Name The name of the society is “The British Society for Cardiovascular Research”, hereinafter called the BSCR.
Purpose The BSCR provides meetings and workshops enabling the presentation and discussion of scientific research on the cardiovascular system.
Full membership of the BSCR is open to anyone. Members pay an annual subscription as determined by the Executive Committee (see Section 5 below).
The Committee can reject applications for membership.
The Committee can terminate the membership of any individual.
The Honorary Officers of the BSCR are the Chair, the Secretary and the Treasurer.
The Honorary Officers of the BSCR are nominated by and elected from the Executive Committee, and normally take office on 1 January following election. Honorary Officers may also be elected ad hoc should the need arise.
Honorary Officers are elected for a term of three years, and may be re-elected to office. Officers may serve a maximum of two consecutive terms.
The BSCR shall appoint one or more qualified auditors and may determine their remuneration.
The affairs of the BSCR are directed by an Executive Committee (“the Committee”) which shall usually meet twice a year.
The Committee when complete shall consist of nine elected members, plus the Honorary Officers of the BSCR, plus any co-opted members.
The members of the Committee shall be elected at the Annual General Meeting of the BSCR in accordance with Section 7 below.
At least three of the members of the full Committee (that is, including the Honorary Officers of the BSCR and any co-opted members) should normally be medically qualified. If insufficient medically qualified candidates stand for election to the Committee then the number of elected members can be made up to nine from non-medically qualified members.
The period of Committee membership shall be three years. The maximum consecutive period of committee membership shall be nine years, including any time spent as an Honorary Officer of the Society.
The Committee may co-opt up to three further committee members who shall serve until the end of the calendar year after individual co-option and continue on an annual basis, at the discretion of the elected members of the Executive Committee. Co-opted members are entitled to vote at meetings of the Committee.
Any casual vacancy in the Committee may be filled by the Committee and anyone appointed to fill such a casual vacancy shall hold office until the conclusion of the next Annual General Meeting of the BSCR and shall be eligible for election at that Meeting.
The proceedings of the Committee shall not be invalidated by any failure or defect in the election, appointment, co-option or qualification of any member.
The Committee may award the title of “Fellow of the BSCR” as a mark of special esteem.
Nominations and Elections of Honorary Officers and Committee Members
Only full members of the BSCR shall be eligible to serve as Honorary Officers or members of the Committee.
Nominations for Honorary Officers must be made by members of the Committee in writing and must be in the hands of the Secretary or General Secretary at least 30 days before the date of the Spring Meeting. Should nominations exceed vacancies, election shall be by ballot of the Committee.
Nominations for members of the Committee must be made by full members of the BSCR in writing and must be in the hands of the Secretary or General Secretary at least 60 days before the Annual General Meeting. Should nominations exceed vacancies, elections shall be by ballot of the full membership.
Meetings of the BSCR
Annual General Meetings of the BSCR shall be held at the discretion of the Committee. At least 21 clear days’ notice of an Annual General Meeting shall be given by the Secretary or General Secretary to each member.
The Chair may at any time at his/her discretion call a Special General Meeting of the BSCR.
Rules of Procedure at All Meetings
Quorum: The quorum at an Annual General Meeting or Special General Meeting of the BSCR shall be 12 full members, excluding members of the Executive Committee. The quorum at a meeting of the Committee shall be one-third of the membership of the Committee (including members, the Honorary Officers and co-opted members).
Voting: All questions arising at any meeting shall be decided by a simple majority of those present and entitled to vote. Arrangements for proxy voting may be made by the Committee provided that no such arrangements are made with regard to Sections 11 and 12 below. Each person has one vote, but in the case of a tied number of votes the chair of the meeting shall have a second or casting vote.
Minutes: Records of minutes shall be kept in books and/or electronic files by the Committee and the appropriate secretary shall enter therein a record of all proceedings and resolutions.
Standing Orders and Rules: The Committee shall have power to adopt and issue Standing Orders and/or Rules for the BSCR. Such Standing Orders and/or Rules are subject to review by the BSCR in General Meeting.
All funds raised by or on behalf of the BSCR shall be applied to further the objectives of the BSCR and for no other purpose.
The Honorary Treasurer shall keep proper accounts of the finances of the BSCR.
The accounts shall be audited at least once a year by a qualified auditor appointed by the Honorary Treasurer.
An audited statement of the accounts for the previous financial year shall be submitted by the Honorary Treasurer to the Annual General Meeting.
All cheques must be signed by not less than two authorised signatories (who are normally the Honorary Officers of the BSCR).
Trust Property The title of all real or personal property which may be acquired by or on behalf of the BSCR shall be vested in a corporation lawfully entitled to act as Custodian Trustee or in not less than five or more than seven individual persons (not being members of the Committee).
Alterations to the Constitution
Any alteration to this Constitution requires the assent of not less than two-thirds of full members of the BSCR present at a General Meeting, including members of the Executive Committee, provided that notice of any such alteration is received by the Secretary or General Secretary in writing or electronically not less than 21 days before the General Meeting.
No alteration shall be made which would have the effect of causing the BSCR to cease to be a charity.
Dissolution If the Committee by a simple majority decide at any time that on the grounds of expense or otherwise it is necessary or advisable to dissolve the BSCR, it shall call a meeting of all members of the BSCR, of which meeting no less than 21 days’ notice shall be given. If the decision is confirmed by a two-thirds majority of full members present at the meeting, the Committee will dispose of any assets held by or on behalf of the BSCR. Any assets remaining after the satisfaction of any proper debts and liabilities shall be given or transferred to such other charitable institution or institutions having purposes similar to those of the BSCR.
Notice Any notice may be served by the Secretary or General Secretary on any member either personally, by electronic mail, or by sending it through the post in a prepaid letter addressed to the member at his or her last known address, and any communication so sent shall be assumed to have been received within ten days of sending.