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EACTA Bylaws
§ 1. Name The name of the Association is: European Association of Cardiothoracic Anaesthesiologists. The name is abbreviated: EACTA § 2. Domain and Language The domain of The Association is Europe The official language of The Association is English § 3. Aims The Association is organised exclusively for educational, scientific and charitable purposes. The aims of The Association are: To be a forum in Europe for international scientific discussions and exchange of ideas in the field of Cardiothoracic and Vascular Anaesthesia and Intensive Care and related topics To encourage specialisation in cardiothoracic anaesthesia To promote continuing medical education and training, and academic and clinical development in this field To promote research in this field and to facilitate the publication and presentation of the results To prepare proposals for recommendations and guidelines for good clinical practice in this field To co-operate with universities, other societies, government agencies, bodies of European Union, and similar organisations in matters affecting the purposes of the Association § 4. Activities The key activities of The Association are: To hold an Annual Scientific Meeting in Europe To publish the abstracts of papers presented at the scientific meetings To offer fellowships for educational visits to centres in other countries To offer scholarships to assist in funding scientific investigation To offer prizes to encourage a high standard of scientific presentation To co-organise or give patronage to appropriate symposia and courses in this field § 5. Membership The following can be admitted as members of the Association: Full members: All anaesthesiologists from any country working and/or conducting research in the field of Cardiothoracic and Vascular Anaesthesia and Intensive Care, including those in training, can be considered for Full Membership. The candidate has to complete the approved registration form. Associate Members: Other doctors, and nurses, perfusionists and all others interested in the field of Cardiothoracic and Vascular Anaesthesia and Intensive Care can apply for Associate Membership, in writing. Associate members cannot vote and they are not eligible to become officers of the Association. Honorary Members: The Representative Council can appoint Honorary Members, on the recommendation of the Directory Board, as an appreciation of exceptional achievements within the field of Cardiothoracic and Vascular Anaesthesia and Intensive Care. § 6. Membership Fee The Association has the right to collect a membership fee. The membership fees are decided by the Representative Council on the recommendation of the Directory Board. Reduced fees (including no fee) may be decided by the Representative Council on the recommendation of the Board for different categories of membership. The membership fee should be sufficient to cover the running costs of EACTA. § 7. Resignation and Expulsion from Membership A member who wishes to resign is required to declare this in writing to the President of the Association. A member who has not paid his/her membership dues in accordance to standing orders of the Association or who has lost his/her licence to practise medicine is automatically expelled from the Association. § 8. The Representative Council The governing body of EACTA is the Representative Council. Directory Board members are ex-officio members of the Representative Council. The President of EACTA chairs the Representative Council meetings. Each European country with at least five full EACTA members in good standing is entitled to have one Representative in the Representative Council, including those countries having an officer serving EACTA. Countries with less than five full EACTA members may have a Representative for special reasons at the discretion of the Representative Council. The Representative Council decides whether "Representatives for special reasons" have voting rights at the annual meeting. Those eligible as the National Representative must be fully trained specialist anaesthesiologists (according to national rules), who are a full members of EACTA in good standing and who are working in the field of Cardiothoracic Anaesthesia and Intensive Care in Europe. The National Representative of each country shall be elected by full EACTA members of that country for a period of three (3) years. The National Representative can be re-elected for another three-year period. A Representative Council member, who is unable to attend a Representative Council meeting, should nominate an eligible deputy (a full member of EACTA, working regularly in Cardiothoracic Anaesthesia and Intensive Care in Europe) from his/her country. A Representative who fails to attend during two consecutive Annual Meetings must resign from the Representative Council and a new member shall be elected. The Representative Council has one regular meeting every year coincident with the Annual Scientific Meeting. Proposals for the agenda of the meeting should be sent to the President or Honorary Secretary at least sixty days before the meeting of the Representative Council. § 9. Agenda for the Representative Council The Agenda of the Representative Council Meeting should be sent to the National Representatives at least fourteen (14) days before the meeting. However, other proposals can also be discussed at the meeting if two thirds of the National Representatives present support this. The Agenda should comprise the following matters:
§ 10. Voting and Majority A quorum shall consist of 40 % of National Representatives or their deputies. Each member of the Representative Council has one vote. No member has the right to vote by proxy. At the Representative Council meeting all decisions shall be passed by a simple majority of votes unless otherwise provided in these articles. In case of a tied vote, the vote of the President of the meeting decides. If there is more than one candidate for a vacant office or post, a poll must be taken. § 11. The Directory Board The representative Council elects the President and Vice-president for a period of two years from from present or past members of the Representative Council or permanent committees of the Association: The Representative Council elects four (4) officers of the Directory Board (The Board) for a period of two years, from present or past members of the Representative Council or permanent committees of the Association. The elected directory board members covers the following offices: Honorary Secretary, Membership Secretary Scientific Secretary Honorary Treasurer Educational Secretary The aim is that the Directory Board members and officers should normally be representative of the various nationalities within the Representative Council. The office of Vice-President may be combined with one of the following: Honorary Secretary, Membership Secretary or Educational Secretary as decided by the Board. The Past President is an automatic member of The Board. The Directory Board decides among themselves the covering of the 5 offices above The Directory Board can co-opt to the Board up to four members from time to time, without voting rights, such as the Organiser of the past, present or next Annual Meeting. The term of office of the elected members of the Board is two years. Normally no elected member of the Board shall serve more than 6 consecutive years. If necessary, the Representative Council may extend this period beyond 6 years with at least a three quarters majority of votes. Members of the Directory board elected as Vice-president/President may normally serve 1-2 additional periods Any officer can be removed from office if that is in the best interest of the Association. This resolution can be adopted at any meeting of the Board with at least three quarters majority and ratified in the next Representative Council meeting with at least a two thirds majority of votes in that meeting. The Vice-President is eligible to become the President and the President becomes the Past President. § 12. Duties of the Directory Board The Directory Board is responsible for the management of the Association and represents it. is responsible for overall planning and promotion of the educational, scientific, social and charitable functions of The Association. may appoint ad hoc committees as necessary to promote these activities. shall propose to the Representative Council ratification of new membership, full, associate and eventual other types of membership. shall propose new honorary members to the Representative Council. decides on exemption of membership dues. decides on expulsion of members. submits to the Representative Council the reports on matters and activities since the last Representative Council meeting and on plans for the future. guards the economy of the Association and is responsible for proper management and auditing of accounts. submits the annual audited accounts for the last financial year to the Representative Council for approval. prepares and submits a budget for the next financial year to the Representative Council for approval. proposes the membership fees to the Representative Council. ensures that the web site of EACTA is properly maintained. § 13. Duties of the Officers The following duties are included in different offices. Some offices, especially that of the Treasurer, may be combined with another office as the Directory Board deems appropriate. President is the chief executive officer of The Association. within the framework decided by The Board, has the responsibility for strategies, policies, activities and economic affairs of The Association. is authorised to act and negotiate on behalf of The Association. shall chair the Directory Board meetings. shall chair the Representative Council meetings. shall chair the General Assembly apart from committees in which the President is an elected member, he/she is an ex officio member of any Committee of The Association. Vice President assists the President in the performance of the President's duties. shall assume the duties of the President if the President is unable to serve. shall perform any other duties assigned by The Board or the President. chairs the Congress Committee and aids the Congress Organiser in his/her duty unless the Board decides otherwise. Past President is responsible for the international affairs with other societies. shall perform any other duties assigned by The Board. chairs the Nomination Committee unless the Board decides otherwise. Honorary Secretary is EACTA webmaster unless the Board decises otherwise keeps a record of all formal meetings of the Directory Board and the Representative Council. collects the records made of committee meetings. has charge of papers and archives belonging to The Association. ensures the distribution of information of the formal proceedings of The Association to the members of the Directory Board, the Representative Council and other members of the Association. Honorary Treasurer within the framework decided by The Board, the Treasurer has the daily responsibility for the economic affairs and financial policy of The Association renders a statement of the financial status of The Association at the Directory Board meeting, at the Representative Council meeting and at the General Assembly held in association with the Annual Meeting of The Association, or at other occasions as may be requested by The Board or the President. Membership Secretary keeps a record of membership together with the active PCO. notifies members of membership dues and other assets owed to The Association. renders a statement of the membership status of the Association at the Directory Board meeting, at the Representative Council meeting and at the General Assembly held in association with the Annual Meeting of The Association. Scientific Secretary co-ordinates all scientific activities of the Association. shall chair the Scientific Committee unless the Board decides otherwise. shall chair the Abstract Committee unless the Board decides otherwise. Educational Secretary Co-ordinates all educational activities of the Association shall chair the Educational Committee unless the Board decides otherwise § 14. Meetings of the Directory Board The Directory Board shall normally meet at least twice every year. The President of the Association may call other Board meetings if necessary. A written notice and agenda of the meeting shall be sent to all members of the Board at least 14 days before the proposed date of the meeting. The Board forms a quorum when at least four voting members of the Board, including the President or Vice President are present. Each member of the Board has one vote. No member has the right to vote by proxy. At the Directory Board meeting all decisions shall be passed by a simple majority of votes unless otherwise provided in these articles. In case of a tied vote, the vote of the President decides. § 15. Committees and Secretariat EACTA Office-Committees (directly connected to the DB) Historically, There have been four EACTA committees (I-1 to 4) described in the bylaws. A new one has been created because of the increasing number of demand for endorsement by EACTA. These committees are chaired by a DB member and are aimed at reporting recommendations to the DB for a final decision (DB motions). I-1. Scientific Committee Mission : Abstract scoring, Evaluation of grant application, Scientific programme of the annual meeting, Evaluation of scientific programme for EACTA endorsement. Chair : Scientific secretary. I-2. Educational committee Mission : Definition of EACTA accreditation, Evaluation of accreditation application, Evaluation of educational programme proposed from sub-committees or from outwith EACTA for EACTA endorsement. Chair : Vice-President. (educational secretary) I-3. Congress Committee Mission : support and validation of the scientific and social programme, validation of finances in close relation with the EACTA meeting chairman. Composition : President, Vice-President, Past-president, past and future local organizers. I-4. Election/Nominations Committee Mission : announces forthcoming vacancies of offices to the membership in a suitable way, receives proposals for nominations from the members and from the National Representatives and seeks candidates for offices, presents nominations and candidates to the Directory Board. Chair : Past President I-5. Endorsement Committee Mission : Evaluation of meeting programmes, research and/or publication project in perspective of EACTA endorsement. After reception of educational and/or scientific committee advices when appropriate, the committee submits a report with accept/reject recommendation to the DB and RC members. The recommendation is agreed if less than 50% DB and RC members objected. Chair : Past-President II-EACTA Sub-Committees The sub-committees represent the main domains of interest for EACTA members. The sub-committees will contribute to the scientific programme of the Annual Meetings, and may propose educational and research programmes, guidelines, recommendations, surveys or collaboration. Each sub-committee will be chaired by an EACTA member in good standing for a three-year term of office. The office is renewable for one additional, consecutive three-year term. Chairpersons will be proposed to the RC by the DB on the basis of a well-known involvement in the field of the sub-committee and they will be responsible for communication with the DB. Suggestions, questions or any requests from the sub-committees will be addressed at each DB meeting (September, January, June). Chairpersons will provide the DB and RC with an annual written report of the sub- committee's activities over the previous year which is to be submitted one-month before the DB meeting held at the time of the Annual Meeting. Sub-committees are open to any EACTA member, and will be constituted with no more than two members from the same country. Should more than two members from the same country wish to serve on the sub-committee then the RC member for that country will adjudicate who will serve. Members may not serve on more than two sub-committees. II-1. EACTA ECHO committee II-2. EACTA ICU committee II-3. EACTA Paediatric & Congenital committee II-4. EACTA CPB committee II-5. EACTA vascular committee II-6. EACTA Thoracic committee II-7. EACTA Haemostasis & transfusion committee II-8. EACTA Transplant committee & Long term mechanical support §16. General Assembly Each year at the Annual Scientific Meeting there is a General Assembly open to all members of the EACTA. At this meeting the President and the Treasurer will make an annual report and outline plans for the future. There will be an opportunity for any member to ask a question or raise a matter for discussion. § 17. Authority The Association shall be legally bound by the signatures of the President or Vice President, both jointly with a member of the Board. § 18. Economic Affairs The Association can receive dues, maintain a fund or funds, take and hold by bequest, device, gift, purchase, or lease, either absolutely or in trust, any property, real or personal, without limitation as to amount of value; to sell, convey, and dispose of any such property and to invest and reinvest the principal thereof, and to deal with and expend the income and principal of the Association. The net income and assets of the Association shall be used to finance any objects, aims and purposes of the Association, defined in § 3, Aims, including the Annual Meeting. No part of the net earnings of the Association shall inure to the benefit of, or be distributable to its members, Directors, officers or other private persons except that the Association shall be authorised and empowered to pay reasonable compensation for services rendered or expenses otherwise incurred. The Association shall consolidate its equity to a reasonable level in order to be able to cover any future losses. The Board shall establish a bank account with a well-reputed bank to hold cash assets of the Association. Any investments in Securities can only take place with the approval of the Directory Board. § 19. Fiscal Period The fiscal year of the Association is a calendar year. § 20. Budget The Board shall make a budget for each Annual Meeting for the following year and present it to the Representative Council for approval. § 21. Annual Accounts The annual accounts shall present truly and fairly the assets, liabilities and the economic state of the Association and the result of its activities. § 21. Auditor A chartered public accountant elected by the Representative Council for each year shall audit the annual accounts. The auditor can be re-elected. § 22. Annual Scientific Meeting The annual meetings are arranged by a local Organising Committee. The responsible Organiser is elected by the Representative Council on recommendation of the Board. The Organiser recruits other members of the local Organising Committee. The detailed arrangements of the meeting should be discussed and agreed by the Organising Committee, the Congress Committee and the Directory Board. The budget of the meeting should be approved by the Directory Board no later than one year before the meeting. The financial liability of the meeting, and any eventual surplus from a meeting, shall be shared proportionally between the local organisers and the main Association according to criteria, which may vary from time to time, determined by the Representative Council. The agreement must be in writing for each meeting. The accounts of a meeting shall represent a true and accurate statement of the assets and liabilities of a meeting and shall be audited appropriately. Education, review, the presentation of original research and scientific investigation shall all be considered an integral and essential part of the Annual Scientific Meeting. § 23. Amendment of By-laws Amendment of by-laws requires a majority of at least three quarters of the votes in the Representative Council meeting. All proposals for amendment of by-laws shall be reviewed by the Directory Board and presented to the Representative Council members in writing not less than 90 days before the Representative Council meeting. § 24. Dissolution of the Association The Association can be dissolved, if no less than three quarters of members of the Representative Council vote for it in two regular annual Representative Council meetings, where at least three quarters of the Representative Council members are present. Upon dissolution, the assets of the Association shall provide for discharge of all liabilities of the Association. Any remaining assets shall be transferred to an organisation (or organisations), selected by the majority of voting members of the Association, that to the greatest possible extent, promotes the purposes and aims of the Association, as described in § 3 of these by-laws. Accepted by Representative Council June 2007 |
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