ICNA Constitution and Bylaws
Founded on September 12, 1973
During the Xth International Congress of Neurology
Royal Decree, Constitution and Bylaws
MINISTRY OF JUSTICE
Department of Cults, Donations, Legacies and Foundations
2nd Section, No. 12134S
Baudouin, King of the Belgians,
To all those present and future, Greetings.
In view of the petition whereby Ms. S. Pelc, M.D., acting in the capacity of Secretary-General of the International Child Neurology Association, seeks civil personality for this international association;
In view of the Articles of Association of the said association;
In view of the law of 25 October 1919, as amended by the law of 6 December 1954, permitting the grant of civil personality to international associations;
On the proposal of our Minister of Justice,
WE HAVE DECIDED AND HEREBY DECREE:
Civil personality is granted to the international association "International Child Neurology Association", the registered office of which is at Brussels.
The Articles of Association of the said association, appended to the present decree, are approved.
Our Minister of Justice is entrusted with the execution of the present decree. Done at Motril, 14 August 1974
By the king:
The Minister of Justice,
(sgd.) H. VANDERPOORTEN
Article 1: Name
An international scientific association is formed. Its name shall be the "International Child Neurology Association", herein after referred to as the "Association".
Article 2: Location
The Location of the registered office of the Association shall be the city of Brussels, Belgium.
Article 3: Purpose
The general purpose of the Association shall be:
1. To create a nonprofit association for child neurologists and members of allied professions from all parts of the world dedicated to promoting clinical and scientific research in the field of child neurology and encouraging the recognition of the child neurologist's competence and scope of practice,
2. To provide at an international level an outlet for interchange of scientific and professional opinions for the benefit and advancement of the neurological sciences in infancy and childhood,
3. To establish international scientific meetings, international co-operative studies, publications, translations, audio-visual means and to encourage international exchange of teachers and students in the field of child neurology.
Article 4: Membership
1. There shall be four types of membership as follows: active, associate, sustaining and honorary.
2. Active membership shall be for any physician properly trained, beyond medical school, in neurology, child neurology and paediatrics, and whose main clinical and/or main research activity are well established in the field of child neurology.
3. Associate membership shall be for any physician or scientist who shows and interest in neurology of infancy and childhood, whether in research or in medical care.
4. Sustaining membership shall be for any organization or person who wishes to support financially the aims and programs of the Association.
5. Honorary membership shall be for any person with active membership qualifications, who has distinguished himself in the field of child neurology.
Article 5: Rights and privileges of membership
1. Active members shall be entitled to vote and hold office in the Association.
2. All types of membership shall be entitled:
a. to attend the scientific meetings,
b. to receive or purchase at a reduced price publications of the Association,
c. to avail themselves of such professional, technical or advisory services as the Association may provide,
d. to be eligible to serve as members of such specialized working committees as the Association may establish.
3. Active and associate members shall pay an annual subscription.
4. Members shall have no personal liability for the obligations of the Association.
Article 6: Application for membership
1. Personal application for active membership shall be submitted by the candidate in writing. The application form shall include a curriculum vitae, referees, testimonials, full list of publications and a commitment to pay the annual due upon membership acceptance.
2. Personal application for associate membership shall be submitted by the candidate in writing. A curriculum vitae and list of publications related to child neurology shall be supplied.
3. Sustaining membership shall be at the discretion of the Executive Board. Honorary membership shall require previous approval of the General Meeting.
4. The Executive Board shall act as a Membership Committee. It shall accept or reject a membership application and determine the type of membership.
Article 7: Resignation, deletion, expulsion, change of class of membership
1. Resignation shall be tendered by registered mail to the Executive Board.
2. Deletion of membership shall be pronounced by the Executive Board for non payment of subscription during two consecutive years.
3. Expulsion or suspension of membership may be pronounced by the Executive Board in respect of any activity, prejudicial to the Association, provided approval by the next General Meeting.
4. Change of type of membership may be decided by the Executive Board for cause.
5. Members terminating their membership, for cause of death or any other reason, shall have no right to the properties of the Association.
Article 8: Governing bodies
The governing bodies of the Association shall be as follows:
1. General Meeting
2. Executive Board
Article 9: General Meeting
1. The General Meeting shall be the sovereign body of the Association.
2. There shall be a General Meeting at least every four years. It shall be held in such places as to provide for a world-wide balanced participation.
3. All active members shall have the right to one vote. Elections of the members of the Executive Board and Officers of the Association, together with voting on any items on the Agenda of the General Meeting subject to a vote, shall be conducted by electronic ballot prior to the General Meeting itself. Those active members not responding to the electronic ballot will be contacted for a postal vote prior to the General Meeting.
4. Voting shall be on the majority of members present or represented, except for modifications to the Constitution and for the dissolution of the Association.
5. The General Meeting shall have the following duties, among others:
a. to approve the reports and decisions of the Executive Board and to give the necessary directives for the future activities of the Association,
b. to approve the accounts of the past years and endorse the retiring Executive Board's administration,
c. to examine the financial prospects for the next years,
d. to approve proposals concerning amendments to the Constitution and Bylaws,
e. to elect the officers and members of the Executive Board,
f. and, in general, to legislate on all matters relating to the Association.
6. An Extraordinary General Meeting may be called by decision of the Executive Board or at the written request of at least one-third of the active members.
Article 10: Executive Board and Officers
The Executive Board shall comprise between ten and twenty-five active members providing for a balanced representation from the different groups of nations and continents.
1. The functions of member of the Executive Board shall be honorary.
2. The term of a member of the Executive Board shall be from one Ordinary General Meeting to the following one.
3. The Officers shall be: a President, two or more Vice-Presidents, a Secretary General and a Treasurer. One of the Officers at lest must be of Belgian nationality. By decision of the Executive Board the functions of Secretary-General and Treasurer may be combined for practical reasons.
4. The meetings of the Executive Board shall be valid if at least five members from different countries are present, of which two are Officers.
5. Voting shall be on the majority of members present. Voting by proxy shall not be allowed. In the case of equal vote, the President, or in his absence, the President of the meeting, shall exercise a casting vote.
6. Duties of the Executive Board shall be amongst others to:
a. carry out the decisions of the General Meeting,
b. direct the business of the Association between General Meetings,
c. determine the date and place of the General and Scientific Meetings and prepare their agendas,
d. establish the yearly budget and the amounts of the dues for the various types of membership,
e. take all desirable decisions, especially to safeguard the integrity of the Association.
7. The Executive Board shall be convened by the Secretary-General, either on his or the President's initiative, or at the request of five Board members from different countries. It shall meet at least once a year.
8. The Association shall be represented in all legal actions by its president, or/and its Secretary-general
9. The Executive Board may propose to suspend one of its members found guilty of grave violation of the Association's purposes. The decision shall be taken by the General Meeting.
Article 11: Bylaws
For all details and forms of operation and procedure not provided for in the present Constitution, reference shall be made to the Bylaws of the Association.
Article 12: Amendments to the Constitution and Bylaws
The Constitution and Bylaws shall only be amended by a General Meeting. Proposals for amendments shall be submitted to the Secretary general at least six months before the General Meeting. With the Executive Board approval, they shall be circulated to all active members not less than three months prior to the General Meeting. Amendments to the Constitution shall require a two-thirds majority vote of the active members, present or represented. Amendments to the Bylaws shall requires a simple majority vote of the active members, present or represented.
Article 13: Dissolution of the Association
The dissolution of the Association shall only be decided by an Extraordinary General Meeting convened especially for this purpose by not less than three months advance notice. The decision shall require a two-thirds majority vote of the active members, present or represented.
The General Meeting shall designate two receivers for the liquidation of the assets of the Association, the net proceeds of which shall be assigned to an international neurological organization pursuing aims close to those of the Association.
Section I: Objectives
To achieve the objectives of the Association as defined in the Constitution, efforts shall be made in multiple direction:
Article 1: Participation
The largest number of child neurologists and workers in cognate and related fields, from the largest number of countries, shall be invited to participate in the activities of the Association.
Article 2: Research
International inquires on child neurology, as a discipline and profession, and international collaborative studies and working projects on specific child neurology subjects shall be stimulated and/or established.
Article 3: Information
Information and documents on child neurology or pertaining to, whether published or collected by the association, shall be made available to the membership or be circulated more widely. In general, the circulation of professional information shall be encouraged.
Article 4: Exchange
a. International Working seminars, round-tables on selected topics as well as International Scientific meetings open to child neurologists and to specialists in other fields related to child neurology, shall be organized.
b. International exchange of students and teachers in child neurology shall be promoted. Information on opportunities in this field shall be circulated.
Article 5: Training
The recognition of child neurology as a speciality of its own in medical care, teaching and research shall be promoted among the profession and in medical schools. Models of training curriculum and program and outlines for certification requirements shall be made available to teachers in child neurology and the interests among medical graduates to enter this field shall be stimulated.
Article 6: Development
In general, all means for improving the development of child neurology in various parts of the world shall be studied and encouraged.
Section II: Membership
Article 7: Types of membership
a. Active membership shall be for any physician primarily active in child neurology, who has completed beyond medical school in specific teaching hospitals, departments or units:
three years of supervised full-time work in general neurology and child neurology (of which at least one year devoted to each),
and at least one year of full-time work in paediatrics.
Should exceptionally part of the above requirement not be met, evidence of special competence in child neurology through publications and a two-thirds affirmative vote of the Membership Committee shall be required.
b. Associate membership shall be for any physician or scientist, interested in child neurology and not eligible to active membership, whose participation in the Association could lead to mutual enriching interchanges, i.e.: chemists, child neurologists in training, electroencephalographists, electrophysiologists, geneticists, neuroanatomists, neurologists, neuropathologists, neurophysiologists, neurosurgeons, ophthalmologists, paediatricians, psychiatrists, psychologists, radiologists, virologists, etc.
c. Sustaining membership shall be for those individuals or organizations (commercial or not commercial) who wish to support financially the aims and programs of the Association.
d. Honorary membership shall be proposed to the General Meeting only after consideration by the Executive Board.
Article 8: Application for membership
a. Application for membership shall be in a personal capacity and be submitted in completing a form adopted by the Association.
b. The application form shall be provided by and returned to the Secretary-General who shall see that all documents required have been sent.
c. The list of publications, references and referees in English may be requested, as well as reprints or English summaries of reprints, if necessary.
d. An associate member having acquired the qualifications for active membership shall fill in a new application form.
Article 9: Membership Committee and Advisory Board
a. The Membership Committee shall elect four Advisers among its members. With the Secretary-general acting ex-officio, they shall constitute the Advisory Board of the Membership Committee to first examine the applications and designate the type of membership to suggest. One of the Advisers may be elected as Chairman of the Membership Committee. The Advisers and the Secretary-General shall be from five different countries.
b. Each application shall be forwarded by the Secretary-General, with his suggestion for type of membership, to the Advisory board. The Advisers' proposal for type of membership shall be returned to the Secretary-General within two months. The Advisory Board's proposals shall be final, provided there is unanimity or a majority including the Chairman and the Secretary-General. Otherwise, the applications and Advisory Board's reports shall be submitted to the Membership Committee. Voting by mail shall be authorized. Decision shall be taken within two months at a two-thirds majority vote, provided it includes members from at lest five different countries.
Article 10: Acceptance, resignation, deletion, expulsion, change of type of membership
a. Active and associate membership shall be effective upon admission to membership and reception of the annual dues.
b. Resignation shall be notified to the Secretary-General three months in advance, by registered mail.
c. Non-payment of dues for two consecutive years, confirmed by a registered letter notification giving another six months delay, shall result in automatic deletion.
d. Should any member, Executive Board member or Officer, be found guilty of infractions against the Constitution and Bylaws of the Association or misconduct, and given the opportunity to present his defence in writing, the Executive Board may decide to suspend or expel such member by a two-thirds majority vote, provided ratification by the next General Meeting. Such member shall be advised in writing. Voting by mail shall be authorized. If an Officer or member of the Board be that member, he shall immediately be removed from office, whether suspended or expelled.
e. Change of membership type may be decided by the Executive Board for active members who no more meet the requirement for active membership.
Section III: General Meeting
The Executive Board shall determine the dates and places of the General Meetings. These meetings shall be held as much as possible in a different country and provide for a balanced international representation and large participation.
Preparation of the agenda and order of business shall fall within the province of the Executive Board and in particular of the Secretary-General. Calling notice shall be sent at least one year and agenda three months in advance. Active members may submit items to be placed on the agenda providing notification to the Secretary-General six months prior to the Meeting.
The order of business of the General Meeting shall be as follows:
a. approval of the agenda
b. reading of minutes of preceding meeting
c. reports of Officers and endorsement of the retiring Executive Board's administration
d. reports of Specialized Working Committees,
e. unfinished business
f. new business
The President shall preside the General Meeting with the help of the Vice-Presidents. He shall control the proceedings, the suspension and closing of discussion. Alteration of order of business shall be approved by a majority vote.
Proxies in writing, including by electronic means, shall be handed over to the Secretary before the opening of the meeting
Associate, sustaining and honorary members shall be authorized to attend the General Meeting, except for those sessions restricted to active members.
Votes shall be cast by a shoe of hands except for membership questions, elections to the Executive Board, modification of the Constitution and Bylaws and dissolution of the Association. However, any active member, if sustained by two other active members present at the meeting, may ask for a vote by secret ballot on any matter.
In case of tie-vote, a second vote shall be taken and , if necessary, a third; thereafter the President shall cast the deciding vote.
Any resolution submitted by a member to the General Meeting shall be presented in writing.
Section IV: Election of Officers and executive board Members
Members and Officers of the Executive Board shall be elected in a personal capacity and not as representatives of any country or Institution or Organization they work for or belong to.
Only active members shall be eligible as members of the Executive Board, whether present or not at the General Meeting.
Active members of the Association may present their candidature either as member or as Officer to the Executive Board, six months before the General Meeting. Candidatures may also be presented by the Executive Board. The complete list of the candidatures shall be submitted for voting to the General Meeting.
Voting shall take place in successive stages. First of all the following shall be elected, on the basis of the largest number of votes obtained.
a. the President
b. the Secretary-General
c. the Treasurer
Each of these Officers shall be from a different country.
The election of the other members of the Executive Board shall then follow. To comply with article 10 of the Constitution providing for a balanced representation from the different group of nations and continents within the Board, the results of the voting shall be classified in two ways:
a. in the order of the number of votes obtained,
b. In six geographic regions 1) Africa, 2) East Asia-Oceania, 3) West Asia, 4) Europe, 5) North America, 6) Central-South
America. Each country will be assigned to a geographic group by the Executive Board in six geographical groups. In considering the two classifications the list of the Board members definitely elected shall be established in such a way that none of the geographical groups shall comprise more than one-third of the Executive Board membership (the President, the Secretary-general and the Treasurer included) and that each geographical group shall Have one member at least.
The Vice-Presidents shall be elected among the members of the Board by the Board itself in such a way that all officers shall be from a different country.
Section V: The Executive Board
Meeting of the Executive Board shall be convened at lest four months in advance. The agenda of the meeting shall be sent two months in advance. The meeting of the Board shall be held in such changing places as to provide for diversified international participation.
In the years when a General Meeting is held, the Executive Board shall meet before and after the General Meeting
At each of its meetings the Executive Board shall receive the reports of the President, the Secretary-General, the Treasurer and any other members of the Executive Board given particular assignments to complete.
The member of the Executive Board who foresees his absence form a meeting of the Board may write to the President, or to the Secretary-General to make known his point of view concerning any matter on the agenda to the attending members.
When the Executive Board is convened at the request of five Board members as foreseen in the Constitution, the meeting must take place at the latest six months after the request being received.
The meetings are presided by the President. In his absence, by one of the Vice-Presidents. In their absence, another member shall be designated by a majority vote.
Failing the quorum foreseen by the Constitution, the Board may pursue its discussions and take provisional decisions which shall not come into force until they have been approved in writing by the majority of the members of the Board.
All voting shall be by show of hand, but any member of the Board may ask for a vote to be taken by secret ballot. If the votes are equal, a new vote shall be taken and, if again equal, the President shall cast the deciding vote.
In case of emergency, when impossible to convene a Board meeting at short notice, the President and/or the Secretary-general shall be authorized to take a postal vote from all members of the Board. Members of the Board shall be informed as soon as possible of the results of the voting.
At each meeting a member of the Board shall be designated to record the proceedings of the meeting. The proceedings shall be read at the next meeting for approval or amendments, signed by the President, and remain in the custody of the Secretary-General.
Section VI: Officers and Their Duties
The President is the guardian of the Constitution and Bylaws of the Association. He shall preside at the General Meeting, Executive Board and Scientific meetings. He may appoint Specialized Working Committees and a Chairman to the Membership Committee, wit the approval of the Executive Board. He may sign all certificates and official documents.
The Vice-Presidents shall assist the President and perform his duties during his absence or inability to perform the same. The President may delegate some of his duties to the Vice-Presidents.
The Secretary-general shall supervise the work of the Association, be responsible for all membership questions, prepare the session of the General Meeting and Executive Board, ensure liaison between the members and the Association and preserve all archives and records of the Association.
The Secretary-General may, if foreseen and within the limits of budget, hire under his own responsibility, such secretarial help as may be necessary to carry out the administrative work of the Association.
The Treasurer shall be responsible for the financial management of the Association and for keeping the records of account of the Association. His duties shall be to establish the annual budget of the Association, collect the dues of the members, control the expenses, establish the annual balance sheet and submit it to the Executive Board and general Meeting. The balance sheet shall be certified by an independent and qualified auditor.
The Treasurer may, if foreseen and within the limits of the budget, hire under his own responsibility an accountant to establish technically the accounts and budget of the Association.
The Treasurer shall have in his custody all the funds of the Association. He shall be entitled, with the approval of the Board, to open such bank accounts he may feel necessary. He shall sign all documents pertaining to bank operations.
Section VII: Budget and Dues
Funds of the Association shall be provided by the annual dues and any other income derived from the Association's activities such as publications, contracts, organization of seminars, scientific meetings, etc. The Association may also receive donations, subsidies, legacies and gifts of all kind, and shall have the right to purchase, sell or mortgage real estate.
The financial year shall be the calendar year.
The budget shall be divided into three chapters:
a. day-to-day expenses; office expenses; office expenses, postal charges, etc.
b. special expenses; publications, cost of meetings, special missions, etc.
c. reserve fund.
All the expenses of the Association shall be provided for under their proper heading. However, in case of necessity, the Treasurer shall be authorized to transfer sums within the limit of each chapter. Any transfer from one chapter to the other shall require Board approval.
Annual dues shall be paid for the calendar year, disregarding the date of payment.
Annual dues for active and associate membership shall be set every year by the Board.
Sustaining membership dues shall be decided case by case.
Honorary membership dues shall be exempted from payment of dues.
In the event of resignation, suspension or expulsion, dues paid shall not be refunded.
Section VIII: Scientific Meetings and Specialized Working Committees
Scientific meetings shall be organized at which clinical and experimental observations on child neurology subjects can be presented. Special efforts shall be made to establish seminars, round-tables, etc., serving as a forum for child neurologists and distinguished workers in other fields (i.e. biochemists, immunologists, virologists, etc.) to meet and exchange scientific opinions.
The Executive Board may establish on a temporary basis Specialized Working Committees for the study in a given time of specific problems of or pertaining to child neurology. A report shall conclude each study, which the Executive Board may decide to publish. The Specialized Working Committees shall comprise a limited number of participants, of which one, at least, shall be a member of the Executive Board.
Section IX: Publications
The Association shall be entitled to publish such bulletins, journals, proceedings, leaflets and books as necessary, either by its own means or through a publisher. An honorary Editor or/and an Editorial Board may be nominated by the Executive Board and shall be chosen among the active members of the Association. The Editor shall participate ex-officio in the meetings of the Executive Board.
Section X: Amendments to the Bylaws
These Bylaws shall only be amended by a General Meeting. Proposals for amendments from the membership shall be submitted to the Secretary-General at least six months before the General Meeting and shall be forwarded to all active members not less than three months prior to the General Meeting with the agreement of the Executive Board. The proposals for amendments presented at the General Meeting shall be approved by a majority vote of the membership present or represented.
The proposals for amendments presented at the General Meeting shall be approved by a majority vote according to mechanisms outlined in Article 9 Section 3 of the Association's Constitution.
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