International Association of Journals and Conferences

IAJC Constitution and Bylaws

Constitution and Bylaws

Article I	Organization Founder and Organization Name
Article II	Mission
Article III	Membership
Article IV	Board of Directors
Article V	Meetings
Article VI	Executive Board
Article VII	Committees
Article VIII	Fiscal Year
Article IX	Amendments
Article X	Dissolution

[Article I Organization Founder and Organization Name]

Section 1.

This organization was founded by Dr. Mark Rajai in Fall 2006 and it is called the International Association of Journals and Conferences (IAJC).

[Article II Mission]

Section 1.

To become the leading global consortium of academic journals, conferences, and professional organizations committed to advancing excellence in all aspects of education in engineering, science and related technology.

To implement the unique concept of “from conference to journal publication” concept that will help authors present and publish in a timely manner.

To become an exclusive and prestigious association, offering our members an array of benefits, including a multilayered review process to prepare manuscripts for publication, find the right journal for publication, and publish their papers in one of a growing list of member journals

[Article III Membership]

	Qualifications and Dues IAJC is an exclusive organization; membership may be obtained by individuals, members of higher education institutions, and businesses involved in related education upon payment of annual dues for the designated membership year in the amounts set forth in the Bylaws.

	Initial dues, until modified by the board, shall be:

	Individual	$95
	Institutional (includes five individual memberships)	$399

	Corporate (includes five individual memberships)	$399

	Student	$40

[Article IV Board of Directors]

Section 1.	Function and Authority The affairs of this Association shall be managed by a Board of Directors of no less than seven and no more than 15, which shall be the governing body with power to formulate policies consistent with its purposes and subject to any specific directions of the membership as adopted at any duly held membership meeting. The Board of Directors shall have the authority to conduct all business pertaining to the Association between official meetings of the membership. The Board of Directors shall be the custodian of the property of the Association and shall assume responsibility for the management of its finances.

Section 2.	Number, Tenure, and Qualifications The Board of Directors shall consist of the Chair, Vice Chair, the Secretary, Directors, all of whom shall be elected in accordance with the provisions of the Bylaws. All Directors shall be elected for a term of two (2) years after the founding term expires. Newly elected Directors shall take office immediately following the appointment at the close of the annual meeting of the Association. Directors serve until their successors are elected.

Section 3.

Initial Board of Directors and Founder Authority
The initial Board shall serve staggered two or three year terms to assure stability in the period of the Association. All regular terms, excepting the organization founder Mark Rajai shall be for two years thereafter. The board shall number 7-15 regular members. Initial Board of directors will be named by the organization’s founder, Mark Rajai, who has authority to nominate, elect, and appoint until the Association is stable.

[Article V Meetings]

Section 1.	Regular Meetings At least one regular meeting of the Board of Directors shall be held every other year at times and locations that the Board of Directors may determines. Notification of the time, location and proposed agenda shall be mailed, faxed or emailed to the members of the Board of Directors prior to each meeting. Directors may attend meetings by audio or other electronic means as long as all attending can at least hear and speak to everyone in attendance.

Section 2.	Special Meetings Special meetings of the Board of Directors may be called by the Chair or a majority of the voting members of the Board. Notice of the time and location of any special meeting shall be given to each Director in writing, fax or email at least three (3) days prior to the date of the special meeting.

Section 3.	Quorum A majority of the members of the voting Directors of the Board shall constitute a quorum for the transaction of business at any meeting of the Board of Directors. If less than a majority is present at a meeting, a majority of the Directors present may adjourn the meeting and refer temporary action to the Executive Committee to be confirmed by the Board at a later date.

Section 4.	Vacancies Any vacancy occurring in the Board of Directors shall be filled by the affirmative vote of a majority of the remaining Directors. A Director elected to fill a vacancy shall be elected for the unexpired term of his/her predecessor. Organization founder, Mark Rajai, has veto power to overrule majority vote.

Section 7.	Removal of Board Members Members of the Board of Directors all of whom serve at the pleasure of the Board on behalf of the Members and, thus, may be removed from the Board by a majority vote of a quorum of the full Board, and accept a standard of participation upon accepting membership on the International Association of Journals and Conferences (IAJC) Board. Therefore, any Board who is absent for any official Board meeting and who has not contacted the Chair or Vice-chair to be excused for reason of serious conflict that prohibits attendance–shall be brought before the Board for non-performance as a Board and a vote shall be taken to determine his/her continuation on the Board. A simple majority of a quorum is sufficient for action. Organization founder, Mark Rajai, has veto power to overrule majority vote to retain or remove a member until the organization is stable, as determined by the Association founder.

[Article VI Executive Board]

Section 1.	Officers The officers of the IAJC Executive Board shall be the President, President-elect, three Vice Presidents, Chairs/Directors, and a Secretary, each of whom shall be nominated and elected by majority vote of the Board of Directors as hereinafter provided. (Board membership shall run at least as long as the term of office for each.)

Section 2.	Nominating The nominations of Executive board officers shall be submitted in writing to the Board of Directors at least 14 days prior to the time that the officer is going to start his/her position. Members may suggest nominees to the Nomination Committee for consideration.

Section 3.	Election and Term of Office The President or one of the Vice Presidents shall prepare ballots listing each candidate nominated by the Nominating Committee. The prepared ballots shall be mailed, faxed or e-mailed to each member of the Board in good standing of the Association at his/her last known address as shown by the records of the Association not later than fourteen (14) days prior to the expected time that the nominee is to start his/her position. Each member shall be entitled to one vote for each Board position to be elected. The candidate receiving a plurality of the votes cast for that office shall be deemed elected. The President of the Board, Mark Rajai, shall serve for an unlimited term untill the organization is stable and well-established. The Vice Presidents shall be elected for year term. The Secretary-treasurer shall be elected for two-year terms staggered such that new officers are elected in alternating years. All Chairs and Directors shall serve for two (2) years. All new officers shall assume their respective positions immediately following the approval of the Board of Directors, and shall continue in office until their successors are elected and qualified. Officers may be re-elected upon satisfactory performance and by approval of the board. Organization founder, Mark Rajai has full authority to remove any Executive Board members for non-satisfactory performance and has veto power to overrule majority vote of the Board of Directors. The 30 days notice must be given to the member.

Section 4.	Vacancies Should the office of Secretary or Treasurer become vacant, the Board of Directors shall elect a member to complete such term of office. Should a vacancy occur in the office of President, one of the Vice Presidents shall assume the duties of the President and serve the unexpired term of his/her predecessor and his/her elected term. The Board shall appoint the immediate Past President to fulfill the President Elect’s role until a new President Elect can be elected by the Board. Should the elected Vice President resign, the Board of Directors shall elect a replacement.

Section 5.	Duties of Officers The President of the Executive Board’s duties include leading all Board meetings and managing day-to- day operation of the Association. He/she serves as CEO of the Association. The duties of the President also include running the any committee meetings and carrying out the instructions of the Board of Directors. The duties of the Vice Presidents shall be assigned by the President of Association. The duties of Chairs and Directors shall be assigned by Vice Presidents. The Vice Presidents shall also serve on committees and perform other duties as delegated by the President and/or Board of Directors. The duties of the Secretary and President Assistant shall be to keep records of all membership and Board of Directors meetings and to maintain the official records of the Association. The duties of the Treasurer are to collect all dues and other accounts due the Association. The Treasurer will keep accounts of the sources of all income and the purposes of all expenditures, manage tax filings and provide a complete financial report at the annual membership meeting of the Association.

Section 6.	Personal Liability of Directors a. Elimination of Liability. No Director of the Association shall be personally liable for monetary damages as such for any action taken, or any failure to take any action as a Director. b. Nature and Extent of Rights. The provisions of this section shall be deemed to be a contract with each Director of the Association who serves as such at any time while this section is in effect and each such Director shall be deemed to be so serving in reliance on the provisions of this section. Any amendment or repeal of this section or adoption of any bylaw or provision of the Constitution of the Association that has the effect of increasing Director liability shall operate prospectively only and shall not affect any action taken, or any failure to act, prior to the adoption of such amendments, repeal, bylaw or provision.

[Article VII Committees]

Section 1.	Standing Committees There shall be Standing Committees on membership, conference, awards, and publications. Each committee shall consist of at least three (3) members recommended by the President and approved by the Board of Directors. The Chair of a Standing Committee shall be designated by the President and approved by the Board of Directors. The Chair of each Standing committee shall provide reports of Committee activities at each meeting of the Board of Directors, and shall submit a written report of committee activities to the Board of Directors prior to the annual meeting of the Association. Unless otherwise specified in the Bylaws, terms of members shall be staggered over a three (3)-year period. If a vacancy occurs, it shall be filled by appointment of the President or his/her designee. The Chair or Co-chair of each committee shall be a Board member.

Section 2.	Membership The Committee shall maintain accurate records of the membership, and shall in all appropriate ways, urge those eligible to become members of the Association. A Board member shall chair this Committee.

Section 3.	Conference The Committee shall plan, organize and conduct any conferences of the Association. For approval by the Board, the Committee shall recommend to the Board for approval a date and site for a conference at least six (6) months in advance when possible. The Committee members shall be appointed for one (1) year and are eligible for re-appointment. A Board member shall chair this Committee and serve at least a two (2) year appointment period.

Section 4.	Awards The Committee shall designate those persons who shall be honored by the Association as directed by policies set by the Board. A Board member shall be Chair.

Section 5.	Publications The Committee shall provide leadership and advice to the Board regarding appropriate publication activities (online or otherwise) to be pursued by the Association, including financial plans and other specifics. A Board member shall be Chair or Co-chair of this Committee.

Section 6.	Other Standing Committees When the Board of Directors creates a Standing Committee, it shall state the purposes and the responsibilities of the committee for inclusion in the minutes of the Association. The Board shall initiate an amendment to revise the Bylaws, to be voted upon at the subsequent meeting to include such a Committee. The Chair, term, and initial members of the Committee shall be recommended by the President and approved by the Board.

[Article VIII Fiscal Year]

Section 1.

The fiscal year of the Association shall be from January 1 – December 31, although this may be altered by the Board on advice of the Treasurer.

[Article IX Amendments]

Section 1.	Initiation of Amendment Amendments to these Bylaws may be initiated by the organization founder, Mark Rajai, or by majority vote of Board of Directors, or by a committee authorized by the Board of Directors for the purpose of recommending amendments to the Bylaws, or by a petition signed by ten percent (10%) of the membership directed to the Board of Directors setting forth the proposed amendment.

Section 2.	Adoption An amendment initiated as herein provided may be adopted by a two-thirds vote of the Board members present and voting at any regular or special meeting of the Board, or by a simple majority of the members by mail or email ballot. Founder, Mark Rajai has veto power to overrule majority vote until the Association is stable and well-established.

[Article X Dissolution]

Section 1.

Should IAJC be dissolved, control of the organization’s assets shall be decided by the organization founder, Mark Rajai, in consultation with the Board of Directors.