By-Laws
ARTICLE I
Name and Purposes of the Society
Section 1: Name
The name of the organization shall be the Society for Inherited Metabolic Disorders, hereafter referred to as the SIMD.
Section 2: Purposes
The primary objectives of the SIMD are:
1. To increase knowledge of physiology, biochemistry, protein function and genetics and the epidemiology, etiology, metabolism, pathogenesis, and prevention of conditions in humans that can arise because of inherited defects in body chemistry or protein function, collectively designated here as Inherited Metabolic Disorders.
2. To promote research in inherited metabolic disorders.
3. To bring into closer contact clinicians and investigators in the many general fields that involve inherited metabolic disorders.
4. To promote technological and therapeutic advances for effective detection, care and prevention of inherited metabolic disorders.
5. To maintain a core of qualified investigators and practitioners in the field of inherited metabolic disorders.
6. To promote public understanding of inherited metabolic disorders.
7. To promote training of researchers and clinicians interested in inherited metabolic disorders.
It shall be the goal of the SIMD to foster these objectives by:
1. Providing a forum for communication among experienced clinicians and investigators.
2. Providing an opportunity for inter-center communication and collaboration.
3. Providing a forum to identify and resolve common problems.
4. Advising the public and public policy makers directly and in collaboration with other existing public organizations that promote health care and research in inherited metabolic disorders.
5. Promoting public funding in support of the above objectives.
6. Fostering public interest in issues that impact upon the interests of the SIMD.
ARTICLE II
Membership
Section 1: Members
Charter Members
Those physicians and scientists who voluntarily agreed to provide
consultative services and dietary surveillance in the treatment of inherited
disorders of amino acid metabolism through the subcommittee on Nutrition of the
Active Members
Any physician, scientist, or other professional actively involved in clinical or basic research or patient care directly related to the diagnosis, management and basic mechanisms of inherited metabolic disorders shall be eligible for membership in the SIMD.
Emeritus Members
Active members who have retired from full-time service may apply for Emeritus membership in the SIMD. Such persons will not be assessed regular annual dues but will be expected to pay all charges relating to attendance at meetings of the SIMD or for any other matters that may, from time to time, be assessed on all other members of the Society including payment of subscriptions for any publication that is provided to active members as part of their regular annual dues. Emeritus members have the same privileges as active members in regard to Committee and Board appointments, proposing new members and voting on all issues that come before the general membership.
Candidate Members
Any trainee (graduate student or postdoctoral fellow) in the field of inherited metabolic disorders shall be eligible for candidate membership in the SIMD.
Candidate membership may be renewed annually, with provision of certification that the individual remains in training. A candidate may be considered for active membership upon completion of training and upon receipt of a new and complete application. Annual membership dues for candidate members shall be decided by a majority vote of the Board of Directors. Failure to pay dues will result in loss of membership.
Application for
Membership
Application for active membership in the SIMD may be submitted at any time. Instructions and application forms are available from the website, the SIMD administrator, or the Membership Chair. The submitted application should contain all information requested on the application form, including a current curriculum vitae, and the names of two active or emeritus members of SIMD who will serve as sponsors for the applicant. Application is not complete until the SIMD has received a sponsorship form (available with the application form) from each sponsor.
Applications for membership are reviewed by the Membership Chair whose recommendations are reviewed quarterly by the Board of Directors. The Board will vote on all applications, and those applicants receiving a majority of votes in favor of acceptance will be presented to the membership of the Society for approval. Applications will be voted on by the membership of the Society either by electronic ballot or at the annual meeting of the Society. Approval of applications will require a majority of the votes cast.
Section 2: Voting Rights
Each active and emeritus member shall be entitled to one vote on each matter submitted to a vote of the membership.
Section 3:
Resignation
Any member may resign by filing a written resignation with the Secretary.
Section 4:
Termination
Membership in the SIMD may be terminated after a member has failed to pay membership dues for three (3) years. Notice of termination shall be mailed following the third year in which dues were not paid. Membership may be reinstated by payment of all back dues within six months of receipt of termination notice.
ARTICLE III
Officers
Section 1: Board of
Directors
The government of the SIMD and the management of its affairs shall be vested in the Board of Directors.
The Board of Directors shall consist of the President, President-Elect, the most recent Past President, Secretary, Treasurer, at least five and no more than 12 Directors-at-Large, amongst whom shall be designated a Program Director. The Chairs of all other standing committees of the SIMD may be appointed to the Board at its discretion, but their membership on the Board expires when they relinquish their duties as a committee Chair.
The Board of Directors shall be authorized to employ such individuals as it deems necessary for the operation of the Society. The Board shall also be authorized to allocate funds necessary for the operation of the Society, and to reimburse Board members for expenses incurred related to the Society function.
Section 2: Meetings
of the Board of Directors
A regular annual meeting of the Board of Directors shall be held with prior notice, immediately before, and at the same place as the annual meeting of the members. At the discretion of a majority of the Board members, additional meetings of the Board of Directors may be held at other times. Passage of all resolutions of the Board shall require a majority of votes cast by members of the Board who are present at the meeting.
Section 3: Election
of Officers
1. The officers shall be elected at the Annual Meeting. The President shall serve for a term of two years and shall not be eligible for reelection to that post for a period of at least four years. The President-Elect shall succeed to the Presidency upon completion of the President's term or at such time as the President leaves office. Secretary, Treasurer and Membership Chairperson shall serve for staggered 3 year terms and shall be eligible for reelection for one additional term. Directors-at-Large shall serve for 3-year terms and may be reelected for one additional term.
2. The nominees shall be considered elected if they receive a majority of votes cast at the Annual Meeting.
Section 4: Vacancy
in Office
Should the office of the President be vacated by the President and the President-Elect, the Program Chair shall succeed to the Presidency. Should the Offices of the Secretary or Treasurer become vacant during the terms of office, the Board of Directors shall appoint a successor or successors to serve for the unexpired term(s) of the preceding officer(s).
Section 5:
President
The President shall be the principal executive officer of the SIMD and shall preside at all meetings of the SIMD and of the Board of Directors. The President shall make a report to the members of the SIMD covering the activities of the SIMD and of its Board of Directors for the full period of his term in office.
Section 6:
President-Elect
The President-Elect shall, in the absence of the President, preside at all meetings of the SIMD and of the Board of Directors.
Section 7:
Past-President
The most recent Past-President shall serve as chair of the Nominating Committee and remain a member of the Board of Directors for additional two years after leaving the office of President.
Section 8:
Secretary
The Secretary shall attend and keep a record of all meetings of the SIMD and of the Board of Directors and perform all duties customary to the office. The Secretary shall be reimbursed for the expenses incurred for the services she or he shall have rendered the SIMD during the year. This shall include expenses for necessary secretarial services that have been employed for the proper fulfillment of the office.
Section 9:
Treasurer
The Treasurer shall receive funds of the SIMD and shall disburse the same as authorized by the Board of Directors. Withdrawals from all accounts of the SIMD shall require the approval of the Treasurer. The books, accounts and vouchers shall be examined at least every three years by auditors from outside the organization and a report made to the Board of Directors and to the members of the SIMD. The Treasurer shall serve as chair of the Finance and Audit Committee.
Section 10: Program
Director
The Program Director will serve as chair of the Program Committee and shall be responsible for organizing an annual meeting of the Society and other meetings as designated by the Board. The Program Chair shall in a timely fashion,
1. Write all members announcing the date and location of the Annual meeting.
2. Provide each member of the SIMD with a copy of the scientific program for the meeting.
3. Be responsible for the organization and general execution of the Annual Scientific Meeting.
4. Act as a liaison to other professional organizations to help coordinate joint sessions and/or meetings as designated by the Board.
Section 11:
Directors-at-Large
The Directors-at-Large shall serve on the Board of Directors not more than two 3-year terms not including time in an SIMD Board of Directors Office. They include newly elected Directors-at-Large, those with continuing terms and the most recent past President of the SIMD who can serve only two years past presidency. Directors-at-Large shall be nominated by the Board, voted on by the Society at the Annual Meeting, and elected to serve by a majority of Society members voting.
Section 12: Liaison
Representatives from the SIMD to other organizations
The Board will appoint liaison members to other organizations on request, No member of the SIMD can officially represent the SIMD to any other organization without first having this position approved by the Board of Directors of the SIMD. Such Liaison representatives will be appointed for a period of three years and will be eligible for reappointment for one additional term of 3 years.
Section 13: Liaison
Representatives from other organizations to the SIMD
Liaison representatives from other organizations are expected to attend the Annual Board meeting of the SIMD and to report to the SIMD upon actions in their parent organization that may impinge upon the interests of the SIMD or its members.
ARTICLE IV
Committees
Section 1:
Committees
The standing committees of the SIMD shall be:
Membership Committee
Program Committee
Nominating Committee
Finance and Audit Committee
Public Issues Committee
Informatics Committee
Section 2: Committee Appointments
The President in consultation with the Board of Directors will appoint active members to the Standing Committees. Members who are on the Board of Directors are eligible for appointment as members or Chairpersons of Standing Committees. The Membership Director shall serve as Chair of the Membership Committee. The Program Director shall serve as chair of the Program Committee. The Past-President shall serve as chair of the Nominating Committee. The Treasurer shall serve as chair of the Finance and Audit Committee. The chairs of other committees will be appointed by the Board and may be added to the Board at its discretion. Those so appointed will serve under the same rules that govern all other Directors. Additional members of such committees shall be appointed from the active or emeritus members of the SIMD but shall not be voting Board members unless elected to the Board under the rules that govern such appointments.
Section 3: Duties
of Membership Committee
The Board of Directors acts as a Membership Committee. At the annual meeting they shall recommend the newly approved candidates for election to membership by a majority vote of active members present and voting.
Section 4: Duties
of the Program Committee
The Program Committee shall propose each year, the format of the annual scientific meeting and shall be responsible for the general organization and execution of that meeting.
Section 5: Duties
of the Nominating Committee
This committee will be chaired by the immediate Past-President who shall appoint additional ad hoc members to serve on the committee during his tenure. All such appointments shall terminate with the change in the Chairperson of this committee; ad hoc members of this committee shall be eligible for reappointment for additional terms at the discretion of the new chairperson. The Nominating Committee shall select and nominate from the membership of the SIMD, at least one candidate for each Society office that is to be filled at each annual business meeting. The nominees for these offices shall be considered elected if they receive a majority of votes cast at the annual meeting. The elected members of the Board of Directors shall take office at the termination of the Annual Meeting.
Nominations for such offices may also be made by petition of 10% of the membership of the SIMD.
Section 6: Duties
of the Finance and Audit Committee
The Finance and Audit Committee shall consist of the President, the President-Elect and the Treasurer. The Treasurer shall chair the committee. They shall appoint auditors from outside the SIMD to audit the financial records of the SIMD at least once every three years. The Finance and Audit Committee shall submit a report of the audit to the Board of Directors and to the membership at the time of the annual meeting of the SIMD.
Section
7. Duties of the Public
Issues Committee
The Public Issues Committee shall consist of a chairperson to be appointed by the Board of Directors, The President of the SIMD, at least one other member of the Board of Directors of the SIMD and other active members of the SIMD appointed by the chairperson. The Chairperson shall serve for a term of 3 years and can stand for re-appointment. The Public Issues Committee will formulate policies that best represent the interests of the SIMD within the public forum, present those polices to the Board for approval, and actively engage in fostering those policies approved by the Board of Directors and/or by the membership at large.
Section
8. Duties of the Informatics
Committee
The Informatics Committee shall consist of a chairperson to be appointed by the Board of Directors, the President of the SIMD, and other active members of the SIMD to be appointed by the Chairperson. The Chairperson shall serve for a term of three [3] years and will be eligible for reappointment for 1 additional term. The Informatics Committee will collect and distribute electronic data to facilitate research and communication among members of the SIMD and shall be responsible for the content and maintenance of the Internet website of the SIMD, for electronic communication between members and for access by members to digital resources.
Section 9: Ad Hoc
Committees
The President with the advice of the President-Elect, may appoint Ad Hoc Committees as desired and necessary for the fulfillment of the aims of the Society. Such appointments shall terminate with termination of the President who made the appointment(s). All such appointees will be eligible for re-appointment by the incoming President. All Chairpersons of ad hoc committees will be required to present a report of activities to the Board during its annual meeting.
Section
10. Duties of SIMD Liaison
Representatives
The duties of liaison representatives of the SIMD are to act on behalf of the SIMD, to represent the interests of the SIMD, and to report back to the Board at its Annual Meeting or on other occasions as required by the Board, regarding all issues that are of import to the Society and/or its members.
ARTICLE V
Section 1: Place
and Format of Scientific Meetings
The Board of Directors shall determine the place, date and purpose of any meeting it may deem necessary. The format and duration of meetings shall also be determined by the Board of Directors. The Program Director shall determine the place for the Scientific Meeting in a timely fashion. The topic for the Scientific Meeting shall be chosen by the Program Committee in consultation with the Board of Directors. The Board shall determine policies for reimbursement of expenses for speakers presenting at the Scientific Meeting.
Section 2: Action
of the Program Committee
The Program Committee shall, at the advice of the Board of Directors:
1. Establish procedures for the submission and the time for announcing calls for titles for papers to be submitted before the scientific meetings of the SIMD.
2. Review submitted papers and select those to be presented at the scientific meetings of the SIMD.
3. The Program Committee shall arrange the order of the program for the scientific session, select moderators for each session, and provide the members with the copy of the program in a timely fashion.
4. The Program Committee shall be responsible for submitting grants and/or soliciting other funds to help support the annual meeting.
The Society may designate special scientific awards aimed at recognizing extraordinary contributions of a member to the Society. The Society may allocate funds to serve as a prize for such awards.
ARTICLE VI
Dues
ARTICLE VII
Amendments
Section 1:
Amendments to these By-Laws may be proposed by the Board of Directors or through a petition from ten (10) members of the SIMD
Section 2:
The Secretary shall send the members notice of proposed amendments at least thirty (30) days before any vote may be taken. Voting can be either at the Annual Business Meeting or by paper or electronic mail vote ballot at times other than the Annual Business Meeting.
Section 3:
Amendments may be adopted by an approving vote by two-thirds majority of active members voting. Amendments shall be effective immediately after approval.
1) This corporation is organized exclusively for scientific, scholarly, and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code.
2) This organization is not organized for profit, and no part of the net earnings shall inure to the benefit of any private share-holder.
3) Upon the winding up and dissolution of this corporation, after paying or adequately providing for the debts and obligations of the organization, the remaining assets shall be distributed to an organization which has established its tax exempt status under Section 501(c)(3) of the Internal Revenue Code.
APPROVED
By electronic vote,
Following 2004 Annual Meeting
Date June 4, 2004