CONSTITUTION AND RULES FOR GOVERNMENT THE INTERNATIONAL METALLOGRAPHIC SOCIETY AN AFFILIATE SOCIETY OF ASM INTERNATIONAL MATERIALS PARK, OHIO

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1 CONSTITUTION AND RULES FOR GOVERNMENT OF THE INTERNATIONAL METALLOGRAPHIC SOCIETY AN AFFILIATE SOCIETY OF ASM INTERNATIONAL MATERIALS PARK, OHIO (As Amended and revised by the IMS Board October 6, 2011) Article I Corporate Name The corporate name of this professional society shall be The International Metallographic Society. hereinafter designated as the Society, and its abbreviated title is IMS, and its emblem or logo shall be the IMS inscribed on one facet of the tetrakaidecahedron. Article II Status IMS is a wholly owned and legally and financially integrated Affiliate Society of ASM International and is governed by the ASM Board Policy for Affiliate Societies (See Appendix A) dated 25 February 2003 or as later amended. Article III Mission Statement The mission of the society shall be to benefit the art and science of metallography and materials characterization. Article IV Objectives To advance the art and science of metallography and materials characterization by disseminating information via technical meetings, journals, and education courses. Article V Section 1 Membership IMS members shall be members of ASM with any class of 1

2 membership who pay an additional fee as may be determined by the IMS and ASM Boards. Section 2 members. Voting and office holding shall be vested in active IMS Section 3 The ASM Manager of IMS services shall maintain a record of membership and collect IMS membership dues annually. Section 4 There shall be a Corporate Supporter Class of membership to allow Corporations to financially support the Society. Article VI Board of Directors The Society shall have a Board of Directors who will be responsible for governing the Society. The Board shall be comprised of eleven members elected by the current members of the Society and shall consist of five officers and six at-large members. Section 1 The officers of the Society shall be a President, Vice President, Immediate Past President, Secretary, and Chief Financial Officer. The officers shall serve for terms of two years. After completing a term as President, that officer shall remain as the Immediate Past President and the sitting Vice President shall assume the office of President. Section 2 The At-Large Board Members shall serve four year terms. These terms shall be staggered so that only three Board positions shall become vacant in any given election cycle. Section 3 If a vacancy occurs in the Board of Directors (except for the office of the President) for any reason, the President shall appoint a qualified member of the Society to fill the vacancy until the next election subject to approval by the remaining members of the Board of Directors. Section 4 A quorum of the Board of Directors shall consist of at least six members present at a properly called meeting. Section 5 Formal meetings of the Board of Directors shall be held twice annually. The Annual Meeting of the Society shall be the venue for one meeting. A spring meeting shall also be held at such time and place as the President may determine. Telephone or Board meetings may be called by the President in addition to the formal Board meetings as long as at least a legal quorum participates. 2

3 Section 6 In addition to the members of the Board, the IMS Executive Director and the ASM Board Liaison shall be invited to attend Board meetings as ex-officio non-voting members of the Board. The President may invite such other ex-officio participants as deemed necessary to properly conduct the meetings business. Article VII Duties and Responsibilities of the Board of Directors Through professional leadership and strategic management, the Board of Directors will assist the Society in accomplishing its mission and objectives. Article VIII Duties of Officers & Board Members Section 1 President - The President shall be responsible for: the overall prudent management of the Society s affairs. assigning committee responsibilities to each Board member monitoring the overall activities of the Society. ensuring the Vice President is properly prepared to assume the office of President. Section 2 Vice-President - The Vice-President shall be responsible for: overseeing the initial planning for the next two Annual Meetings by seeing that a General Chair is identified and put in place. providing assistance as required by the meeting General Chair overseeing the Publication Committee as described below. serving in the President s place under any circumstances when the President is unable to act including chairing Board meetings when the President is unable to attend. assuming the office of President at the next election of the Society. Section 3 Secretary - The Secretary s responsibilities will include: recording and preparing Board meeting minutes for distribution to the Board in a timely manner. overseeing the historical records of the Society. Section 4 Chief Financial Officer (CFO) - The CFO s responsibilities include: monitoring and reporting the overall financial health of the Society to the IMS Board. working with the ASM staff to develop a budget and prepare financial 3

4 projections. managing the Corporate Sponsor Program. annually reporting the Societies financial position to the membership at the IMS Annual meeting. Section 5 Immediate Past President - The primary duties of the Immediate Past President include: provide counsel and support to the President and the Board. chairing the bi-annual Nominating Committee. performing other tasks requested by the President. reviewing the IMS Constitution every five years (years that end in either 0 or 5), suggest and write changes needed or confirm current revision. Section 6 Board Members, At-Large - These non-officers shall be responsible as Board Liaisons for at least one of the standing committees and other responsibilities as the President may determine. Article IX IMS Committees There shall be the following standing committees of the Society: Membership, Marketing and Outreach Awards Nominations Education Publications Annual Meeting, Events Certification Technology There shall be an IMS Board Member assigned responsibility as IMS Board Liaison for each committee. The Chair of each Committee will be selected by the IMS Board Liaison in consultation with the President. The IMS Board Liaison will always be a voting member of each Committee. The Chair of each Committee will serve for a one year term, with renewal of term determined by the IMS Board Liaison and President. There shall be such other committees as the Board may, from time-to-time, determine desirable. Section 1 Membership, Marketing and Outreach Committee - This committee shall be responsible for: actively enhancing the member value proposition (new products, services and value). 4

5 developing strategies to retain and increase membership. maintaining and improving communication with members. ensure publicity to increase recognition of metallography as a discipline increase member satisfaction with IMS. Section 2 Awards Committee - This Committee shall be responsible for IMS and ASM International Awards as follows: (a) Sorby Award- This Sub-Committee shall consist of a chair that has a wide and extensive knowledge of the global materials community so as to properly evaluate the potential recipients of this prestigious award. A selection committee representing a prestigious worldwide spectrum of individuals, including past Sorby Award winners, shall assist in providing input into the award decision. (b) Jacquet/Lucas Award- This Sub-Committee Chair shall be responsible for the annual International Metallographic Contest. This Chair shall serve as the contest chair and ensure that there is a local meeting chair to properly manage this important and historical function. There shall be a Buehler representative included in the judges selected, when possible. (c) Buehler Best Paper Award- This Sub-Committee shall be responsible for selecting and recommending recipients selected from the Society s Journal. The Chair of this sub-committee should be associated with the sponsor, Buehler when possible. (d) ASM International Recognition Awards- This Sub-Committee shall select and assist in the nomination of candidates from the IMS membership for ASM Awards as appropriate. Section 3 Nominations - This committee shall meet at least once every two years to select candidates for the following year s election cycle. This committee shall always be chaired by the Immediate Past President and shall consist of four other members, two sitting Board members not up for reelection and two members at large. The committee members shall be determined at the annual meeting immediately proceeding the election year. Section 4 Education - This committee shall be responsible for coordinating IMS involvement in IMS and ASM educational courses (a) ASM Courses- This sub-committee shall be responsible for coordinating IMS involvement in ASM International educational courses. (b) Conference Courses- This sub-committee shall be responsible for organizing courses at the IMS Annual meeting, in conjunction with 5

6 the IMS Conference Chair, and courses at other Conferences as determined by the IMS Board. Section 5 Publications This committee shall be chaired by the current IMS Vice-President who will be the Board Liaison for these publications: (a) Sliplines- Oversee the publication of this IMS publication, in conjunction with the ASM appointed Editor. (b) Metallography, Microstructure and Analysis Journal - Provide IMS Board support in the publication of the IMS Journal, in conjunction with the Editor and ASM staff. Section 6 Annual Meeting/Events - This committee shall be responsible for organizing the Annual Meeting and other Events. (a) Annual Meeting- the Chair of this sub-committee shall be responsible for organizing the annual meeting including finding session chairs, local chairs and such other individuals as may be necessary for a successful meeting. (b) Events- This sub-committee will arrange programming sponsored by our Society at other Technical Conferences as determined by the IMS Board. Section 7 Certification - This committee shall work with ASM in the development and implementation of a Certification program for Metallographers. Section 8 Technology This committee will focus on new technological opportunities that will enable the Society to achieve the stated goals. (a) Web Site sub-committee will oversee the IMS website. (b) Social Media sub-committee will oversee Society social media as appropriate. (c) Metallographic Library sub-committee will work to support and expand the ASM Metallographic Library. Article X Election of Officers and Board Members Section 1 Elections shall be held every-other year in odd numbered years. In an election year, the nominations for the Board of Directors and the Officers are presented to the existing Board of Directors by the Past- President, on or before March 1. Upon approval by the Board, The IMS Executive Director shall see that the nominations are published to all members of IMS no later than March 31 in the spring issue of Slip Lines. 6

7 Section 2 After publication of the Nominating Committee s report on nominees, and at any time prior to April 30 of the same year, additional nominations for any or all of the vacancies may be made in writing to the Secretary. Such nominations must be signed by at least five IMS members in good standing. The Secretary shall confirm that the candidate is a member in good standing and has indicated an understanding of the duties required and an availability and willingness to serve, if elected. The IMS membership shall be dully notified of such additional nominations. Section 3 (a) If no additional nominations are received prior to April 30, the nominations shall close automatically. At the succeeding annual business meeting of the Society, the Secretary shall cast the unanimous vote of all members for election of nominees of the Nominating Committee, even though a quorum may not be present. New Officers and Board Members shall take their positions at the time of the New Business item on the agenda of the Board Meeting at the annual event. (b) If additional nominations are received by the Secretary prior to April 30, the Board shall provide for a special election by the members, to vote on all nominees. Such special election shall be completed in time for the results to be announced at the next annual business meeting of the Society. In this case, the new Board Members shall not take office until the Board meeting following the annual business meeting. This special election by the members may be conducted as the IMS Board sees fit. (c) All votes shall be counted by a Tellers committee, all of whom are members in good standing, appointed by the President in writing in advance of, and for the duration of, the special election at which they are to function. For each vacancy for which a single nominee is to be elected, the nominee who receives a larger vote shall be designated as the duly elected nominee. In case of vacancies for which more than one nominee is to be elected, the required number of nominees who receive the highest number of votes for the particular vacancies shall be designated as the duly elected nominees. The nominees elected shall be certified by the Tellers Committee immediately upon completion of the count. Such certification shall be filed immediately with the Secretary. Article XI Section 1 Meetings The Society shall hold an annual Technical Meeting/ Conference 7

8 each year unless the Board should determine that the Society s needs are best met by some other frequency. Section 2 A Board of Directors and Members-at-Large meeting shall be held at each annual Technical Meeting of the Society. The Members-at- Large meeting shall be called the IMS General Members Meeting. The purpose of this meeting is to inform the members-at-large of the actions of the Board of Directors concerning future plans, and will offer an open forum for members to communicate with the Board of Directors. The Chief Financial Officer shall report to the members on the financial status of the Society. The day and time of this meeting shall be set each year by the President. Section 3 Such advertising and publicity as is deemed necessary for the annual Technical Meeting/Conference shall be coordinated by the General Chair, the Membership, Marketing and Outreach Committee and ASM. Article XII Publications Section 1 The journals and publications of the Society shall be established from time-to-time by the Board of Directors. Section 2 IMS Journal Metallography, Microstructure, and Analysis (a) An IMS Journal will exist and will be co-owned by IMS through ASM International and Springer. This journal is the official journal of the Society and shall be dedicated to the dissemination of technical knowledge focusing on the art and science of preparing, interpreting, and analyzing microstructures for the purpose of understanding material behavior and performance. The volumes shall be composed of peer-reviewed articles. IMS members shall receive this journal at a discounted rate. The Editor will be approved by the IMS Board. Section 3 Slip Lines: The newsletter Slip Lines shall be published at least four times per year. This newsletter shall contain items of interest to the IMS membership. It may include publicity information about the upcoming IMS Annual Meeting and Technical Conference, a review of the just completed meeting, an Ask the Experts article, a Case History article and such other items that may be of interest to the members. There shall be an Election Special, published in accordance with the Election of Officers and Board members bi-annual cycle. 8

9 Article XIII Honors and Awards The International Metallographic Society presents various awards on an annual basis. Additional awards may be added, if approved by the ASM Awards Policy Committee and IMS Board. International Metallographic Contest - this contest shall be judged and displayed at the annual meeting. The International Metallographic Contest General Chair shall select a highly qualified panel of judges to determine the best entrees in each category and, when appropriate, determine first, second, third, and honorable mention awards in each category. The selection of the judges shall be at the discretion of the contest General Chair, except that one member shall be from Buehler, the monetary sponsor of the Jacquet Lucas Best in Show Award. The judging shall be conducted in conformance with the contest rules (see Appendix B) as amended. Jacquet-Lucas Award - This award is in the amount of $3, USD and is endowed by Buehler. It shall be presented to that entry determined by the judges to be The Best in the Show. The winner will be announced at the IMS annual banquet during the annual Technical Meeting/Conference and at the ASM Annual Awards Banquet. The winning poster will be prominently displayed at both the IMS Annual Meeting and at the ASM Annual Event. The Henry Clifton Sorby Award - This award, the most prestigious recognition given by the Society, shall be awarded to that individual who, in the opinion of the Sorby Awards Committee, is a highly deserving individual who has made many significant contributions to the field of Materials Science. The winner of this award will be invited, at Society expense, to present the annual Sorby Lecture at the annual Technical Meeting/Conference. The individual shall also receive a plaque signed by the President recognizing the Award (see Appendix C for an example of the award) The recipient of this award must be: (1) living, (2) be over 55 years of age, (3) have devoted more than 25 years to the general field of materials science and (4) be considered an international figure in the field of materials science. President s Award - This award shall be made solely at the discretion of the current President and shall be presented to any individual deemed deserving of special recognition by the Society. The award is a plaque stating the individual s name and the reason for his/her receipt of the award. Past Presidents Award - This award shall be presented by the Board of 9

10 Directors to the outgoing Past President in recognition of contributions to the Society. (See Appendix D). This award will be a certificate personalized for the recipient. The Buehler Technical Paper Merit Award - is sponsored by Buehler in the amount of $1, USD and is awarded annually to the authors of the technical paper published the previous year in the IMS Journal that will have been judged most outstanding by a panel of judges to be determined by the Chair of this Committee and the IMS President. Article XIV Amendments This document may be amended by a simple majority of those voting members who vote in a ballot of the Society conducted in such manner as may be directed by the Board of Directors. Article XV Attachments The following documents are attached as appendixes and are a part of this document. Appendix A: ASM International Board Policy on Affiliate Societies currently in effect. Appendix B: A copy of the current International Metallographic Contest Rules. Appendix C: A copy of the Sorby Award Appendix D: A copy of the Past Presidents certificate. 10