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Proposed Rules for the BTS

Revised from the Society Constitution of October 1995 (see 'the Society' page for 1995 version at www.bts.org.uk/constitution.htm). Major changes / updates are underlined.
1
The Society shall be called "The British Transplantation Society (BTS)".
2
The objects of the Society shall be to advance transplantation by:
- the study of biological, clinical, social and ethical problems of tissue and
organ transplantation
- facilitating contact between persons interested in transplantation
- making new knowledge available to any person for the general good of the community
- retaining intellectual property rights over its activities
- pursuing other matters relevant to transplantation
3
The Society Members shall be elected as in rules 4, 5, 6 & 7. Members, excepting Associate Members, shall be Members of The British Transplantation Society (BTS) Company.
4
Applicants for Membership shall send to the General Secretary their names and qualifications on a special form provided for the purpose. Each application must be supported by at least two Members who have personal knowledge of the applicant and who certify the applicant's qualifications, experience and interests as being within the remit of the Society. Applicants must accept the Rules of the Society. All applications for Membership must be approved at the next meeting of the Board, before the benefits of Membership are granted. Following retirement from their main employment, Members may apply to the Board to continue their Membership, with full privileges of Membership, but without payment of the annual subscription.
5
Each Member shall pay an annual subscription. The level of the subscription shall be set by the Board and shall be payable in advance, being due on 1st January of each year. No Applicant shall be admitted to the privilege of Membership until the first annual subscription has been paid. Applicants granted Membership after 1 October shall not be liable for payment of subscriptions until the following 1st January.
6
In exceptional circumstances, Associate Membership may be granted to an overseas applicant whose financial circumstances are limited. Associate Members shall have the same privileges as Members but shall not be Company Members, shall not pay membership fees and shall not attend the Company Annual General Meeting.
7
The Board shall, at its discretion, nominate persons of distinction in the field of Transplantation to Honorary Membership. Honorary Members shall not be required to pay annual subscriptions, but shall enjoy full privileges of Company Membership.
8
Resignation of Membership shall be made in writing to the Company Secretary, and the Member resigning shall be liable for the payment of the annual subscription for the current year, together with any arrears up to the date of tendering of resignation. Any Member whose subscription is more than one year in arrears and who has been duly notified of the fact shall, if the Board sees fit, cease to be a Member of the Society and of the Company. Persons having ceased to be Members because of subscription arrears shall be eligible for election to the Society, as in rule 4.
9
Commercial companies having an interest within the remit of the Society may apply for Corporate Partnership with the Society. The benefits conferred by Corporate Partnership and level of Corporate Partnership shall be described in the Statement of Recommended Practice. Applications for Corporate Partnership shall be considered and granted by the Board.
10
The Company Directors shall be the President, Vice-President and the Treasurer. The Trustees of the Society shall be the Company Directors and the General Secretary. The Board of the Company shall consist of the Trustees together with the Company Secretary. The Company Secretary shall be appointed by the Directors and usually will be the General Secretary. The Society Council shall consist of the Trustees, six Councillors elected by the Members, and co-opted persons. The Board shall have the power to co-opt persons to Council in the event of an unforeseen vacancy, or to support the work of the Council. Co-opted persons shall usually be the chairpersons of Society Committees or representatives of other Societies or Associations whose work is relevant to the aims of the Society. The Council shall generally meet three times each year including a meeting at the time of the Annual Congress. The quorum of any Council Meeting shall be six Councillors, two of whom must be Board Members.
11
The President shall be elected by the Membership for a period of four years, the first two of which will be served as Vice-President. At any time there shall be a President and Vice-President in office. A Member serving as President shall not be eligible for re-election within one year of their retirement. The responsibilities of the President and Vice-President shall be set out in the Statement of Recommended Practice.
12
The Treasurer shall be elected by the Membership for a period of five years. A Member serving as Treasurer shall not be eligible for re-election within one year of their retirement. However, if there are no nominations for Treasurer, the Treasurer may offer himself for immediate re-election. The responsibilities of the Treasurer shall be set out in the Statement of Recommended Practice.
13
The General Secretary shall be elected by the Membership for a period of three years. A Member serving as General Secretary shall not be eligible for re-election within one year of their retirement. The responsibilities of the General Secretary shall be set out in the Statement of Recommended Practice.
14
The Education Secretary shall be elected by the Membership for a period of three years. A Member serving as Education Secretary shall not be eligible for re-election within one year of their retirement. The responsibilities of the Education Secretary shall be set out in the Statement of Recommended Practice.
15
Councillors shall be elected by the membership for a period of three years. A Member serving as a Councillor shall not be eligible for re-election within one year of their retirement. Councillor's responsibilities shall be set out in the Statement of Recommended Practice.
16
Each year, not less than two months before the Annual General Meeting of the Company, the General Secretary shall circulate to the Members the names of the existing Council and seek nominations to replace any retiring Officer and the two retiring Councillors. Nominations may be made by any two Members. Each such nomination must be accompanied by a written statement from the nominee that he or she is willing to serve together with a short curriculum vitae. Candidates for election to membership of the Council must have been Members of the Society for a minimum of two years. The closing date for nominations shall not be less than 4 weeks from the date of the call for nominations.
17
The election process shall operate in accordance with the Statement of Recommended Practice. Those elected shall take office at the close of the Annual General Meeting of the Company. In the event of no nominations being received within the appropriate time, nominations may be made by the Council. In the event of a single nomination for a post, ratification of the appointment will be required at the next Annual General Meeting of the Company.
18
The Business of the Society shall be conducted by the Council and the President shall act as Chairman of the Council. The functions of the Council shall be set out in the Statement of Recommended Practice. The President or his nominee shall represent the interests of the Society as and when necessary to the public and to official bodies concerned with Transplantation.
19
In any matters concerning interpretation of the Rules the decision shall rest with the Board. The Board shall decide any matters concerning the Society that are not explicitly covered by the Rules.
20
The Society shall establish Committees with a remit to manage specified aspects of the Society's activities. Each Committee shall have a chairperson elected by the Members for a period of three years. Committee members shall be appointed by the Council, according to their interests in the specific field taking into account their expertise. The responsibilities of the Committees and of the Committee chairpersons shall be set out in the Statement of Recommended Practice. No Committee shall act independently of the Society Council and all financial matters will remain with the Board. Each Committee chairperson shall be a member of the Council and shall report to the Council on the activities of the Committee. Committee members shall not be eligible for re-election within one year of their retirement from the Committee.
21
The Society shall hold an Annual Congress where Members shall have the opportunity to discuss their research and any scientific, clinical or other matters of relevance. A non-member may submit a scientific communication to the Congress at the invitation of Council or after proposal by a Member. There will be a time specified at the Annual Congress for the Annual General Meeting of the Company and for a Business meeting of the Society. The Company accounts will be presented at the Company AGM and there will be time given for Company Members to present specified motions to the Company Board. The AGM of the Company and the Business Meeting of the Society shall be open only to Company Members. The quorum for the AGM of the Company and for the Business Meeting of the Society shall be 30 members. The Company Board shall present their reports at the Business Meeting of the Society. The Council shall convene additional Business Meetings on the request in writing of not less than fifty members to the Company Secretary. Such requests shall state the purpose for which the meeting is required.
22
The conduct of the Society's Business Meetings shall be in the hands of the Board.
23
Each Company Member shall have the right to vote in all ballots and upon all questions submitted to the AGM of the Company or to any Business Meeting at which the member is present. Matters shall be decided by a simple majority.
24
The Council may cause the removal of a Member from the Society if in the opinion of the Board and the Council the interests of the Society require it. Such recommendation must be submitted at an AGM or at a specially convened additional Business Meeting of the Company (Rule 21) and shall become effective if two-thirds of those voting are in favour.
25
The proceedings of meetings may be communicated to the press only with the consent of the Board.
26
The Rules of the Company can be altered only at an AGM of the Company and only after notice has been given in writing to all Members at least two months previously. No alteration shall be made unless two-thirds of those voting are in its favour. Alterations must accord with the regulations set out by Company House and by the Charity Commission.
27
The liability of Company Members shall be restricted to £1.
28
No dividend, gift, division or bonus shall be made to or between the Members of the Company.
29
In the event of dissolution, any surplus funds or property of the Society shall be applied to some charitable purpose, as decided by the Board.

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