|
October 2001
ARTICLE I.
Name: The name of this organization is “THE INTERNATIONAL SOCIETY
OF NEPHROLOGY”.
ARTICLE II.
The mission of the ISN is to advance the discipline of nephrology
worldwide. To fulfill its mission, the ISN will enhance on a global level knowledge,
research, clinical practice and leadership in nephrology, all according to local needs.
The ISN shall use various means to achieve these goals including: publication of its
official journal, Kidney International, Fellowship Training, the use of commissions
to develop specific areas in nephrology, and scholarly meetings including the
International Congress of Nephrology.
ISN has been organized and shall be operated exclusively for the
purpose described above and/or other charitable, educational, and scientific purposes. No
part of the net earnings of the ISN shall accrue to the benefit of officers
or other private persons, or be distributed to its members, except that the
ISN shall be authorized and empowered to pay reasonable compensation for services rendered
and to make payments and distributions in furtherance of the purposes set forth in Article
II. No substantial part of the activities of the ISN shall be the carrying on of
propaganda, or otherwise attempting to influence legislation; and the ISN shall not
participate in, or intervene in (including the publishing or distributing of statements)
any political campaign on behalf of any candidate for public office. Notwithstanding any
other provision of these Articles, the ISN shall not, except to an insubstantial degree,
engage in any activities or exercise any powers that are not in furtherance of the purpose
of the Society.
Rules and By-Laws
ARTICLE I. Membership
Section 1:
The ISN shall consist of six classes of members:
(1) Members
(2) Joint members
(3) Emeritus members
(4) Honorary members
(5) Affiliated Societies
(6) Corporate members
Section 2:
An individual member shall be designated “Member of the
International Society of Nephrology.” Eligible for membership shall be any
physician or scientist holding a doctoral degree, who has manifested a
scientific interest in nephrology. He or she shall pay annual dues as determined by the
Council, which includes a subscription to the Society’s official Journal.
Members shall be members of the General Assembly and are eligible to
vote and hold office. The Council may revoke membership by a two-third’s majority
decision. Applications for membership in the ISN shall be submitted on a form approved by
the Executive Committee.
Section 3:
A joint member shall be designated “Joint member of the
International Society of Nephrology”. Entitled to joint membership at a reduced
collective fee shall be any group of up to 10 physicians or scientists in countries that
are judged financially disadvantaged by World Bank figures. The group is entitled to all
the privileges of full membership in the ISN and to one copy of Kidney International,
which must circulate among the group. Prospective participants in this program should
contact the ISN Treasurer for application forms and determination of eligibility. Except
for the reduced membership fee, joint memberships shall be considered as regular members
(Class 1).
Section 4:
An Emeritus member shall be designated “Emeritus member of the
International Society of Nephrology” and shall constitute those who have been members
for a minimum of ten years and who have made an appropriate request to the
Secretary-General of the ISN for cause, such as disability, retirement,
hardship, etc. Emeritus members do not pay dues but they may choose to continue their
subscription to Kidney International at a reduced rate.
Section 5:
An Honorary member shall be designated “Honorary member of the
International Society of Nephrology.” Honorary membership may be conferred upon any
individual who has made contributions of exceptional merit. Honorary members shall be
nominated by the Executive Committee and ratified by the Council and are subject to
approval by the General Assembly. They shall pay no dues and will receive the
journal free of charge.
Section 6:
An Affiliated Society shall be designated “Affiliated Society of
the International Society of Nephrology.” Affiliated Societies are national or
regional societies that adequately represent those concerned with scientific studies in
the realm of nephrology. Affiliated Societies may be other scientific societies or
represent a country, a grouping of countries by common consent, a region, a continent, or
other geographic entities. There shall be one Affiliated Society per country or region,
but exceptions may be granted by the Council. A responsible officer of each Affiliated
Society will send annually a list of individual members to the Secretary-General of the
ISN. In addition, the activities of the Affiliated Society should conform to the general
purposes of the ISN. Affiliated Societies will each have two votes in the General
Assembly.
Section 7:
A Corporate member shall be designated “Corporate Member of the
International Society of Nephrology.” Corporate membership may be extended to
any corporation, partnership, foundation, society, or other organization that has
contributed to the ISN annually a sum determined by the Executive Committee. Corporate
membership includes one subscription to the official Journal. Corporate membership is
authorized by the Council and shall be recognized annually in at least one publication of
the ISN.
Section 8:
Membership of Classes 1 and 2 terminates when dues have not been paid
for two consecutive years. A list of the members of the International Society of
Nephrology will be available at the Congress.
ARTICLE II: Finances, Journal Subscriptions and
Terms
Section 1:
The financial year of the ISN extends from January 1 to December 31.
All memberships shall be renewed annually or biennially. Dues are payable in advance and
will be considered to be in arrears as of January 1. All new members shall be
liable for the full annual dues for the year in which their application is accepted.
Section 2:
Kidney International shall be available as follows:
1. Non-membership subscription at full rate.
2. Members, Joint members and Emeritus members subscription at reduced rate
3. Library and other institutional subscriptions.
Section 3:
The subscription rates shall be determined by the Executive
Committee.
Section 4:
“Term” as used in the rules and by-laws is defined as the
period between two International Congresses of Nephrology.
ARTICLE III. Council
Section 1:
The Council of the ISN shall be the governing body and the legal
trustee of all property of the ISN. Its composition shall reflect the various disciplines
and geographic diversities of the Society. The duty of the Council is to set the policy
and to supervise the affairs of the ISN, to formulate by-laws, rules, and regulations.
The Council shall have all judicial and executive functions. Among its specific duties
shall be:
1. Election of the first four classes of members.
2. Election of the Vice-President from Members who are or have been members of the
Executive Committee or Council.
3. Ratification of the usual ascent of the Vice-President to President-Elect, and of the
President-Elect to President, which is intended for the strategic continuity of the
Society.
4. Ratification of the proposed appointments of all other members of the Executive
Committee,subject to final approval by the General Assembly.
5. To select two candidates for each unoccupied seat on the Council from the list of three
submitted by the Nominating Committee
6. Formulation of the general policies of the official Journal as well as other
publications
7.Decision on the frequency of International Congresses of Nephrology.
8. Selection of the Venue of the International Congress
as a rule, at least six years in advance.
9. Establishment of guidelines for activities and functions sponsored
by the ISN.
10. Any other functions not otherwise designated by the by-laws.
Section 2:
The Council of the ISN shall be composed of all the Executive Committee
members designated in Article IV, and 27 Councilors, all of whom shall be members
of the ISN.
Section 3:
Term of Office
Councilors may be elected for up to three terms if the interval between
Congresses is two years, and up to two terms if the interval is three years. Councilors
take office immediately after the meeting at which they were elected.
Section 4:
Council Meetings
1. There shall be two regular meetings of the Council at the time of the Congress, one
at the beginning of the Congress and the other, of the newly elected Council, at the end
of the Congress.
2. Additional meetings, called Special Meetings, may be held on the
recommendation of the majority of the Executive Committee.
3. An official mail ballot shall be circulated only after approval of
the ballot by the majority of the Executive Committee, the results shall be binding only
if two-thirds of the Council members respond, and two-thirds of the respondents register
approval of the ballot in question.
Section 5:
Quorum and Voting
Quorum for the conduct of the Council business shall consist of not
less than 40% of the total Council members entitled to vote. There shall be no proxy
voting. All decisions of the Council shall be made by simple majority vote of those
present unless otherwise specified in the by-laws. The Chair of the meeting shall have a
vote and a casting vote in case of a tie.
Section 6:
Filling of Vacancies
Any vacancy that may occur on the Council during a regular term by
virtue of death, resignation, disqualification, or elevation to office may be filled by
majority vote of the Executive Committee. Such an individual will serve the
remainder of the unexpired term or until such time as a regular ballot is held by the
Council. If it concerns a vacancy that occurs at the time of the regular election, then
the candidate from the same region who finishes as runner-up during the election will
occupy the seat.
ARTICLE IV. Executive Committee
Section 1:
The ISN Executive Committee shall include the Immediate Past-President,
President, President-Elect, Vice-President, Secretary-General, Treasurer, the Editor of Kidney
International, the Chair of the Commission for the Global Advancement of Nephroloqy
(COMGAN), and two Members nominated from the Council by the President in consultation with
the Nominating Committee and the Executive Committee, with the particular intent of
ensuring representation of the worldwide nephrology community on the Executive Committee.
Section 2:
Duties of the Executive Committee
Members of the Executive Committee shall exercise those duties
and rights normally pertaining to the offices they hold and in addition, any other duties
which may be assigned by the Council. Specific members shall have the following
duties:
1. The President shall have the final responsibility for the
administration of the Society. The President shall be Chair of the Council, the Executive
Committee and the General Assembly. Except for the Nominating Committee, the President
shall appoint the members of standing and ad hoc committees, including the Congress
Program Committee, on the advice of the Executive Committee unless otherwise stated in the
rules and by-laws. These shall be named at the regular meetings of the Council. The
President may, under special circumstances, call for a mail vote of the Executive
Committee, but the result is binding only if the vote is unanimous. The President shall be
responsible for the appointment or reappointment of the Editor with the advice and consent
of the Executive Committee. The President, in consultation with the Executive Committee
and the Nominating Committee, will select one nominee for Secretary-General and one
nominee for Treasurer, all to be ratified by the Council.
2. The President-Elect shall assist the President in any duties, which
the President may delegate, or designate and shall nominate members of the Nominating
Committee. The President-Elect shall take office as President at the end of the Congress
and preside as Chair over the second regular meetings of the Executive Committee and
Council.
3. The Vice-President shall preside at any official meeting which the
President is unable to attend and shall fulfill the duties of the President should
he or she be unable to discharge them. If both are unable to function, the line of
succession shall be President-Elect, Secretary-General, and Treasurer, respectively. The
Vice-President shall perform such duties as may be designated by the President and the
Council.
4. The Treasurer shall receive all
dues and other funds, pay all obligations and debts and render a complete financial
account to the Council and to the General Assembly. The Treasurer shall submit a proposed
budget to the Council. Any deviation from this budget of an amount to be determined by the
Council shall receive the approval of the Executive Committee before the expenditure is
made. The account of the Treasurer shall be audited annually by a legally authorized
auditor from the country in which the Treasurer resides. The auditor will sign the
cashbooks and the annual balance together with the Treasurer.
5. The Secretary-General shall keep a record of all classes of
membership of the ISN and keep a minute book of the transactions of the ISN and its
committees. The Secretary-General shall keep the records of all meetings of the Council,
the Standing Committees, and the General Assembly and prepare a Secretary’s Report dealing
with the activities of the ISN and submit it to the President before the Congress. The
Secretary-General shall be responsible for coordinating the Secretariat of the Society and
the time and location of its committee meetings during the Congress.
6. The Editor of Kidney International shall determine and be
responsible for the editorial and advertising policy of the official Journal with the
advice of the Executive Committee and the Council. Subject to the approval of the Executive
Committee, the Editor shall appoint the Editorial Board and its officers, taking account
of the international character of the Society. The Editor shall convene a meeting with the
editorial group at each Congress.
Section 3:
Executive Committee
1. Six members of the Executive Committee shall constitute a
quorum. The Executive Committee shall make decisions by majority vote, unless otherwise
specified. The Chair has the deciding vote. The Executive Committee may act on behalf of
the Council in intervals between regular Council meetings. These actions of
the Executive Committee must be ratified at the next official meeting of the Council.
2. The Executive Committee advises the Organizing Committee of the
forthcoming Congress according to the guidelines established by the ISN for the operation
of International Congresses. A member of the Organizing Committee of the previous Congress
shall assist in this task of the Executive Committee.
3. In case of war or other emergency preventing action by the Council
and the General Assembly, the Executive Committee may take over the functions of the
Council and the General Assembly and shall continue in office until the emergency is over
and until a meeting of the General Assembly and the Council can be held.
Section 4:
Term of Office
The President, President-Elect, Past-President and Vice-President serve
for one term. The Editor and COMGAN Chair may serve for more than three terms. The
Secretary-General, Treasurer and the remaining members of the Executive Committee may
serve for three terms.
ARTICLE V. Standing Committees
Section 1:
Standing Committees shall be:
1. Nominating Committee
2. Congress Program Committee
3. Such other Standing Committees as may be designated by the Council.
Section 2:
Nominating Committee
1. The Nominating Committee shall consist
of one member from each of the following regions: Africa, Asia and the Pacific, Europe, North America,
Latin America. No more than two of these members shall be former Councilors or
members of the previous Executive Committee. Members and the Chair of the Nominating
Committee are proposed by the President-Elect following the Congress at which the election
took place. The list of candidates is to be ratified by the Council by mail ballot. The
Council, by majority of respondents, may reject the list, but only once. A second list
supplied by the President-Elect, which must contain at least three new candidates,
constitutes the official Nominating Committee without further ratification by the Council.
In case of a subsequent vacancy or the inability of a member to serve, the President-Elect
shall make a replacement appointment. The Nominating Committee, through its Chair, shall
confer frequently with the President in the intervals between Congresses.
2. The Nominating Committee decides by mail ballot at an early stage on
the distribution of the unoccupied seats on Council among the five regions as defined
under Article V, Section 2 (1).
3. Members of the Nominating Committee are expected to hold appropriate
consultations with the nephrological community within their region to generate names to be
considered as candidates for the Council and Executive Committee. Candidates shall be
selected as individuals on the basis of their contributions to the progress of nephrology.
The names and curricula vitae of candidates shall be submitted by the members of
the Nominating Committee to its Chair who shall distribute the complete material to all
Committee members.
4. At a meeting of the Nominating Committee, the number of candidates
shall be reduced to three for each unoccupied seat on Council and to three for each
unoccupied seat on the Executive Committee. The Chair of the Nominating Committee shall
submit the list of proposed candidates for the Council and the Executive
Committee together with a brief resum� to the President at the time of the last Council
meeting before the International Congress, i.e. usually at the ASN annual meeting
preceding the Congress. For the benefit of continuity, the Vice-President
generally ascends to the position of President-Elect after ratification by the Executive
Committee and the Council.
5. At the above Council meeting, the Council produces from the names
submitted by the Nominating Committee a list of candidates containing two names for each
unoccupied seat on the Council, attempting to establish equity in scientific discipline
and in geography. The list of two candidates for each unoccupied seat on Council shall be
published and mailed to the membership. The ballot procedure shall be coordinated
by the Secretary-General. The result of the ballot will be made public at the Congress.
From the candidates for the vacancies on the Executive Committee, the Council will elect
at its first meeting during the International Congress a single candidate. The Council
shall present the list of candidates for the Executive Committee to the General Assembly
for ratification.
6. Interim vacancies in any position may be filled by the Executive
Committee, and such individuals shall serve until the next official meeting of the
Council.
Section 3:
Management of Kidney International
The Executive Committee shall assist the Editor and the Treasurer in the business
affairs of Kidney International. Minutes shall be kept and filed with the
Secretary-General.
Section 4:
ISN Congress Program Committee
The ISN Congress Program Committee is the official liaison between ISN
and the local Organizing Committee of the forthcoming Congress for the preparation of the
scientific program. The number of Committee members depends on the total composition of
the Program Committee and may vary from congress to congress.
1. The ISN Congress Program Committee shall generally be comprised of
six members, at least two of whom, as a rule, shall be Councilors, Past-Councilors or
previous Program Committee members. Its composition shall reflect forefront science in
nephrology in the broadest sense and the internationality of ISN.
2. Members of the ISN Congress Program Committee are appointed for two
terms. To assure continuity from Congress to Congress three members shall be appointed
immediately following each Congress by the President in consultation with the
Council. The Chair of the ISN Congress Program Committee is appointed by the President and
must be a Councilor or Past-Councilor or a member of a previous Congress Program
Committee, and shall serve as Chair for one term only.
3. The ISN Congress Program Committee shall seek input from the
Scientific Commissions and shall encourage suggestions from members and Affiliated
Societies concerning format and content of the scientific program of the Congress. The ISN
Congress Program Committee meets at the expense of ISN with the local Organizing and
Program Committees, as needed, in particular during the initial planning phase of a
Congress.
4. The final scientific program of the forthcoming Congress, which
shall also reflect the input of the local Organizing and Program Committees, shall be
approved by the ISN Congress Program Committee and must conform to the principles
established by ISN.
Section 5:
Filling of vacancies
Any vacancy that may occur on the Standing Committees may be filled by the President,
subject to the approval by the Executive Committee at its next meeting.
ARTICLE VI.
Scientific Commissions
Scientific Commissions dealing with specific aspects of nephrology can
be established by the Executive Committee subject to the approval of the Council.
Normally, the Chair of each Commission shall be appointed by the Executive Committee for
two terms with an option for renewal. The Chair shall recommend members of the Commission
for approval by the Executive Committee according to the rules established by ISN. The
Commissions shall assist the ISN Congress Program Committee in the generation of the
scientific program and shall fulfill the aims and objectives of Scientific Commissions as
defined by ISN. The Executive Committee shall decide about the termination of a Scientific
Commission.
ARTICLE VII. General Assembly
The General Assembly shall be
composed of all members attending the Congress and two delegates from each Affiliated
Society. No other classes of membership shall vote. The meeting of the General Assembly
will be held during the Congress after the first regular meeting of the Council.
The functions of the General Assembly shall be:
1. To ratify the Council’s election of the Vice-President, appointment
of Executive Committee members and the results of the ballot for new Councilors.
2. To ratify the actions of the Council on the membership of Affiliated
Societies and of other classes.
3. To ratify changes in by-laws, rules and regulations as recommended
by the Council. Any proposed change must be submitted in writing to the President and
signed by five members and voted upon by the General Assembly regarding submission to the
Council. The proposed change will then be submitted to the Council for debate and action.
4. To ratify decisions concerning the location of future Congresses.
5. To vote upon any item of business which the Council brings before
the General Assembly. All decisions will be made by simple majority vote of those members
present at the General Assembly, unless otherwise stated in the by-laws and regulations.
The Chair has the deciding vote.
ARTICLE VIll.
Scientific Meetings
The ISN will hold International
Congresses at regular intervals as determined by the Council. The ISN may sponsor other
international or regional meetings, workshops and symposia as the Executive Committee sees
fit, but shall not obligate the ISN financially in excess of the budget approved by the
Council.
ARTICLE IX. Free
Circulation of Scientists
Organizers of a Congress of the ISN
and of meetings sponsored by the ISN must, at the time of the invitation, agree in writing
to the resolution of the International Council of Scientific Unions (ICSU) regarding the
free circulation of scientists.
ARTICLE X. Agendas and Minutes of
Meetings
Section 1:
Agendas
1. The agendas for the meetings of the Council and Executive Committee
to be held at the time of the Congress should be distributed at least one month prior to
the meeting. New points can be added to the agendas and acted upon at the time of the
meeting. The agendas for Special Meetings of the Council and the Executive Committee
should be distributed at least one month prior to the meeting, unless there is an
emergency. Decisions can be reached during Special Meetings only on items listed on the
agenda, except in the case of urgent or unpredictable business.
2. The agenda for the General Assembly shall be published in Kidney
International before the Congress. Further suggestions to the agenda have to be made
to the Council prior to its first Regular Meeting.
Section 2:
Minutes
Minutes of the Committee Meetings and the Council Meetings shall be
distributed not later than three months after the meeting. Minutes of the Meeting of the
General Assembly shall be ratified by the Executive Committee and published in Kidney
International.
ARTICLE XI. Circulation of Information
Major affairs and decisions of the Society and its committees shall be
published in Kidney International. The text should be prepared by the President and
the Secretary-General in cooperation with the Editor.
ARTICLE XII. Amendments
Section 1 :
Amendments to the by-laws may be proposed in writing by a majority vote
of the Executive Committee. The amendment must be circulated one month in advance of any
official meeting of the Council. The amendment must be acted upon at the next official
meeting of the Council. The notice of such an official meeting shall contain an
announcement, text, and explanations of the proposed amendment or amendments. Proposed
amendments shall require for their adoption an affirmative vote of two-thirds of the
Council, present. The Council action shall be ratified by the General Assembly, as
proposed in Article VII.
Section 2:
Upon dissolution of ISN, the Council shall, after paying or making
provision for the payment of all of the liabilities of ISN dispose of all of the assets of
ISN exclusively for the purposes for which ISN was organized and operated, in such manner,
or to such organization or organizations organized and operated exclusively for
charitable, educational, or scientific purposes, as the Council shall determine. The
decision of the Council as to the disposition of the assets of ISN shall be ratified by
the General Assembly or by the members.
ARTICLE XIII. Indemnification
The ISN shall indemnify each member of the Executive Committee,
Council, or any Committee of the ISN against any liabilities or expenses, including
attorney’s fees, reasonably incurred by such a member in connection with any actual
or threatened legal action to which he or she might become a party by reason of being such
a member, except to the extent that the said member shall be adjudged in such action to be
liable for gross negligence or willful misconduct in the performance of his or her duties.
back to top
|
