Constitution and Bylaws |
1. Interpretation
a.The name of the organization shall be: The Indian Society for Parenteral and Enteral Nutrition [hereinafter called “The Society”]
b.Year shall mean the period from 1st January to 31st December
c.Words importing the masculine gender shall include feminine gender and the words importing the singular shall include the plural.
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2. Objectives
1.To encourage research, education and the exchange of information in the field of clinical nutrition, specifically enteral and/parenteral nutrition support
2.To promote the application of the above to routine clinical practice to improve the quality of patient care [both in-hospital and out-patient care] and community medicine
3.To establish guidelines for appropriate and rational use of technology and new procedures in clinical nutrition and to transfer these guidelines to appropriate authorities for large scale implementation
4.To receive and maintain a fund or funds and to administer and apply the income and principal thereof for the furtherance of the objectives of The Society
5.The objectives of The Society shall be carried out in furtherance of the objectives above without any motive of profit and The Society will be run on a no-profit, no loss basis
6.All income of The Society shall be utilized towards the promotion of the aims and objectives of The Society
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3. Membership
All individuals interested in supporting the objective of The Society are eligible for membership. The membership of ISPEN shall be of the following categories
1.Founder Member
2.Honorary Member
3.Life Member
4.Ordinary Member
5.Associate Member
6.Student Member
1.FOUNDER MEMBER
There will be up to 15 founder members of The Society. They will also be life members and are required to pay a single payment of Rs.1500.00 [Rupees one thousand five hundred only] or US$200 [US dollars two hundred only] for members outside India, Pakistan, Sri Lanka, Bangla Desh and Nepal. Concurrence of 50% of founder members must be taken for major policy decisions. Founder members may be professionals of medical and allied sciences.
2.HONORARY MEMBER
The Governing Body may elect but only by a unanimous vote of those present at the meeting thereof, any person who in its judgement is a renowned scientist or who has served the cause of medical science, relief or education in an outstanding manner, as an Honorary Member of the Society, provided that one month’s notice of intention to propose any person as an Honorary member shall have been given.
3.LIFE MEMBER
Any person who is qualified to be admitted as an Ordinary Member, may on payment by a single payment of Rs.1500.00 [Rupees one thousand and five hundred only] be admitted as a Life Member. A Life Member shall, upon admission as such, cease to be liable to pay any annual subscription. Subscription for members from outside India, Nepal, Bangladesh, Sri Lanka, and Pakistan will be US $200.
4.ORDINARY MEMBER
The following persons shall be qualified to be admitted as Ordinary Members of The Society:
a.Professionals of the medical or allied sciences and/or a recognized teacher in medicine, nutrition or allied subjects [including nursing, pharmacy, dietetics, social sciences, basic sciences and industry] with more than 5 years experience
b.A person, though not holding a post-graduate degree in medicine, is a professional engaged in clinical nutrition, dietetics, pharmacy, nursing and allied sciences, with 5 years standing in the profession after graduation.
5.ASSOCIATE MEMBER
A member of medical profession or allied health profession with less than 5 years standing.
6.STUDENT MEMBER
A person undergoing advance training in relevant medical/nutritional disciplines.
AMENDMENTS
1.Since 1997, the following on annual membership categories does not exist
Category 4 – Ordinary Member [subscription Rs.250/-]
Category 5 – Associate Member [subscription Rs.150/-]
Category 6 – Student Member [subscription Rs.50/-]
These categories may however exist at the branch/chapter level, so as to encourage active participation in the future as Life Members.
2.In 1997, a post of co-ordinator was mooted by the Governing Body and implemented in order to assist the President on a one- year tenure basis, at Chennai. The job specification was to implement the Secretariat activities as that assigned to the Honorary Secretary
3.In 1998, the post of co-ordinator was replaced with the title of “Joint Secretary” after being duly approved at the Annual General Body Meeting
4.Resolved that the “Founder President” title be bestowed on Dr.Krishnan Sriram. He is placed non voting permanent member on the Board
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4. Subscription
1.Every application for membership shall be accompanied by the subscription for the year the year. The governing body who may accept or reject or otherwise deal with the same shall consider such application and its decision shall be final. These applications should reach the office two months prior to the meeting of the governing body.
2.The one time subscription for a Life Member shall be Rs.1500 [or US $200]. All Founder Members are expected pay the same one time subscription of Rs.1500 or US $200.
3.The annual subscription for an Ordinary Member shall be Rs.250 and for Associate Member shall be Rs.150. Subscription for members from outside India will be US $20. The Honorary Members and Founder Members shall not be required to pay any annual fees.
4.The annual subscription for a Student Member shall be Rs.50.
5.The annual subscription shall be payable before the 10th January of each year except in cases of applications for membership made subsequently. Subscription remaining unpaid beyond March 25, of the subscription year shall be considered to be arrears.
Life Member Rs.1500
Full Member Rs. 250 [annual]
Associate Member Rs. 150 [annual]
Student Member Rs. 50 [annual]
Amendments
1.WEF 1997 the following amendments have been affected
a.The Life membership fees for the physicians is Rs.1500/- [Rupees one thousand and five hundred only]. The corresponding amount for the members from outside India is US $200
b.The Life membership fees for the nonphysicians – allied health scientists – nutritionists, dietitians, pharmacists, nurses, etc is Rs 750/- [Rupees seven hundred and fifty only]. The corresponding amount for the members from outside India is US $100
2.A category titled “Corporate Membership” was created and accepted immediate subsequent to the inception of The Society. This category would accept pharmaceutical/nutraceutical companies as members of The Society. Besides an ad hoc payment as fixed by the Governing Body the Corporate Member would nominate a member to represent the corporate company. An annual fees of Rs.1500/- was payable by the corporate member.
3.The Corporate Membership clause was amended in 1998 as follows:
The new corporate member shall pay Rs.50, 000/- [Rupees Fifty thousand only] as one time joining in grant.
a.Corporate members since inception do not pay enhanced fees and also do not pay the annual fees of Rs.1500/-
b.Corporate members paying one time joining in grant also do not pay the annual fees of Rs. 1500/-
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5. Year of Commencement
The year of The Society shall commence on the 1st January and end on the 31st December of that year. Every member shall pay the annual subscription for the whole of the year irrespective of the actual date of his/her admission or of his/her ceasing to be a member |
6. Register of Members
A register of members shall be kept in which shall be set forth the names and addresses of the members for the time being and in which all the changes from time to time taking place shall be recorded. The names and addresses will be supplied to any member on a written request to the Secretary of The Society, on payment of such charges as may be fixed by the governing body from time to time.
Amendments
1.Each member is assigned a special identification number on the based on the cash receipt number, year of membership, membership status of Founder/Life/Corporate membership.
2.Names and address be placed on the ISPEN Website but the access be restricted to members only
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7. Resignation of MembersA member wishing to resign his membership, shall inform the Honorary Secretary in writing to that effect before the close of the year preceding that from which he/she desires to resign and forthwith pay up the arrears of subscription, if any.
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8. Cessation of Membership
a.Any member whose subscription is in arrears as on the 25th May will be sent a notice to pay up the arrears, within the time fixed by the governing body
b.The Governing Body by a 2/3rd [two-thirds] majority of the total members of the Governing Body, may remove the name of any member from the register
i.for gross misconduct after a proper hearing from the member concerned
ii.for non-payment of fees after expiration of the period prescribed in the notice referred to in clause a. above
c.Any person who has ceased to be a member may be readmitted on such terms as the Governing Body may determine. Such person will be required to pay a fresh admission fee and membership fee.
Amendments
1.Some individuals who were related to the pharmaceutical/nutraceutical companies had obtained membership with payment of Rs.1500/- one time payment under the individual capacity claim had been considered to have ceased to be a member on completion of the annual year.
2.The above amendment was revised and the individuals were readmitted as individual life members [Two individuals who represented small time companies on verge of winding up have benefited under this revision].
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9.Privileges of Members
All members shall be entitled as of right to participate in all the activities of The Society provided that the Associate Members and the Student Members shall have no right to participate in voting or to propose, second or stand for any office of The Society.
Amendments
1.With reference to conflict of industry on Board – it was resolved that industry can be included as members on the Board, but the representatives of industry cannot be President or Secretary.
2.Life members from industry though enrolled as independent individual physicians or allied health scientists are not eligible to contest elections of Board Member posts.
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10. Governing Body
All members shall be entitled as of right to participate in all the activities of The Society provided that the Associate Members and the Student Members shall have no right to participate in voting or to propose, second or stand for any office of The Society.
I.The Governing Body of the Society shall consist of a minimum of 11 and a maximum of 15 members
1. President
2. President-elect, who automatically assumes the office of the President after expiration of the term of the current incumbent
3. Immediate Past President
4. One Honorary Secretary
5. One Honorary Treasurer
6. 8 [eight] to 10 [ten] ordinary members
7. Members who may be co-opted by the Governing Body from amongst the Members of the Society. A maximum of two co-opted members can hold office for one term only
II.DURATION OF OFFICE
Note: In the following paragraphs, “Term” means the period extending from one Annual General Body Meeting to the next Annual General Body Meeting.
1. The initial Governing Body will hold office for a period of three terms
2. The President, Honorary Secretary and the Honorary Treasurer can hold office for not more than three terms
3. The other members can hold office for not more than three terms
III.The elected Ordinary Members of the Governing Body shall retire by rotation, half of them retiring every year after the initial term of three years. The retiring members shall be eligible for re-election. After the first three years, lots will be drawn amongst the members of the Governing Body to decide who will retire in that year.
Amendments
1.Resolved that the industry representation on the board be up to the limit of Four [4] members only.
2.The post of Honorary Treasurer could be contested by the industry members
3.With respect to the duration of office [clause 10 II] the amendment reads as follows: the “Term means 2 [two] years and a maximum of 3 [three] terms equaling to six years”
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11. Qualification for Election to Governing Body
1.For the seat of the President – elect the intending candidates should have been elected members of the Governing body for at least one term of office before they can qualify for contesting these seats. This clause will not be operative for the first three years.
2.For the other seats of the Governing Body, the intending candidates should have been Members of The Society for one continuous year.
3.A President, once elected, shall not contest for any post on the Governing Body.
Amendments
1.Corporate members / industry representatives are not eligible for the post of the President or Secretary.
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12. Election Procedure
1.Barring the immediate Past-President and co-opted members, the rest shall be elected in the following manner:
a.By 25th May, the Honorary Secretary shall send by post to each member, a list of vacancies in the Governing Body inviting nomination for the vacancies on the Governing Body. A member desiring to stand for the election shall send his nomination paper which shall set out the candidate’s name and address and the office for which the candidate is nominated, be proposed by one member and seconded by another member and duly signed by them and also signed by the candidate signifying his willingness to stand for election and to serve on the Governing Body, if elected. A member cannot contest for more than one officer bearer’s post, namely President-elect, Honorary Secretary or Honorary Treasurer during one election. There shall be a separate nomination paper for each candidate and for each post. These nominations must reach the Honorary Secretary not later than the 15th June.
b.The Honorary Secretary shall inform the contesting candidates, names of all the nominations received for their seats and if any candidate wishes to withdraw his/her nomination, he/she shall do so by informing the Secretary in writing on or before the 30th June.
c.If the number of nominations for each category exceeds the seats on the Governing Body, by the 20th of July, the Honorary Secretary shall send by post under certificate of posting the Ballot papers to the members. The Ballot papers shall bear the signatures of the Honorary Secretary and one of the scrutinizers.
d.All the Ballot papers duly filled in shall be returned to the Secretary so as to reach him by the 30th August.
e.If the deadline for any of these procedures falls on a Sunday or a bank holiday, delivery by post on the working day shall be considered as the deadline.
f.These ballot papers shall be scrutinized and the results declared at the meeting of the Governing Body, which shall be held ordinarily not later than the 30th of September.
g.No person shall be capable of being proposed as an officer bearer of The Society unless he/she is a Life Member or an Ordinary Member. If he/she ceases to be such member at any time, between the date of his nomination and the date fixed for the election his/her name shall not be submitted for election. In case of a vacancy arising out of an uncontested election, the same will be filled in at the next Annual General Body Meeting after inviting nominations in advance duly proposed and seconded by 30th November.
2.The office bearers shall hold the office after annual general body meeting and will continue till the expiry of their respective terms.
3.The Governing Body is empowered to form a Nominating Committee from amongst the membership of the society. This Nominating Committee will be responsible to present a slate of candidates for positions on the governing body.
Amendments
1.The nominee along with a fee of Rs.100/- shall duly forward the nomination form for individual independent members and Rs.500/- for corporate/industry nomination. The fee is to be remitted through a demand draft only.
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13. Casual Vacancies
1.Any office bearer may resign his office by giving notice in writing to the Honorary Secretary or to the President and his resignation shall take effect from the date or its acceptance by the Governing Body.
2.Any office bearer who ceases to be an Ordinary Member shall be deemed to have vacated his office.
3.If a vacancy shall occur in any office otherwise than by a flux of time, the Governing Body shall have the power to appoint any member to fill the vacancy for the remaining term.
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14. Meetings
1. GENERAL BODY: The President shall preside over all the meetings of the Governing Body and General Body. If the President is not present, the Secretary or in his absence, one of the Life or Ordinary Members present at the meeting shall be elected by other members to preside over the meeting
2.GOVERNING BODY MEETINGS:
a.The Governing Body shall meet at such times and at such places as may be necessary for the transaction of the business of The Society
b.A meeting of the Governing Body shall be convened by the Honorary Secretary with the consent of the President
c.The Honorary Secretary shall convene a special meeting of the Governing Body upon a requisition in writing signed by not less than five members [including office-bearers] of the Governing Body. At least three weeks prior notice shall be given to all the members of the Governing Body for an ordinary and/or special meeting of the Governing Body. The President at a shorter notice may call an urgent meeting, which should not be less than sever [7] days.
d.Five members of the Governing Body shall be the quorum for any meeting of the Governing Body. If there is no quorum within fifteen minutes after the appointed time, the meeting, if convened upon the requisition of members, shall stand dissolved and in any other case shall stand adjourned for half an hour and meet at the same place and on the same day. For such an adjourned meeting, no quorum will be necessary and at such adjourned meeting, the business for which the meeting was called can be transacted.
e.If the President or the Governing Body so directs, any business of the Governing Body may be transacted by circulation instead of at a meeting.
3.ANNUAL GENERAL MEETING:
a.The Annual General Meeting of the Society shall be held each year on a day, time, place to be fixed by the Governing Body
b.The Governing Body shall submit an Annual Report of the proceedings of the Governing Body and its committees, if any, and of the activities of The Society together with a statement of the assets and liabilities of The Society and an abstract of receipts and disbursements during the year and the report of the auditors, if any.
c.The President may, whenever he thinks fit, and shall upon a requisition made in writing and signed by not less than thirty [30] members of The Society, convene a Special General Body Meeting at such place and time as he may decide not later than two months. Any requisition made by the members shall be addressed to the Honorary Secretary and shall state the objects of the Special Meeting proposed to be called and the resolutions proposed to be passed there at
d.The Honorary Secretary shall, upon receipt of such a requisition, proceed to convene under orders of the President, a Special General Body Meeting which shall be held within two months from the date of receipt of such requisition, at a place and time fixed by the President
e.At all General Body Meetings, only the business of which notice has been given or such questions as naturally arise thereon shall be discussed. Any member desiring to move a resolution at the Annual General Meeting shall give notice of the same in writing to the Honorary Secretary at least thirty days before the date fixed for the General Meeting
f.Twenty members present at a General Body Meeting shall be the quorum for that meeting
g.If within fifteen minutes from the time appointed for a General Body Meeting there is no quorum, the meeting if convened on the requisition of members shall stand dissolved, and, in any other case, shall be adjourned for half an hour and will meet on the same day and at the same place
h.The person presiding at the General Body Meeting may, with the consent of the meeting, adjourn the same from time to time and from place to place; but no business shall be transacted at any adjourned meeting other than the business left unfinished at the meeting from which the adjournment took place.
i.No quorum shall be necessary for any adjourned General Body Meeting
j.Subject to the law for the time being in force, the resolutions passed in a General Body Meeting shall be given immediate effect by the officers of The Society, unless stated otherwise
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15. Management
1 a.The management of The Society shall vest in the Governing Body, who in addition to the powers under these Bye-laws expressly conferred upon them, may exercise all such powers, and do all such acts and things as may be exercised or done by The Society and are not hereby or by law expressly directed or required to be exercised or done by The Society in a General Body meeting
b.Without prejudice to the general powers hereby conferred, the Governing Body shall have the following powers, that is to say, power –
I. to acquire by purchase, lease or otherwise for The Society, property, rights, or privileges which the Society is authorized to acquire at such price and generally on such terms and conditions as they may think fit;
II. to enter into all such negotiations and contracts and rescind and vary all such contracts and execute and do all such acts, deeds and things, in the name and on behalf of The Society, as they may consider expedient for or in relation to any of the properties, right and privileges or the purposes of The Society;
III. to borrow or secure the payment of any sums of money for the purposes of The Society, subject to such restrictions as may be imposed by The Society in a General Body Meeting:
IV. to institute, conduct, defend, compound or abandon any legal proceedings by or against The Society or otherwise concerning the affairs of The Society and to compound and allow time for the payment or satisfaction or any debts due and of any claims or demand by or against The Society;
V. to refer any claims or demand by or against The Society to Arbitration and observe and perform the awards;
VI. to receive money and upon payment, to make and give receipts, releases and other discharges for money payable to The Society and for The Society and for the claims and demands of The Society;
VII. to receive donations and all and any other sums of money and all and any other materials, articles and things due to or intended for The Society. If however, any donation is conditional, the same shall be accepted subject to restrictions imposed by General Body;
VIII. subject to any restrictions that may be imposed by the General Body, to incur the necessary expenses for the maintenance and carrying out of the objectives and intentions of these constitution and Bylaws of The Society;
IX. to conduct courses for the promotion of knowledge of clinical nutrition and for that purpose, to arrange lectures, classes, examinations and give diplomas or certificates and for that purpose, to appoint one or more persons, whether members or not, to give lectures, tutions etc and also to constitute Board;
X. to appoint and at their discretion to remove or suspend such managers, clerks, agents and servants for permanent, temporary or special services as they may from time to time think fit, and to determine their posers and duties and fix their salaries, honorarium or emoluments and to require security in such instances and of such amounts as they may think fit;
XI. to appoint committees with power to reconstitute or dissolve the same and to delegate, subject to such conditions as they may impose, any of their powers to such committees or such member or members of their body as they may think fit and to revoke from time to time, such delegation;
XII. to nominate from time to time, a Chairman and a Secretary from amongst the members of such a committee. The Chairman will preside at such Committee meetings and the Secretary shall be responsible for convening, keeping accurate minutes and forwarding the reports of these committees to the Governing Body;
XIII. to make, vary and repeal bylaws for the regulation of the business of The Society, its officers, managers, clerks, agents and servants;
2 a.The property moveable, lease or other transfer of immovable belonging to The Society shall vest in the Governing Body;
b.No sale, exchange, mortgage, lease or other transfer of immovable property belonging to The Society shall be valid unless at least the President or the Honorary Secretary or the Treasurer execute the document of transfer. All the other documents shall be executed by any two of the office-bearers as may be decided by the Governing Body
3 a.All money of The Society shall be deposited and/or invested –
I. in any nationalized bank or any other bank or banks approved by the Governing Body.
II. In Government and other negotiable trustee securities or in any other mode permitted under the Act or in accordance with the administrative orders of the Government from time to time.
b.All the accounts and other investments in the name of The Society shall be operated by any two from amongst the President, Honorary Secretary, Honorary Treasurer and one member of the Governing Body authorized for the purpose, each document being signed by any two of them.
Amendments:
1.Formation of Branches/Chapters:
a.Branches must be formed with the leadership of a life member of ISPEN national body but when the local membership is less than 25 members. The existence of a branch is notified to the national headquarters. The branch function with the view that interaction is amongst the group purely for case study discussions etc on a monthly basis and also to work towards formation of Chapters. Branches cannot open bank accounts. Student members who form a floating population are encouraged to be part of the branch group. The fee collected from these members is utilized for the conduct of the meetings. Branches cannot host annual conference, etc.
b.Chapters are formed when the local membership is more than 25 members. Chapter members must be members of the national body. Chapter may have associate, ordinary or student members. Their annual fees however is used towards the conduct of the local meetings. Chapters must have elections and office-bearers. Only members of the national body can hold the chapter office. The chapter must notify it existence to the national body and the national body will authorize the elected local body to open a chapter bank account. The chapter representative during the national board meeting shall present the annual report and account report. The chapter can host the annual conference. Of the funds generated at the annual conference, 50% is remitted to the national account and the chapter for its activities retains 50%.
2.At Pune, resolved that a National Headquarters be based as Chennai
3.The specification of the National office are as follows:
a.liaison with other societies the world over
b.coordinate of education activities
c.maintenance of Website
4.ID cards be provided to members
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16. Duties of the Office Bearers
1a.PRESIDENT: The President shall guide the activities of The Society and further the aims and objectives of The Society. The President may allocate all or any of the powers and duties under this or any other clause of these rules to the Honorary Secretary.
b.HONORARY SECRETARY: Subject to the control and regulation of the Governing Body, the Honorary Secretary shall be responsible for carrying out the directions and decisions of the Governing Body. In particular, the Honorary Secretary shall: –
I.in consultation with the President, convene meetings of the Governing Body whenever necessary or called upon to do so
II.have administrative control over all the affairs of The Society
III.have charge of the correspondence of, or in relation to the Society
IV.keep accurate minutes of all the meetings of The Society and the Governing Body
V.prepare the Annual Report of the Society
VI.be in charge of the furniture, library and all the documents and other assets of The Society
VII.collect all the dues of The Society and pay in all such amounts into the banking account to The Society; and inform the Honorary Treasurer once in every month of the money so paid
VIII.make disbursements, and maintain vouchers provided that any expenditure exceeding Rs. 1000/- [Rupees One thousand only] in a month shall be made after obtaining the sanction of the Governing Body
IX.perform such duties as are incidental to his office
X.all notices, communications, letters, memoranda, and other papers whether they are acts of the Governing Body or of the General Body shall be signed or authenticated by the Honorary Secretary and when so signed or authenticated shall be conclusive
XI.Assume the responsibilities of the President when the latter is unable to do so due to absence of ill health
c.HONORARY TREASURER: The Honorary Treasurer shall maintain true accounts of the funds and other assets of The Society and of funds and other assets connected with or in any way controlled by The Society
2.Every question submitted to a meeting of the Governing Body or of the General Body shall be decided according to the majority of the votes cast by the members present and voting at such meeting. In case of equality of votes, the person presiding shall have a second or casting vote in addition to his vote as a member.
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17. Accounts
Once at least in every year, the accounts of the Society shall be examined and audited and their correctness ascertained by one or more registered accountants elected for ensuing year by the member at the Annual General meeting each year. The report of the auditor or auditors shall form part of the annual report submitted to the next General Meeting. The auditor of The Society shall hold office until the next Annual General meeting. The retiring auditor or auditors shall be paid such remuneration or honorarium as the members may fix at the Annual General Meeting at which such auditor or auditors may be appointed.
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18. Publications
The Society may publish a journal, books, pamphlets or any other publications under the general directions of the Governing Body. The journal shall be published under the direction of an Editorial Board, consisting of an Editor, a Secretary and not more than three members who shall hold the office for three years and will be eligible for reelection. The Board shall work under the general control and supervision of the Governing Body and shall submit monthly reports to that Body every six months. Any vacancies on the Board by resignation or otherwise shall be filled by the Governing Body till the next election.
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19. The Seal
The Governing Body may adopt a Seal for being used as the Seal of The Society and shall provide for the safe custody thereof. The Seal of The Society shall bot be affixed to any instrument except by the authority of a resolution of the Governing Body and in the presence of any two members of the Governing Body, who will sign the same.
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20. Amendment of the Constitution and Bylaws
These constitution and bylaws may from time to time, be amended, altered or canceled at a General Body meeting of the Society provided that at least fourteen [14] days clear notice of the proposed amendment, alteration or addition is given and the same of two-thirds of the members present at the meeting and voting.
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21. Indemnity
Every officer-bearer and member of the Governing Body or servant of The Society or any person employed by the Society permanently or temporarily shall be indemnified by The Society and it shall be the duty of the Governing Body to pay out of the funds of The Society all the costs, losses, and expenses which any such office-bearer of the committee or servant may incur or become liable to by reason of any contract, matter or things entered into or done by him in discharge of his duty.
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22. SuitsThe Society may sue or be sued in the name of the Honorary Secretary.
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23. Dissolution
In the event of the dissolution of The Society its properties and funds shall be disposed of according to the provisions of the Societies Registration Act, 1860 or any statutory modification or enactment thereof.
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