Nathan A. Womack Surgical Society – BYLAWS
THE NATHAN A. WOMACK SURGICAL SOCIETY CONSTITUTION AND BYLAWS
ARTICLE I. TITLE
This organization shall be cal ed the Nathan.A. Womack Surgical Society.
ARTICLE II. OFFICES
This Society is a non-profit organization and shall maintain offices in the State of North Carolina and at such other places as the Executive \Board may determine.
ARTICLE III. PURPOSE
It shall be the purpose of this Society to serve as a forum for its members to maintain and perpetuate the scholarly dedication to surgery and surgical education espoused by Doctor Nathan A. Womack.
ARTICLE IV, MEMBERSHIP
Section 1. Types of Membership
There shall be two types of membership: Regular and Honorary.
Section 2. Qualifications for Membership
A. An individual shall be considered qualified for regular membership if that individual is 1) a surgeon who received all or part of their education at institutions when Doctor Womack held a regular faculty appointment at that institution; b) an individual who is a surgical Chief Resident in any divisions of the Department of Surgery, School of Medicine at The University of North Carolina at Chapel Hill; c) an individual who is a faculty member of the Department of Surgery, The University of North Carolina at Chapel Hill, d) outstanding physicians not defined by categories a, b, or c.
B. An individual may be considered for honorary membership if that individual is an outstanding physician not defined in categories 1, 2, or 3 in paragraph A of this section.
Section 3. Election of Members
Individuals in categories 1, 2, or 3 in Section 2-A above may become members by application to the Membership Committee. Individuals proposed under Section 2-B in Article IV may receive honorary membership by approval of the Executive Board.
Section 4, Dues
Regular members shall pay dues as recommended by the Executive Board and approved by vote of the membership. Failure to pay dues within two years after billing shall be grounds for suspension or termination of membership in the Society (by the Executive Board). Honorary members will not be required to pay dues.
ARTICLE V, OFFICERS
Section 1. Titles
The officers of the Society shall be a President, Vice-President, Secretary-Treasurer, Senior and Junior Counsellors.
Section 2, Nominations
Nominations for the Executive Board and officers shall be made before the biennial meeting by the Nominating Committee as stipulated in Article VII, Section 5.
Section 3, Election of Officers
Election of officers (President, Vice-President, Junior Counsellor, and when appropriate, Secretary-Treasurer) shall take place at the biennial meeting. A majority of votes cast shall constitute election,
Section 4. Vacancies
Vacancies occurring among officers of the Society shall be filled by the Executive Board.
Section 5. President
The President shall preside at all sessions of the biennial meeting of the Society or designate such presiding officer. He may execute all instruments requiring the signature of the President. He shall be an ex-officio member of all standing committees, He may appoint committees not otherwise provided for, announce the results of election, and perform all other duties pertaining to his office. The President shall serve for two years.
Section 6. Vice-President
The Vice-President, in the absence or disability of the President, shall perform the duties and exercise the powers of the President subject to the control of the Executive Board, and shall perform such other duties as from time to time may be imposed by the Board. The Vice-President shall serve for two years,
Section 7. Secretary-Treasurer
The Secretary-Treasurer shall serve a six-year term, shall be an ex-officio member of all standing committees, shall attend and keep the minutes of all meetings of the Society and the Executive Board, shall receive and take custody of all securities, funds and monies belonging to the Society, shall collect all the Society dues and assessments, shall keep an accurate record of all receipts and disbursements of all monies received and paid on account of the Society, He shall pay all bills owed by the Society. He shall distribute to the members prior to the biennial meeting a program containing the papers to be presented and the place and time of the meeting. He shall prepare a list of candidates for membership and their qualifications for distribution to the membership prior to the biennial meeting. He shall be the custodian of the corporate records and the corporate
seal of the Society, and shall attest to all official acts in connection with the President. He shall, in general, perform all duties incidental to the office of Secretary-Treasurer, including notification of officers and committee chairmen of their election and appointment, He shall report at each biennial meeting to the Executive Board the names of the members in arrearis. He shall prepare a budget for presentation to the Executive Board at the biennial meeting. He shall present a biennial account for audit and in additions may be requested by any member of the Executive Board to exhibit the financial records of the Society.
ARTICLE VI. EXECUTIVE BOARD
Section 1. Formation
The President, Vice-President, Secretary-Treasurer, Junior and Senior Counsellors shall constitute the voting membership of the Executive Board.
The President shall serve as the Chairman of the Executive Board. The immediate Past-President of the Society and the Chairman of the Department of Surgery at the University of North Carolina at Chapel Hill, and any chairman emeritus of the Department of Surgery at the University of North Carolina shall serve as ex-officio non-voting members of this Board. The Executive Board shall meet at least semi-annually with meeting sites to be designated by the Chairman.
Section 2. Counsellors
The Senior Counsellor shall retire after a four-year term, at which time the Junior Counsellor will accede to Senior Counsellor. (At the first meeting following the ratification of these articles, two counselors will be elected. The Junior Counselior shall serve a four-year term and the Senior Counsellor shall serve a two-year term,)
Section 3. Vacancies
Any vacancies on the Executive Board created by reason of termination of service, resignation, death, disqualification or incapacity to acts shall be filled by the remaining members of the Executive Board, Should the President be unable to complete his term of office, he shall be succeeded by the Vice-President.
Section 4. Powers
The Executive Board shall be the executive body of the Society. Accurate minutes of the proceedings of its meetings shall be kept by the Secretary-Treasurer. All powers of the Society shall be exercised by the Excutive Board, which may delegate to officers and to committees such powers as specified in these bylaws,
All proposals for membership shall be submitted by the Membership Committee for action by the Executive Board, Only names of candidates who have fulfilled the requirements of the Society and who have been favorably recommended by the Executive Board shall be presented to the Society by the Secretary-Treasurer for election as members. The Executive Board shall sit in judgment for the review of any alleged unprofessional conduct or violation of the Constitution by any member, and it shall have the power of investigating, hearing, and deciding innocence or guilt with due regard for the rights of the individual.
ARTICLE VII. COMMITTEES
Section 1. Purpose
Standing and ad hoc committees shall act in an advisory capacity to the Executive Board.
Section 2. Membership Committee
The Secretary-Treasurer shall serve as Chairman of the Membership Committee. Four other members to this committee shall be appointed by the President from the membership of the Society. One appointed member shall be an active practicing surgeon and one a full-time faculty member of the Department of Surgery, University of North Carolina at Chapel Hill, The Membership Committee shall meet at least once annually in the first quarter of the year to review the credentials of those individuals whose membership require no action or vote by the general membership. (See Article IV.) A list of those who have accepted such membership shall be kept and read by the Chairman of the Membership Committee at each biennial meeting, The members will thus be recognized by the entire Society. Nominees to this Society whose membership is not automatic shall be reviewed and recommendations for acceptance or rejection made by the Membership Committee to the assembled general membership at the biennial business meeting. A vote of the membership shall be taken in accordance with the Provisions of Article IV.
Section 3. Program Committee
The Vice-President shall serve as Chairman and the Junior Counsellor shall serve as Vice-Chairman of the Program Committee. One additional member shall be appointed to the Program Committee by the President. The duty of the Program Committee is to design and select an appropriate program of interest and scientific worth for the general membership. At each biennial meeting there shall be representation from the surgical housestaff and the surgical attending staff of the Department of Surgery, University of North Carolina at Chapel Hill, A speaker who represents excellence in a field of interest to the Society may be invited for presentation of a topic of such interest at the biennial meeting, Although not mandatory, it should be considered propitious to induct such a speaker into the Society as a member during the meeting at which he appears,
Section 4, Arrangements Committee
An Arrangements Committee of at least five members who live in the area of the next meeting shall be appointed by the President one year in advance of the meeting. It shall be the duty of the Arrangements Committee to provide an active social program for the membership and to help make housing and travel arrangements for the members. The Local Arrangements Committee is expected to work closely with the Program Committee in this regard.
Section 5, Nominating Committee
The Senior Counsellor shall serve as Chairman of the Nominating Committee, Two members of the Society shall be appointed by the President to serve as members of the Nominating Committee, Nominations of one member to serve in each of the four biennially-elected positions (i.e. President, Vice-President, Secretary Treasurer, and Junior Counsellor) shall be submitted to the membership at the biennial meeting. At least one such nominee shall have completed his surgical residency at the University of North Carolina at Chapel Hill. Additional nominations may be made for each office by any member from the floor at the time the biennial business meeting is held.
Section 6. Other Committees
The President in his discretion or by the direction of the Executive Board may establish other committees whose purpose shall be designated by the President. The membership of such committees shall be drawn from the general membership of the Society.