Bylaws of the Roundtable of the Institute for Operations Research and the Management Sciences (INFORMS)
ARTICLE I – NAME
The name of the organization shall be the Roundtable of the Institute for Operations Research and the Management Sciences (INFORMS). Herein it will be referred to as “Roundtable”. It may also be known as the INFORMS Roundtable, the Operations Research/Management Science Roundtable, or the ORMS Roundtable.
ARTICLE II – STATEMENT OF PURPOSE
The purpose of the Roundtable shall be to promote the development and application of operations research and the management sciences through (1) facilitating association among senior managers who are concerned with the use of operations research and the management sciences and promoting their cooperative efforts on professional matters of mutual concern, (2) promoting and facilitating communication between the leadership of INFORMS and senior leaders in the world of professional operations research and management sciences practice, and (3) promoting and facilitating communication between the operations research and management sciences community and those whom it seeks to serve.
ARTICLE III – MEMBERSHIP
Section 1. Organizational Members
Each Roundtable member shall be an organization, shall pay annual dues as established by the Roundtable board, and shall designate one official representative to the Roundtable. The official representative shall be an employee of the organization, and shall normally be the ranking person with overall responsibility for operations research and management sciences activities in that organization or a more senior person who formerly held that position. Each Roundtable member shall have one vote and the same rights, privileges and duties as every other member.
Section 2. Honorary Lifetime Members
The Roundtable Board in special circumstances may provide Honorary Lifetime Membership to former Roundtable representatives to recognize truly exceptional long-time service and leadership. Honorary Lifetime Members are invited to attend Roundtable meetings at no cost. As an honorary position, this membership class is for individuals as opposed to organizations and therefore Honorary Lifetime Members are not eligible to vote or hold Roundtable Office or Board positions unless currently serving as the official representative of a member organization.
Section 3. Detrimental Conduct
A member whose conduct may have been detrimental to the good of the Roundtable may be dropped from membership and a member representative whose conduct may have been detrimental to the good of the Roundtable may be dropped from serving as a representative and from any office by a five-sevenths vote of the total membership of the Board, provided that the member or member representative has been notified at least twenty (20) days in advance of the meeting as to the charges against him or her, and has been given the opportunity to answer the charges in person, in writing, or by an authorized representative. A member or member representative who has been dropped from membership under this bylaw can be reinstated to membership or as a member representative upon approval by a subsequent Board and with payment of current dues as appropriate.
ARTICLE IV – BOARD OF DIRECTORS
Section 1. General
The Board of Directors shall be the governing body of the Roundtable. Hereinafter, the Board of Directors shall also be referred to as “the Board”. It shall consist of the officers of the Roundtable and the immediate Past President. The officers of the Roundtable shall be the President, the President-Elect, the Vice President of Meetings, the Vice President of Membership, the Secretary, and the Treasurer.
Section 2. Terms of office.
The terms of office shall be (1) year for President, Past President, and President-Elect, and two (2) years for Secretary, Treasurer, and the Vice Presidents. Terms of office shall begin on January 1 and end on December 31. Terms of office shall be staggered for the Secretary and Treasurer with the term beginning in odd years for Secretary and in even years for Treasurer. Terms of office shall be staggered for the Vice President of Membership and the Vice President of Meetings with the term beginning in odd years for the Vice President of Membership and in even years for the Vice President of Meetings.
Section 3. Quorum
A quorum shall require the presence of at least four (4) members of the Board. The Board may act (a) by majority of the members present at a meeting at which a quorum is present or (b) with the approval of a majority of the members of the Board, whose approval is communicated to the Secretary by mail, facsimile, transmission or electronic mail, provided that a reasonable opportunity for discussion (by telephone, electronic mail or other means of communication) of the proposed action has been provided previously.
ARTICLE V – OFFICERS
Section 1. The President
The President shall be the chair of the Board and the chief executive officer of the Roundtable, performing all duties required by the Bylaws and actions of the Board
Section 2. The President-Elect
The President-Elect, who shall succeed to the office of President, shall assist the President, carrying out such duties as may be assigned by the President, and perform all duties required by the Roundtable Bylaws and by actions of the Board.
Section 3. The Vice President of Meetings
The Vice President of Meetings shall perform duties related to the planning and conduct of meetings and those required by the Roundtable Bylaws and by actions of the Board.
Section 4. The Vice President of Membership
The Vice President of Membership shall perform duties related to the recruitment of new members and membership related issues, and those required by the Roundtable Bylaws and by actions of the board.
Section 5. The Secretary
The Secretary shall perform the duties usual to the office of an organization secretary and those required by the Roundtable Bylaws and by actions of the board.
Section 6. The Treasurer
The Treasurer shall perform the duties usual to the office of an organization treasurer and those required by the Roundtable Bylaws and by actions of the Board.
ARTICLE VI – NOMINATIONS AND ELECTIONS
Section 1. Nominations
The Board shall serve as the Nominating Committee. The Nominating Committee shall select at least one candidate for each available office by October 1. Any five (5) Roundtable representatives, as defined in Article III, and in good standing, may nominate any such representative in good standing to any open office by notifying the Secretary, in writing, on or before October 1. The membership of the Roundtable shall be notified by mail of these candidates in ballots distributed by November 1 by means of electronic mail. All ballots must be returned to the Secretary on or before December 1. Results shall be announced to the membership by December 15 by the Secretary.
Section 2. Voting
The representative of any member organization, in good standing, of the Roundtable is considered to be a qualified voter. A plurality of qualified votes cast shall be necessary for election. Ties shall be resolved by procedures determined by the President. Each qualified voter shall be entitled to cast one (1) vote for each vacant office. Each qualified voter shall be entitled to a write-in vote for any Roundtable representative for any vacant office.
Section 3. Vacancies
Vacancies in any elected office may be filled at the discretion of the Board until the next regular election for that office.
ARTICLE VII – DUES
Dues for the Roundtable shall be set by the Board. Dues will be based on a calendar year starting on January 1 and ending on December 31.
ARTICLE VIII – MEETINGS AND ACTIVITIES
Section 1. Meetings.
There shall be at least two (2) professional meetings of the Roundtable each year. Some or all of these meetings may be held in conjunction with INFORMS meetings. The members will discuss professional matters of mutual concern. There shall be at least one (1) business meeting of the Roundtable each year relating to the management and conduct of the Roundtable affairs, and it shall be open to all members and shall be held as part of a professional meeting.
Section 2. Advice to INFORMS Leadership.
The Roundtable shall regularly share with INFORMS leadership and advise the INFORMS Board on its views, its suggested initiatives and its implementation plans on the important problems and opportunities facing operations research and the management sciences as a profession and on the ways in which INFORMS can deal proactively with those problems and opportunities.
Section 3. Other Activities.
The Roundtable may conduct other meetings, programs and activities that are consistent with its purpose and Bylaws and that are of interest to the Roundtable or of service to the INFORMS membership.
ARTICLE IX – RESPONSIBILITY TO INFORMS
The Roundtable will operate in accordance with the Constitution and Bylaws of INFORMS, to include submitting all required reports.
ARTICLE X – AMENDMENTS TO THE BYLAWS
Proposals for amendments to the Bylaws may be made by vote of the Board or by written petition of ten Roundtable members. Approval of proposed amendments may be obtained in either of two ways: (1) A valid proposal may be distributed by electronic mail or web-based form to the full Roundtable membership by the Secretary, together with a summary of the arguments in favor of the proposal. The Roundtable membership shall have 45 days after the distribution of the proposal to circulate additional arguments for or against the proposal. Sixty days after the distribution of the original proposal, a ballot on the amendment will be sent by electronic mail or web-based form. The amendment shall become effective if approved by a majority of members voting. (2) A valid proposal may be discussed and voted on at a Roundtable business meeting called by the President, provided that the full Roundtable membership has received by electronic mail or web-based form at least 30 days notice of the meeting, of the fact that the amendment will be on the agenda, and of the full text of the proposed amendment. The amendment shall become effective if approved by a majority of those voting.
ARTICLE XI – POLICIES AND PROCEDURES
The Roundtable shall develop, maintain and promulgate a Manual of Policies and Procedures. The manual shall include rules for the operations of committees and meetings.
ARTICLE XII – RULES OF ORDER
Robert’s Rules of Order shall govern Business Meetings, in all cases to which they are applicable and in which they are not inconsistent with the Bylaws.
Approved by the INFORMS Board, January 2008