shall not conduct any activities prohibited for corporations exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any subsequent federal tax laws), or for organizations collecting contributions that are deductible under section 170(c)(2).

As long as IACMR is deemed a private foundation, it shall distribute its income for each taxable year in ways that make it not subject to the tax on undistributed income imposed by Section 4942 of the Internal Revenue Code of 1986 or corresponding provisions of subsequent federal tax laws. IACMR shall not engage in acts of self-dealing as defined in Section 4941(d) of the Internal Revenue Code of 1986 or corresponding provisions of subsequent federal tax laws. IACMR shall make no investments making it subject to the tax imposed by Section 4944 of the Internal Revenue Code of 1986 or corresponding provisions of any subsequent federal tax laws. IACMR shall not make taxable expenditures as defined in Section 4945(d) of the Internal Revenue Code of 1986 or corresponding provisions of subsequent federal tax laws.

Article VIII.  Private Property

The private property of the governors and officers shall not be subject to any payment of IACMR debts.

Article IX.  Dissolution

If IACMR is dissolved, assets remaining after debts are paid shall be distributed exclusively for charitable or educational purposes to organizations that are exempt from federal tax under Section 501 (c)(3) of the Internal Revenue Code of 1986 (or corresponding provisions of any subsequent federal tax laws), and to which contributions are then deductible under section 170(c)(2).