Constitution of the International Research Society for Public Management (IRSPM)

Article 1 - Legal Status

1. The International Research Society for Public Management (IRSPM)

   IRSPM will consist of public management and policy implementation scholars and researchers from different countries. This organization will have the status of a non-profit society to be registered under the laws of Switzerland.

Article 2 - Mission and Objectives

1. Mission

   To develop and support research about public management and public policy implementation amongst the international research community and to facilitate the creation and dissemination of new knowledge and understanding across this community. The primary focus of IRSPM will be the research community.

2. Objectives

   The Society will achieve its mission by accomplishing the following objectives:

   • Creating and supporting an international network of researchers in the areas of public management and public policy implementation that emphasizes multi-disciplinary and inter-disciplinary research
   • Wherever possible, encouraging and supporting research, and especially cross-national and comparative research, that illuminates the nature of public management and public policy implementation in an international context
   • Organising an annual conference to disseminate new research findings and theory about public management and public policy implementation
   • Supporting the dissemination of these new research findings and theory both through the adopted journal of the Society (Public Management Review) and by establishing other publication and research dissemination processes (such as special editions of other journals, edited books, workshops, etc.)
   • Facilitating the renewal of the international research community by supporting new and emerging researchers, and researchers from the developing and transitional nations, and by facilitating their introduction into the research community around public management and public policy implementation
   • Pro-actively seeking out alliances (both one-off and on-going) with other national, regional and international scientific associations in order to further the mission of the Society

   The first Annual General Meeting of the Society shall delegate power to the EB to pursue the successful achievement of these objectives.

Article 3 - Organizational Structure

1. The organization of IRSPM will consist of an elected Executive Board (EB) and individual members.

   The affairs of IRSPM shall be governed by an Executive Board (EB) whose role will be to guide the strategic and operational policies and direction of the Society. As such it will manage, control, and direct all activities of the Society, including its committees, the disbursement of its funds, organization of international conferences as well as the determination and implementation of the Board’s decisions.

   The EB of IRSPM will comprise the following twenty office bearers:

   1. President
   2. Vice-Presidents
      1. North American region
      2. European region
      3. Asian region
      4. Australia & NZ region
      5. Africa region
      6. Latin American region
   3. Secretary
   4. Treasurer
   5. Website portal manager
   6. Public Management Review Editorial Board Link
   7. Three dedicated Board members
      1. Research & publications
      2. Membership
      3. Internation conference organizer
   8. Six 'at large' members
2. The Executive Board shall meet from time to time at such place and at such times as the Executive Board may determine but at least one meeting shall be held in each twelve month period of the calendar year.
3. One half of the Members of the Executive Board from time to time shall constitute a quorum for the transaction of the business of a meeting of the Executive Board.
4. A meeting of the Executive Board shall be deemed to have been held where a quorum of Members was present in person and/or by teleconference (provided that a quorum of Members were in communication either by person and/or teleconference for the duration of the meeting).
5. Additional meetings of the Executive Board may be convened by the President or by any three Executive Board Members.
6. Oral or written notice of a meeting of the Executive Board must be given by the Secretary to each Executive Board Member at least 7 days (or such other period as may be unanimously agreed on by the Executive Board Members) before the time appointed for the holding of the meeting.
7. No business is to be transacted by the Executive Board unless a quorum is present and if, within half an hour of the time appointed for the meeting, a quorum is not present, the meeting is to stand adjourned to another time.
8. If at the adjourned meeting a quorum is not present within half an hour of the time appointed for the meeting, those present may make any decisions necessary to ensure the continuation of the Society until the next AGM, at which meeting those decisions shall be reported.
9. At a meeting of the Executive Board, the President or, in the President's absence, the President Elect is to preside; or if the President and the President Elect are absent or unwilling to act, such one of the remaining Members of the Executive Board as may be chosen by the Members present at the meeting is to preside.
10. Questions arising at a meeting of the Executive Board or of any committee appointed by the Executive Board are to be determined by a majority of the votes of the Executive Board Members or committee members present at the meeting in person or by tele-conference communication.
11. Each Member present at a meeting of the Executive Board and each member of any committee of the Board (including the person presiding at the meeting) is entitled to one vote but, in the event of an equality of votes on any question, the person presiding may exercise a second or casting vote.
12. Any act or thing done or suffered, or purporting to have been done or suffered, by the Executive Board or by a committee appointed by the Executive Board, is valid and effectual despite any defect that may afterwards be discovered in the appointment or qualification of any Executive Board Member or committee of the Board.

Article 4 - Election of the Office-bearers and their Tenure

1. All officers shall normally have tenure of three years in their role. However, in the first instance half the Board will be appointed for two years only, to allow for overlap of tenure in the future. These latter posts will be 2[b], 2[c], 2[e], 2[f], 3, 5, 7[a] and three ‘at large’ members.
2. All EB members shall be eligible for re-election or re-appointment. No EB member may serve for more than six consecutive years.
3. The vice-presidents for each geographic region shall have their main place of work in that region. Nominations for regional vice-presidents shall have both proposer and seconder from that region. If no nominations from a particular region are received then that post will be held vacant until the next round of elections. In the interim the EB will have the power to co-opt a Society member to one of these vacant posts provided that (i) their main place of work is in that region (ii) the co-optation shall only last until the next round of elections for the EB (iii) no member of the Society may be a co-opted regional member of the EB more than twice in any six year period (iv) co-opted members of the EB will be eligible to stand for election for any post on the EB in the Board elections following their co-optation.
4. All officers of the Society shall be elected by the Members of the Society except with respect to those appointed pursuant to Clause 4.1.3 and where a casual vacancy occurs. The Executive Board may extend the time for the closure of nominations as it sees fit, if no nomination has been received within the prescribed time period
5. Nominations of candidates for election as officers of the Society shall be called by the Secretary no later than 60 days before the next annual general meeting and close no later than 10 days before that annual general meeting. The Executive Board may extend the time for the closure of nominations as it sees fit, if no nomination has been received within the prescribed time period
6. Nominations of candidates for election as officers of the Society shall be facilitated by a nominations committee. This committee would be chaired by the Secretary of the Society and have three members, one of which may be a non-Board member. Composition of the committee would be proposed to the EB for approval. No member of the nominating committee can stand for election in the year they serve. Nominations may come from any member of the society, however the proposer and seconder many not both be existing Board members
7. If the number of nominations exceeds the number of vacancies to be filled, a ballot of Members shall be held at the AGM. In the event of a ballot being required the Secretary shall:
   1. Distribution of ballots for election to the IRSPM Executive Board will be distributed to all members electronically 25 days prior to the open of the AGM and will close 24 hours before the AGM. The nomination process will open 60 days prior to the AGM and will close 30 days prior to the AGM.
   2. Shall appoint one of the Society officers, not being a candidate for election, to be returning officer for that ballot;
   3. Direct Members to mark the names of those candidates they wish to elect, up to the number of officers to be filled;
   4. The returning officer shall notify the Secretary for reporting to the AGM, the numbers of votes cast for each candidate and shall, for the number of offices to be filled by election, declare elected those candidates who have received the greatest number of votes and who fulfill any specified requirements for those offices.
   5. In the case of an equality of votes a new ballot will be conducted at the AGM.
   6. The Chairperson at the annual general meeting shall declare to the meeting the names of the persons elected to be officers of the Society.
8. For the purpose of this Constitution, a casual vacancy in the office of an Executive Board Member occurs if the Executive Board Member:
   1. dies; or
   2. ceases to be a Member; or
   3. becomes an insolvent under administration within the meaning of the relevant legislation; or
   4. resigns office by notice in writing given to the Secretary; or
   5. is removed from office; or
   6. becomes a mentally incapacitated person; or
   7. is absent without the consent of the Executive Board from two consecutive meetings of the Executive Board.
9. In the event of a casual vacancy occurring for any office of the Society, the Executive Board shall as soon as convenient appoint: (a) a Member to that vacated office, and such additional Member or Members as may be required to fill all vacancies in the offices of the Society; (b) Members who are appointed to the Executive Board will hold office from the date of appointment to the date of the next AGM.
10. The Society in general meeting may by resolution remove any Executive Board Member from office before the expiration of the Member's term of office and may by resolution appoint another person to hold office until the expiration of the term of office of the Member so removed.
11. If an Executive Board Member, to whom a proposed resolution referred to in sub-clause 4.1.10 relates, makes representations in writing to the Secretary or President (not exceeding 1,000 words) and requests that the representations be notified to the Members of the Society, the Secretary or the President may send a copy of the representations to each Member or, if the representations are not so sent, the Member is entitled to require that the representations be read out at the meeting at which the resolution is considered.

Article 5 - Duties, Powers and Responsibilities

1. The President of IRSPM shall be the Chairperson of the Society and will be primarily responsible for the strategic direction of the Society, in conjunction with the EB. The President may also carry out other duties assigned by the EB and/or enumerated in the bylaws. The President calls and presides at meetings of the Society and will delegate appropriately in his/her absence to one of the Vice-Presidents of the Society.

   The President will ensure that all reporting responsibilities of the other EB members are performed in accordance with Bylaws; and will at all times seek to promote the welfare of the Society.

2. Vice-Presidents will assist the President in the execution of the policies and related matters of the Society and will suggest the implementation strategies. They will promote and coordinate the activities of IRSPM in their respective continents/regions and will explore and encourage potential members of the society. They will also explore the possibilities of sponsorships and other contributions for the financial health of IRSPM. They will also be involved in the organization of the annual international conference.
3. The Secretary shall be responsible for the legal registration of the Society and for the on-going review of its constitution; shall keep minutes of all annual meetings of the Society and any meetings of the EB; shall keep records of all business transacted by the Society; and shall carry out all other duties assigned by the President, EB and/or enumerated in the Bylaws. S/he shall be responsible for ensuring that all elections for membership of the EB are held on time and according to the correct procedure.
4. The Treasurer shall be responsible for the financial resources of the Society, shall make reports to the membership regarding the financial status of the Society; and shall carry out all other duties assigned by the President, EB and/or enumerated in the Bylaws. S/he shall recommend action by the EB for fundraising and to secure sponsorship for its various activities. The Treasurer shall
   • ensure that reminders are sent out to the members of the Society about the payment of their membership fees, and send the receipts to the members,
   • liaise with the bank (s) in which the Society funds will be maintained
   • disburse payments for authorized purposes,
   • maintain appropriate financial records,
   • arrange for the annual audit, and
   • prepare any tax reports, as appropriate.

   The Treasurer shall provide the statement of annual accounts to the President and other members of the EB and also to the AGM of the Society.

5. The Communications Secretary shall establish, maintain and update a communications strategy for the Society that includes a website, social media, and newsletter presence. This officer shall be responsible for recommending a communications strategy in line with the policies and guidelines established by the EB, and for carrying out the decisions of the EB about this strategy.
6. The Link-person to Public Management Review (PMR) shall be a member both of the EB of IRSPM and of the Editorial Board of PMR. S/he shall be responsible for liaison between both bodies and for ensuring that PMR contributes to the mission and objectives of IRSPM.
7. The Membership Board member shall have responsibility for maintaining the membership list and records of the Society, in line with any relevant data protection legislation of the country within which the Society is registered. S/he shall also have responsibility for recommending a membership recruitment strategy to the EB and for carrying out the decisions of the EB about this strategy. The International Conference Organiser shall have responsibility for organizing the annual conference of IRSPM. S/he shall ensure that the EB selects an appropriate venue for each conference and s/he shall have responsibility for coordinating the programme of this conference and for liaising with the local hosts about the organization of the conference.
8. The ‘at large’ EB members will be active members of the Society who will participate in various committees to be formed by the President and/or the EB from time to time in the interest of the Society. These members will assist in the promotional activities of the Society. They may be asked to develop and support specialist interest groups within IRSPM. The precise roles and functions of the ‘at large’ EB members will be determined by the EB in the first instance, to be confirmed at a subsequent AGM of the Society.
9. The Treasurer shall ensure that the Board members are suitably indemnified against criminal or civil legal and/or financial action as a result of the operation of the Society, provided always that they have acted in good faith.
10. Provided that they always act in good faith, members of the EB shall have the following powers: to raise funds for the Society and to buy, sell or borrow for it, in line with Swiss legislation; to cooperate with any other relevant bodies in pursuit of the mission and objectives of the Society; to operate one or more bank accounts for the Society, in line with the relevant national legislation; and to set aside income as a reserve against future possible expenditure.
11. No member of the EB shall receive payment for their work for the Society. However, reasonable expenses may be reimbursed provided that prior agreement to this arrangement is obtained from the Treasurer of the Society and that full receipts are provided against any such expenses.

Article 6 - Finances of the Society

1. The income and property of the Society shall be applied solely towards the promotion of the mission and objectives of the Society. None of the income may be paid as a dividend, bonus or other disbursement of profitable surplus, to any member of the Society. The EB shall ensure the purchase of indemnity insurance for the EB against any liability that by virtue of any rule of law would otherwise attach to members of the EB in respect of any negligence, default breach or duty of breach of trust of which s/he may be guilty in relation to the Society (but excluding fines, fraud, or willful/reckless misconduct).
2. The source of funding for the Society will primarily be from membership fees and events fees, though funds from other sources will also be actively sought, under the guidance of the Treasurer. These other sources may include:
   • Sponsorships
   • Institution of awards
   • Endowments and other donations
3. The EB shall see that all necessary books and records of the Society are regularly and properly kept. The EB will consider and adopt a policy for the investment of funds of the Society and will ensure that funds are invested appropriately.
4. All cheques issued or endorsed in the name of the Society shall be signed by such person or persons of the Society as the EB may from time to time designate by resolution. All funds of the Society shall be deposited in designated accounts with such financial bodies as the EB may specify.
5. The EB may accept on behalf of the Society any gift, bequest, devise or other contribution for the purposes of the Society on such terms and conditions as the EB shall determine.
6. An auditor shall be appointed for two years by the EB and shall provide a report to the EB. The remuneration of the auditor shall be agreed by the EB.
7. The financial year of the Society shall be 1 January to 31 December.
8. The liability of the members of IRSPM is limited. Each member promises, if the Society is dissolved while s/he is a member, or within twelve months of s/he ceasing to be a member, to contribute such sum (not exceeding £10.00 sterling) as may be demanded of her/him towards the payment both of the debts and liabilities of the Society and of the costs, charges and expenses of winding up the affairs of the Society

Article 7 - Meetings and Minutes

1. The members of the Society shall meet at an annual general meeting (AGM) which will take place at the annual international conference of IRSPM. All those attending the conference must be members of good standing at the time of attendance. All members of IRSPM shall be notified of the dates of the AGM, or any extraordinary meeting, not more than sixty days and not less than ten days before that meeting. The presence of twenty five members in good standing of IRSPM shall constitute a quorum for any AGM. In the case of an extraordinary meeting this notice shall also state the purpose for which the meeting is being called.
2. The Secretary of the Society will be responsible for preparing the agenda of the AGM or of any extraordinary meeting. S/he will prepare and keep all the minutes of the Society, including of the AGM. The minutes of the EB shall be available to the general membership of Society through posting on the website.
3. Provisions in the Constitution and/or By-Laws of IRSPM may be repealed or amended by a proposal approved by a majority of the Society members attending an AGM. At least two-thirds of those members attending that AGM must give their consent for the purpose of considering the proposed repeal or amendment of any By-Law at that annual general meeting.
4. The presence of a majority of EB members shall constitute a quorum for the transaction of EB business at any meeting. The EB may meet with less than a majority of members but any decisions taken must be validated at a subsequent quorate EB meeting before they are enacted. For this purpose, attendance through a teleconference or similar link may constitute attendance at the EB meeting
5. The Society members attending the AGM shall have responsibility for approving, by a simple majority, the annual report of the President and the EB, the financial statement and auditors report, and the report of the Secretary of the EB on any elections held in the previous year.
6. An extraordinary general meeting may be requested by petition from a minimum of 20% of the members in good standing of the Society at any one time. Once such a petition is received by the EB Secretary the EB must call such a meeting within ninety days.
7. A question arising at any general meeting of the Society is to be determined on a show of hands and, unless before or on the declaration of the show of hands a poll is demanded, a declaration by the chairperson that a resolution has, on a show of hands, been carried or carried unanimously or carried by a particular majority or lost, is evidence of the fact, without proof, of the number or proportion of the votes recorded in favour of, or against that resolution.
8. At a general meeting of the Society, a poll may be demanded by the chairperson or by at least three Members present in person or by proxy at the meeting.
9. If a poll is demanded at a general meeting, the poll must be taken:

   (a) immediately in the case of a poll which relates to the election of the chairperson of the meeting or to the question of an adjournment; or

   (b) in any other case, in such manner and at such time before the close of the meeting as the chairperson directs, and the resolution of the poll on the matter is taken to be the resolution of the meeting on that matter.

10. The chairperson of a general meeting at which a quorum is present may, with the consent of the majority of Members present at the meeting, adjourn the meeting from time to time and place to place, but no business is to be transacted at an adjourned meeting other than the business left unfinished at the meeting at which the adjournment took place.
11. If a general meeting is adjourned, the Secretary must give written or oral notice of the adjourned meeting to each Member stating the place, date and time of the meeting and the nature of the business to be transacted at the meeting.

Article 8 - Membership

1. The Membership of the Society shall consist of the following categories:
   • All public management and public policy academics and researchers.
   • Public management and public policy research students
   • Public management and public policy practitioners
2. Membership will run from 1 April – 31 March and will be renewable annually.
3. Each member of the Society under the categories specified above shall have one vote at the AGM or at any extraordinary meeting. Members shall have the right to vote in the election of the officers of the Society.
4. Application for membership in the Society shall be provided in writing in such form as the EB may from time to time prescribe.
5. The membership board EB member may approve those who are clearly qualified for membership and shall refer others to the EB for consideration.
6. In the event of evidence of eligibility being requested, it is the responsibility of the applicant to provide such material.
7. An unsuccessful applicant will be allowed to appeal to the EB the refusal of their membership and the resulting decision shall be final and binding, and no further appeal will be accepted.
8. All members of IRSPM are required to comply with the Standards of Conduct and Ethics, established by their academic institutions and/or organizations. Non-compliance with such standards shall be the cause for the termination of membership of IRSPM.
9. Membership is renewed annually. The annual membership fee, on a calendar year basis, is payable by all members of the Society. This fee shall be fixed, from time to time, by a resolution of the EB and approved at the AGM by a majority of the members of IRSPM attending this meeting.
10. The first fee for membership shall be payable upon application and annually, thereafter, upon receipt of an invoice.
11. For one year following their tenure, the immediate past President of the Society will be come a non-voting, ex-officio member of the Executive Board to ensure continuity for the society
12. The Executive Board may propose any member of IRSPM for title of Honorary Member to be approved by the AGM. Honorary members will be acknowledged for their extended outstanding service to IRSPM

Article 9 - Publications, conferences and research dissemination

1. The Society shall publish newsletters, conference proceedings, working papers, monographs, and any other materials of interest from time to time as approved by the EB according with the policies and the By-Laws of the Society. IRSPM will organize an annual conference. It will support the development of regional, cross-associational and special interest groups as the EB thinks fit from time to time and in line with the objectives of the Society. It will support and encourage, by means to be defined by the EB, the publication of high level research and theoretical publications by the members of the Society.
2. Should the international conference, or any other meeting organized by IRSPM, make a surplus once all costs have been accounted for, then this surplus shall be paid to the account of IRSPM.
3. The Society shall adopt Public Management Review (PMR) as its dedicated journal. This will be distributed to all Society members as part of their membership fee, at a cost to be agreed between the EB and the publishers of the journal. PMR shall retain its identity as a separate legal, financial and independent entity from the Society. However, the Society shall have a dedicated Board member upon the Editorial Board of the journal and that person shall sit as a member of the EB.
4. Establishment of a conference selection committee to solicit and assess proposals for future conference sites. This committee would be chaired by the International Conference Secretary and have three members, one of which may be a non-Board member. Composition of the committee would be proposed to the EB for approval. No member of the selection committee many have an affiliation with any site under consideration in the year they serve. Nominations may come form any member of the society.

Article 10 - Dissolution

1. In the event of the Society being dissolved, and after payment of all its debts, its remaining funds, investments, and other assets shall be transferred to registered charitable corporations in the country of its registration whose mission is compatible with the advancement of public management and public policy scholarship. The Society may be dissolved at an AGM or extraordinary meeting only after prior notice of such a motion at least ten days and not more than thirty days before the meeting. It must be approved by a three quarters majority of members attending an AGM.