Chapter By-Laws

Article II: Organization and Governance

Section 1. Bylaws

The Wayne State University Mike Ilitch School of Business Student-Run Digital Agency (hereafter referred to as Agency M-1) may pass rules and regulations for governing the organization as long as they are not inconsistent with the law or policies of Wayne State University. They shall be presented to the advisory board annually by November 15 for review and approval.

Section 2. Amendments to the Bylaws

Any motion to amend the bylaws shall be placed on the table at an Agency M-1 executive meeting and may be voted on at the same meeting. Voting can be delayed for up to two subsequent meetings with the delay not to exceed thirty (30) days after the amendment has been tabled. A vote of two thirds of the Agency M-1 executive team at a regular scheduled meeting is necessary to amend the Bylaws.

Section 3. Executive Committee

The Executive Board of Agency M-1 shall consist of the Chief Executive Officer, Chief Information Officer, Chief Marketing Officer, Chief Financial Officer, and the Faculty Advisor. Other members to be determined at a later date: Executive Vice President, Vice President of Technology, Vice President of Communication. Each executive committee member is entitled to (1) one vote. Executive Committee members are subject to all the rights, privileges, policies and rules of all the other membership classes (Article III, Section 1).

Article III: Membership and Duties of Membership

Section 1. Membership Categories

The members of the Agency M-1 consists of four groups: Executive Board Member, Consultants, Faculty Advisor, and Advisory Board.

Section 2. General Requirements

The Agency M-1 consultants and executive board members shall be business students that have been accepted into the Wayne State University Mike Ilitch School of Business. Each shall be in good academic standing (2.5 minimum GPA for undergraduate and 3.0 minimum for graduate students).

Section 3. Definition of Consultants

Consultants shall be those who have met the general requirements (Article III, section 2) and have been approved by a majority vote of the Agency M-1 Executive Committee. Consultants are subject to all the rights, privileges, policies and rules of all the other membership categories (Article III, Section 1).

Section 4. Induction of new consultants

Prospective consultants must establish eligibility to be considered for membership by (1) attending two General Body Meetings, (2) attending and actively participating in two Agency M-1 sponsored events, and (3) filling out an online application. The entire executive board will convene for a closed-door meeting to decide which prospective members will be inducted as new consultants.

Section 5. Resignation

Although membership in this organization is for a one-year term, members may submit a written request to the Chief Executive Officer for voluntary withdrawal. Such request does not automatically mean termination of membership. The Agency M-1 executive committee must approve the request by a simple majority vote.

Article IV: Meetings

Section 1. Meetings

Regular scheduled meetings of Agency M-1 shall be held bi-monthly at a time determined by the members each school term. In the absence of the Chief Executive Officer, the next highest-ranking officer present may call the business meeting to order according to basic Parliamentary Procedures of Agency M-1 Executive Board Members. It shall be at the sole discretion of the Executive Board on when to hold Agency M-1 Meetings during the dates of Wayne State University official Spring and Summer semesters. During this time regular meetings will not be required. It shall be at the sole discretion of the Executive Board on when to hold Agency M-1 Meetings during Wayne State University closures due to, but not limited to, epidemic, pandemic, construction, or power outage.

Section 2. Special Meetings

The Chief Executive Officer of Agency M-1 may call Special Meetings by giving three days’ notice to all Agency M-1 Members.

Section 3. Quorum

One-third (1/3) of the Agency M-1 membership shall constitute a quorum for any regular or special meeting.

Section 4. Agenda

The order of business at all regular meetings shall be as follows:

Call to Order
10 minutes of networking
Roll Call
Welcome & Introduction of New / Potential Members
Agency M - 1 Faculty Announcements
Present Upcoming Events
Other Business
Executive Board Reports
- (from Chief Executive Officer, Chief Information Officer, Chief Financial Officer, Chief Marketing Officer, and other to be determined at a later date.)
Faculty Advisor
Vote on Potential Members (if applicable)
Adjourn

Section 5. Parliamentary Procedure

Except as otherwise provided for in these Bylaws, all meetings shall be conducted according to Agency M-1 Board Members and shall be governed by Robert’s Rules of Order unless otherwise specified.

Article V: Attendance

Section 1. Intent of the Attendance Policy

The Agency M-1 attendance policy exists for the purpose of keeping the members of Agency M-1 committed, involved, and active in the organization. This policy will be a point-based system. Any Agency M-1 member who is absent from a meeting without prior notice will receive one point. Any Agency M-1 member who is more than fifteen minutes late to a meeting without prior notice will receive a half point.

Section 2. Disciplinary Action

A student with one (1) point will be given a verbal warning. A student with two (2) points will receive a written warning. Any student who accumulates three (3) points will be suspended from Agency M-1 with the right to appeal within three weeks of receiving a suspension notice.

Section 3. Appeals Process

The purpose of the appeals process is for a currently removed person of Agency M-1 to state his/her case for reinstatement into Agency M-1. An appeal for reinstatement is a four-step process.

Step 1: The accused sends a letter or email to the Executive of Human Resources asking for an appeal within fourteen (14) days of the next scheduled regular body meeting after the person has been removed.
Step 2: The Executive of Human Resource announces the appeal at the following Executive Board meeting who then informs the appealing member to be present at the following regular body meeting.
Step 3: The appeal form will be read by the Executive of Human Resource at the next regular body meeting.
Step 4: At this regular body meeting, a vote will take place by secret ballot, and according to the vote the student will be reinstated or not. If the student is reinstated, the position they will now hold shall be decided on by the members of Agency M-1.

Article VI: Membership Dues

Section 1. Dues & Dues Schedule

All members of Agency M-1 as determined by Article III, must supply payment of $25 to continue or start membership within a registered, WSU/MISB student organization. Dues will be collected at the beginning of each academic year by the Chief Financial Officer.

Section 2. Application of Dues

All dues collected by the Agency M-1 Executive Board will be applied toward products, services, and / or operational costs that provide for Agency M-1 as determined by the Executive Board and Faculty Advisor.

Article VII: Officers Elections and Officer Duties

Section 1. Elected Officers

The elected and required officers of the Agency M-1 Board shall be the Chief Executive Officer, Chief Information Officer, Chief Marketing Officer, Chief Financial Officer, Project Managers (without a vote) and the Faculty Advisor (without a vote) and others that the Agency M-1 Board may add. The Chief Executive Officer may appoint such officers or committee chairpersons as shall be deemed necessary by the Chief Executive Officer.

Section 2. Qualifications for Office

In order to be nominated, elected, or appointed to office (with the exception of the Project Managers and Faculty Advisor), a member must be a current and active member of Wayne State University Mike Ilitch School of Business. Any officer placed on probation by the university is automatically disqualified for Agency M-1 office or position.

Section 3. Term of Officer

All elected officers shall hold office for a period of three consecutive semesters (Spring-Summer/Fall/Winter) and/or until their successors are elected and qualified. All appointed officers should hold office for a period of three consecutive semesters except that they may be removed at any time at the direction of the Chief Executive Officer or Executive Board. Names and addresses of all officers must be submitted to the Faculty Advisor within seven days of their election.

Section 4. Notification of Elections

All Agency M-1 members shall be notified of the date, time, and place for holding the election of officers at least 10 days prior to the date of election.

Section 5. Officer Elections

The election of officers of Agency M-1 and the order of succession in case of temporary vacancy shall be held in March (This is to provide enough time to train the new executive board and ensure a smooth transition between e-boards) or the meeting before the last meeting of the semester in the following order: Chief Executive Officer, Chief Information Officer, Chief Financial Officer, Vice President of Growth and finally the longest serving Project Manager.

Section 6. Voting

In the election of Agency M-1 positions or offices, the member receiving the majority of the total votes cast by secret ballot for the office in question shall be declared elected.

Section 7. Impeachment of Elected Agency M-1 Board Officers

If one-fourth (1/4) of the members of the Agency M-1 Board executive committee feel that an elected officer should be removed from office, they must submit a motion to Agency M-1 Advisory Board, in writing, and it must include the reason(s). If at least a simple majority (one more than half) of the members present and voting approve the motion, Agency M-1's Advisory Board and or Executive Officers may impeach the elected officer.

Section 8. Recall of Elected Chapter Officers

Agency M-1 members must vote on the recall of an elected officer after proper notice is given. A two-thirds (2/3) vote of the members present and voting is required to recall an elected Agency M-1 officer.

Section 9. Vacancies

If a vacancy occurs in any elected Agency M-1 office for any reason, Agency M-1 must hold a special election for that vacated office. Prior to holding the special election, it may be necessary for the Chief Executive Officer to appoint another member to temporarily assume the duties of the vacated office. If the vacated office is the Chief Executive Officer, then the Chief Information Officer assumes the responsibilities of the Chief Executive Officer until the outcome of the special election. If both officers (CEO & CIO) are vacant, follow the order of succession as stated in Article VII, Section 5.

Chief Executive Officer-Reports to the Faculty Advisor

Responsibilities: Maintain the communication between Advisory Board and Agency M–1 as the main point of contact, make major management decisions and manage the overall operations and resources of the agency.
Goal: Inspire and represent Agency M–1, its vision, mission, and goals to the students, administration, and public as the professional student-led digital consulting agency to benefit the business community at large

Chief Information Officer – Reports to the Chief Executive Officer
Responsibilities: Lead the executive team in the daily operation of the agency with the mission and vision as guideposts to grow the business and client relationships. Maintains the visual and contextual brand of information assets to be aligned and consistent with the vision and mission statement.

Goal: Execute the developed strategies to achieve the goals set by executive board of Agency M -1 by providing leadership and guidance to grow the agency’s vision and mission.

Chief Financial Officer - Reports to the Chief Executive Officer
Responsibilities: Maximize an agency’s operating performance and by communicating with the faculty advisor and advisory board in preparing operating budgets and overseeing a strategic plans for clients.

Chief Marketing Officer - Reports to the Chief Executive Officer
Responsibilities: Create a style book for the agency brand and assist the team to develop the outbound communication to contacts or clients of the agency.

Executive Vice President TBD - Reports to the Chief Information Officer
Responsibilities: Maintain a healthy work environment in which the consultants and associates can work with full concentration to achieve the goals of their projects for clients of the agency.

Vice President of Technology TBD -Reports to Chief Information Officer
Responsibilities: Facilitates communication with WSU C&IT and Agency M–1, client and their accounts, and HubSpot. Maintains the overall information flow of information assets for Agency M-1.

Vice President of Analytics TBD - Reports to Chief Information Officer
Responsibilities: Generates and maintains reports for Agency M -1’s overall performance, and shares and provides analysis of client accounts and marketing performance. Reports to the CIO.

Consultants (without a vote) and the Faculty Advisor (without a vote) and others that the Agency M-1 Board may add. The Chief Executive Officer may appoint such officers or committee chairpersons as deemed necessary, without a vote but on the advice and counsel of the Chief Information Officer and Chief Financial Officer without a vote or amendment to the by-laws.

Consultants
Reports directly to the Chief Information Officer and are appointed by the executive team appointed by the executive team. Tasks may include projects in event planning, marketing, community affairs, fund raising, financial planning, or as assigned by the executive board.

Article IX: Amendments

These Bylaws may be repealed, modified, altered or amended or new bylaws may be adopted at any regular or special meeting of the Agency M-1 Executive Board, provided that due notice is electronically or by mail of the proposed changes have been sent to all members of the Agency M-1 Board at least ten days preceding the date of said meeting. A two-thirds (2/3) vote of the Agency M-1 Board members present and voting shall be required to make an amendment to these Bylaws. All proposed amendments to these Bylaws shall be submitted in advance for review and approval by the Faculty Advisor and do not become effective until they are so approved.

Agency M-1By-Laws

Preamble

Table of Contents

Article I: Name

Section 1. Name