The International Academy of Strategic Management

Articles of incorporation of the International Academy of Strategic Management (IASM)

Chapter 1. General Provisions

(Name)
Article 1. The name of this academy is the “International Academy of Strategic Management” in English and its acronym is IASM.
(Purpose)
Article 2. The purpose of this academy is to contribute to the improvement of the area of strategic management and related areas in research, education and business administration.
(Types of activities)
Article 3. This academy conducts the following activities in order to accomplish the abovementioned purpose.
  1. (1) Hold annual conferences, research presentation meetings, and seminars.
  2. (2) Support members’ research and educational activities by publishing refereed journals.
  3. (3) Conduct research actively with working groups.
  4. (4) Propose policies on research and education in the area of strategic management and develop partnerships with related organizations inside/outside Japan.
  5. (5) Issue academy news and other publications.
  6. (6) Perform other related activities to achieve our purpose.

(Regional sub-committees)
Article 4. We can establish regional sub-committees in China and other regions under this academy.

Chapter 2. Membership

(Types of membership)
Article 5. This academy has four types of membership.

(1) Regular member Those who are in the area of research and education at educational institutions such as universities, colleges and professional schools; and those who are professionals such as management consultants and/or have management experiences at business entities or other institutions.

(2) Student member
Graduate school students, majoring in strategic management and related areas.

(3) Supporting member
Individuals and entities who agree with our purpose and support our activities.

(4) Honorary member
Those who have outstanding achievements in research, education, or practical business related to strategic management and who are recommended by the board of directors.

(Admission)
Article 6. To become a member of our academy, applicants need to submit an application form with two referrals, who must be current regular members of our academy, and be approved by the permanent board of directors.

Those who live outside Japan and become members of our academy will be considered to become regional sub-committee members if such a sub-committee exists, as determined by the Article 4.

(Membership fees)
Article 7. Members must pay membership fees which are determined at the general meeting.
2. When extraordinary expenses are necessary, provisional membership fees can be collected, if agreed upon at the general meeting.
3. Membership fees will not be refunded in any case.
4. Honorary members, counselors and advisors are not required to pay membership fees.

(Disqualification of membership)
Article 8. Members are disqualified I they fall under one of the following cases:
(1) withdrawal from the academy
(2) dismissal from membership
(3) member’s death or dissolution of the academy
(4) delinquency in payment for 3 years

(Resignation)
Article 9. Members must submit a letter of resignation when they would like to resign from the academy.

(Dismissal from membership)
Article 10. Members can be dismissed with the approval of the board of directors in the following cases.
(1) When members cause injury to the academy’s reputation.
(2) When members commit actions against the academy’s objectives or members’ duties.

Chapter 3. Officers

(Types of officers)
Article 11. The academy has the following types and numbers of officers.
(1) Chairperson: 1
(2) Executive director: Max. 7
(3) Director: Max. 30
(4) Secretary: Max. 30
(5) Auditor: Limited

The academy can appoint special counselors, advisory board members, counselors, and advisors with the approval of the board of directors. A limited number of advisors can be appointed from among former chairpersons. Advisors will attend the permanent board of directors meeting and give advice on the academy’s activities in general but will not have voting rights. Their term of office is two years.

(Assignment of officers)
Article 12. Officers are determined by an election rule determined separately.

(Duties of officers)
Article 13. The chairperson summarizes the general duties of this academy and represents this academy. In addition, the chairperson presides over general meetings.
2. The chairperson runs the permanent board of directors and the board of directors as the head of both. Moreover, in accordance with the decisions of the permanent board of directors and the board of directors, the chairperson supervises the permanent board of directors and deals with the general duties of the academy.
3. The permanent directors constitute the permanent board of directors and deal with the administration of the academy under the chairperson’s supervision.
4. The directors constitute the board of directors and discuss the operation of the academy.
5. The secretary belongs to the committee, as determined in Chapter 5, and promotes the academy’s activities.
6. The auditors audit the financial and accounting condition of the academy.

(Terms of office of the officers)
Article 14. The term of office of officers is two years. In case the position of the chairperson falls vacant, the board of directors selects a successor among the directors.
2. The chairperson cannot be reappointed for a second consecutive term. He/she can be reappointed if not consecutively.
3. The permanent directors and directors can be reappointed for a second consecutive term.
4. The officers’ term starts on the first day of the academy’s operating year and ends on its last day.
5. In the event of an officer filling a vacant position or an increase in the number of officers, the term of office shall be the remaining period of the other officers and cannot exceed one term.

Chapter 4. Meetings

(Types and constitution of meetings)
Article 15. The academy shall have a general meeting and a board of directors, and their constituent members are determined as below.
  1. (1) The general meeting is constituted by regular members, student members, supporting members, and honorary members.
  2. (2) The permanent board of directors is constituted by the chairperson and permanent directors.
  3. (3) The board of directors is constituted by the chairperson and permanent directors and directors.
  4. (4) Auditors may join the permanent board of directors and board of directors.

(Convening of meetings)
Article 16. When a meeting is convened, constituent members shall be informed of the meeting date and time, place and agenda in advance.
2. The chairperson shall convene a regular general meeting once a year.
3. The chairperson may convene an extraordinary general meeting with the approval of the permanent board of directors and board of directors.
4. The chairperson shall convene a permanent board of directors meeting.
5. The chairperson shall convene a board of directors meeting by decision of the permanent board of directors or by written request of more than 1/3 of the directors.

(Quorum of meetings)
Article 17. More than a half of the permanent board of directors and the board of directors shall constitute a quorum. Submission of letters of proxy is considered as attendance.
2. The permanent board of directors and the board of directors, as determined in the foregoing paragraph, can vote in writing or electronic forms.

(Resolutions by meeting)
Article 18. The agenda to be considered at meetings shall be approved by the majority of attending members.
2. Resolutions and decisions at meetings shall be reported to all constituent members.

(Minutes of meetings)
Article 19. The minutes of the proceedings of meetings shall be prepared and signed by two permanent directors appointed at the meeting.

(Election of general meeting chair)
Article 20. A chair will be elected in every general meeting.

(Determination of general meeting)
Article 21. The general meeting determines the following items aside from those mentioned in the academy’s regulations:
(1) Items in business report and settlement of accounts
(2) Items in audit report
(3) Items in business plan and budget plan
(4) Other important matters about running the academy

(Duties of permanent board of directors)
Article 22. The board of directors conducts the following tasks aside from those mentioned in the academy’s regulations.
(1) Prepare business plan and budget plan
(2) Execute business plan and budget plan
(3) Make business reports and settlements of accounts

Chapter 5. Committees

(Planning and steering committee for general meeting and annual conference)
Article 23. A planning committee for the general meeting and the annual conference is set up to conduct the business mentioned in Article 3, Item (1).
2. The committee, mentioned in the previous clause, sets up a steering committee for the general meeting and annual conference and runs those meetings.
3. Constituent members for the planning committee of the general meeting and of the annual meeting, and their operations, are determined separately.

(Journal editing committee)
Article 24. A journal editing committee is set up to conduct the business mentioned in Article 3, Item (2).
2. A part of publications shall be refereed journals that contribute to the members’ research activities.
3. Constituent members and operations of the journal editing committee are determined separately.

(Working-group steering committee)
Article 25. A working group steering committee is set up to conduct the business mentioned in Article 3, Item (3).
2. The working group steering committee supports the groups’ activities in planning, controlling, and executing their operations to enhance their research activities.
3. Constituent members and operations of the sub-working-group steering committee are determined separately.

(Liaison & international committee)
Article 26. A liaison & international committee is set up to conduct the business mentioned in Article 3, Item (4).

(Planning & general affairs committee)
Article 27. A planning & general affairs committee functions as the secretariat of the permanent board of directors on planning and related matters, which are mentioned in Article 22.
2. The planning & general affairs committee conducts operations, mentioned in Article 3, Item (5), as well as actively engage in public relations activities.
3. Constituent members and operations of the planning & general affairs committee are determined separately.

(Committee chairpersons)
Article 28. Chairpersons of the organizational committee, planning and steering committee for general meeting and annual conference, planning & general affairs committee, journal editing committee and working-group steering committee, determined in Article 23-27, shall be elected by the committee from among its permanent board of directors.

Chapter 6. Accounting

(Business planning and budgeting)
Article 29. The permanent board of directors shall make a business plan and budget which includes all revenues and expenditures, submit them to the general meeting with approval of the board of directors, and must be approved at the general meeting.

(Business reporting and settlement of accounts)
Article 30. The permanent board of directors shall make a business report, a member’s inflow/outflow report, a settlement of accounts report, a balance sheet and supplementary statement, and submit them to the general meeting with the approval of the board of directors, which then must be approved at the general meeting.

(Audit report)
Article 27.
The auditors shall conduct auditing and issue the report mentioned in Article 27, prior to the general meeting, and express their opinion on audit at the general meeting.

(Fiscal year)
Article 32. The academy’s fiscal year shall begin on September 1 and end on August 31 of the following year.

Chapter 7. Amendments

(Amendments)
Article 33. Amendments to these regulations shall be proposed by the permanent board of directors to the general meeting with the approval of the board of directors, which then must be approved at the general meeting.
2. The resolutions of the board of directors and general meeting, mentioned in the previous clause, shall be approved by more than two-thirds (2/3) of the attending members.

Additional clauses
(Date of effectively)
Article 1. These academy regulations were approved in the first general meeting, held on January 13, 2008, and took effect on the same day.

(Membership fees)
Article 2. Membership fees were determined at the point of enforcement of these regulations as follows.
Regular member: 8,000 Yen
Student Member: 5,000 Yen
Supporting member: 50,000 Yen increments
The above fees can be exempted or reduced for members who live abroad and for foreign researchers studying in Japan.

(Admission)
Article 3. Those who registered by submitting their applications and were approved by the founders’ meeting may be able to attend the first general meeting and use their voting rights.

(Secretariat)
Article 4. The planning & general affairs committee is set up as the secretariat of the academy as below:
Until March 31, 2008: Prof. Ichimura’s office in the Faculty of Commerce, Chuo University From April 1, 2008: Strategic Management Academy, Chuo Business School, Korakuen Campus
Current Office Address
International Academy of Strategic Management (IASM)
Academy Center, 358-5 Yamabuki-cho, Shinjuku-ku, Tokyo 162-0801, JAPAN
TEL:+81-3-6824-9369 FAX:+81-3-5227-8631 iasm-post(at)iasm.jp

(Temporary measures)
(First year business plan and budgeting)
Business plan and budgeting, determined in Article 21 Item (3) and Article 29, can be omitted for the first year.

Additional Clause (general meeting on September 10, 2010

(Enforcement date)
1. The articles of incorporation of the academy take effect on September 10, 2010

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