British Society of Paediatric Adolescent Gynaecology constitution
December 2024
The Society will be administered by the executive board, who are elected members of the Society. All members of Committee/ Trustees must reside in the UK and Republic of Ireland.
- Name
The name of the Society is The British Society of Paediatric and Adolescent Gynaecology/BritSPAG (the “Society”)
- Objectives
The objectives of the BritSPAG are:
2.1 to promote understanding of PAG but not exclusively by:
2.1.1 encouraging the study and management of PAG
2.1.2 raising and setting standards, including training, in PAG including but not limited to, the provision of a network of support through discussion, study and communication;
2.1.3 aiding an effective multidisciplinary clinical network of care for PAG patients throughout the United Kingdom and Republic of Ireland. The multi-professional and multi-disciplinary society includes gynaecologists, urologists, endocrinologists, nurse specialists and psychologists.
- Powers
The Society has the following powers, which may be exercised only in promoting the interests of the society.
3.1 to work closely with other organisations to promote the objectives of the Society to promote and assist in establishing appropriate standards and clinical management guidelines in PAG.
3.2 to promote the work of and provide support to the Research within the Society,
3.3 to promote and carry out or assist in promoting or carrying out research, surveys and investigations and to publish the useful results thereof for the benefit of the members of the Society, the medical profession and the public.
3.4 to procure, write and print, publish, issue and circulate such information, publications, papers, books, electronic information or other documentation or films, video or recorded tapes as shall assist in the furtherance of the Objectives.
3.6 to organise clinical meetings and bring together in conference members of the Society, and where appropriate other allied organisations, patient support groups, relevant Government bodies, statutory authorities and individuals.
3.7 to arrange and provide for or join in arranging and providing for, the holding of exhibitions, meetings, lectures, classes, seminars and training courses for the benefit of its members.
3.8 to interact and exchange information with other bodies and societies having similar objectives, whether in the United Kingdom, Republic of Ireland or overseas.
3.9 to collect membership fees from its members.
3.10 to accept such gifts, contributions, legacies or bequests as the Committee shall think fit.
3.11 to invest any funds raised or collected by the Society, which are not immediately required to promote the Objectives, in or on such investments, securities or property subject always to such conditions (if any) as may from time to time be imposed or required by law.
3.12 to employ paid or unpaid agents, staff or advisers to supervise, organise and carry on the work of the Society.
3.13 to do all such other lawful things as are necessary or reasonable to promote the Objectives.
- Membership
4.1 A “member” shall include consultants, trainees, allied health professionals etc. The Society has the discretion to amend membership categories.
4.2 The Executive Committee voted in by the membership, shall have discretion to refuse, suspend or terminate membership.
4.3. Membership of the Society may be suspended, terminated or refused by a vote of the Committee in cases where members, or prospective members, are deemed to be bringing the Society into disrepute. Such a vote is subject to quoracy requirements, and the decision must be ratified at the next AGM.
4.4 Renewal of Membership shall take place on an annual basis.
4.4.1 If any member has failed to pay his/her membership fee after three months despite requests from BrtiSPAG Secretary or the Treasurer, membership will be suspended.
4.8 Termination by the Member.
4.8.1 An individual may terminate his/her membership of the Society by giving notice in writing to the Secretary or it will happen automatically if the payments are not kept upto date.
4.8.2 Any Member who terminates his/her membership prior to the renewal date shall not be entitled to a refund of his/her membership fee.
- Membership Fees
5.1 Annual Membership fees decided by the Committee and approved by the AGM, shall be payable; the payment will be collected online by setting up direct debit.
5.2 A full year’s subscription shall normally be paid in respect of a new Member on the date of joining for the remaining period to the beginning of next year
5.3 The membership fee for any subsequent year shall be decided by the Members at the Annual General Meeting on advice from the General Committee.
6.General Meetings
6.1 The Executive Committee may at any time at its discretion call an Extraordinary General Meeting of the Society. Full Members may do likewise. The Secretary shall within 21 days of receiving a written request signed by five Full Members and giving reasons for the request, call an extraordinary General Meeting of the Society.
6.2 At least 21 clear days’ notice of such Meeting shall be given in writing by the Secretary to each Full Member via email.
6.3 Any notice convening an Extraordinary General Meeting shall specify the time, date and place of such meeting and the general nature of the business to be transacted.
- Annual General Meeting
7.1 The Society shall hold an Annual General Meeting once each year at such time (not being more than 15 months after the holding of the preceding Annual General Meeting) and place as the Committee shall determine.
7.2 At least 21 clear days’ notice shall be given by email by the Secretary to each Member of such meeting.
7.3 At such Annual General Meeting, the business may include the result of any ballot for election of Officers; the election of Full Members to serve on the Committee; the consideration of an annual report of the work done by or under the auspices of the Committee and of the audited or examined accounts; and the transaction of such other matters as may from time to time be necessary.
- Rules of Procedure at all General Meetings
8.1 Quorum
8.1.1 No business shall be transacted at any Annual General Meeting (AGM) unless a quorum is present
8.1.2 The quorum for a General Meeting shall be not less than 15% of the Members entitled to attend and vote on the business to be transacted. The quorum for the executive committee meeting will be 50% of the membership or over.
8.2 Chair
The Chair of the Committee or in his/her absence the chair elect/nominated deputy, shall preside as Chair of the meeting
8.3 Voting
8.3.1 Each Full Member shall have one vote on any question arising or resolution tabled at a General Meeting
8.3.2 All questions arising at an Annual General Meeting shall be decided by a simple majority of those present and entitled to vote
8.3.3 Voting on any issues including elections may be conducted
- Online via the Society’s website
- at the Annual General Meeting or at the Extraordinary Meeting by show of hands
8.3.4 In the case of an equality of votes, the Chair of the meeting, or in the case of voting by email the Chair of BritSPAG, shall have a second or casting vote.
8.3.5 The votes cast shall be counted before the Annual General Meeting and the results of the ballot shall be declared at the Annual General Meeting immediately following the ballot.
8.4 Minutes
Minute books shall be kept by the Committee detailing all business transacted and resolutions passed at every Annual General Meeting
- The Committee
9.1 Executive Committee
The Society shall be administered by a “Executive Committee” (also known below as the ‘Committee’, who may exercise all the powers of the Society. Such Committee shall comprise the following Full Members, elected as provided in rule 9.2.
The executive committee is made up of the members from various disciplines including paediatric gynaecology, psychology, urology, nursing, paediatric endocrinology, trainees and following officers.
Chair – The overarching role of the chairperson is to provide leadership as the chair of the society. The responsibilities include:
- Making sure that each meeting is planned effectively, conducted according to the constitution and that matters are dealt with in an orderly, efficient manner.
- Liaising with the RCOG specialist society liaison officer and attend its meetings or deputise on their behalf if needed.
- Represent the society at invited events, at home or abroad.
- Work closely with the chair elect for 6 months to guide them for their role and then stay on for further 6 months on the committee as ‘ex-officio chair’ before stepping down.
Secretary – The responsibilities of the secretary include but not restricted to the following:
- Ensuring meetings are effectively organised and minuted.
- Maintaining effective records and administration (some of the administrative responsibilities can be delegated to a secretarial support to reduce the burden).
- Upholding the legal requirements of governing documents, charity law, company law, etc. (where relevant)
- Communication and correspondence.
- Website related matters
Treasurer – The responsibilities of treasurer include:
- General financial oversight
- Collection/record of membership fees received/owed
- Financial planning and budgeting
- Financial reporting
- Banking, bookkeeping
- Control of fixed assets and stock
Chair elect – The chair elect will be expected to:
- Work closely with the Chair to establish a constructive relationship, share responsibilities and act as a substitute for the Chair whenever required.
- It is expected they will highlight any conflict of interest should this occur.
- Take over as ‘chair’ of the executive committee and society after 6 months for a tenure of 3 years.
9.1.2 Subcommittees will be formed and work delegated to them by the Executive Committee.
9.1.3 The Chair of BritSPAG is the Chair of the Executive committee.
9.1.4 All members of the Committee shall officially begin their terms of office from the Annual General Meeting at which their election is announced, or appointment ratified.
9.2 Election procedures –
The Executive Committee members are elected by a majority vote of Society members who choose to participate in the voting process through an electronic vote. The officers except the Chair are elected from within the executive committee.
Invitation to stand for executive committee will be formally requested before the Annual General Meeting. The period in which votes are received must be no shorter than 4 weeks.
9.2.1 Nominations with a named proposer and seconder who are Full Members of the Society must be received by the Society’s Secretary. Nominee must declare willingness to serve if elected. The secretary will circulate or publish the names together with the statements on the website for members to vote
9.2.2 Should nominations for any post exceed vacancies, election shall be by electronic ballot
9.2.3 Any casual vacancy in the Committee for officers, may be filled by the Committee and any person appointed to fill such a casual vacancy.
9.2.4 If only one member has been nominated for a post, the proposed member may be declared elected without a ballot. However, members of the Society with valid objections or concerns may raise them to the Committee via the Society’s Secretary.
9.2.5 All Members of the society are eligible to vote for members of the Executive Committee.
9.2.6 To be eligible to stand for Chair Elect, a member must have served one year on the executive committee. They will be voted in by the membership.
9.2.7 The Executive Committee has been elected to, and is responsible for, the day to day running of the Society and shall deal with issues that arise in between General Committee Meetings.
9.2.8 The Chair Elect will automatically become the ’chairperson’ after 6 months of shadowing and will stay in the post for 3 years. In the first half of their 3rd year of tenure, elections for the ‘chair elect’ will take place. The chair stays on the executive committee for 6 months after stepping down as ex-officio chair for allowing smooth handover.
9.3 Term
9.3.1 Election to the Executive Committee and the Chair’s post shall be for a term of three years.
9.3.2 Members of the Committee shall retire on expiry of each term in office and shall be eligible for extension for another term (3 years) to the Committee on expiry of their first term only.
9.3.3 No Member of the Committee shall serve more than two consecutive terms in any one post, but there will be the possibility of him/her serving a further term in a different post. No member shall serve more than nine consecutive years on the Committee.
9.3.4 In exceptional circumstances, where no other nomination is forthcoming the post holder may continue in post on a yearly renewable basis.
9.4 Meetings
9.4.1 The Committee shall meet as often as it sees fit, but in any event, not less than two times per year.
9.4.2 Any member of the General Committee may call a meeting of the Committee by requesting the Secretary to give notice of such meeting to the Members of the Committee.
9.4.3 Notice of meetings shall be given to all members of the Committee not less than 21 days before such meeting, specifying the time, date, place and nature of the business to be transacted; meetings may be virtual or via a teleconference.
9.5 Termination of General Committee Membership- A member of the General Committee shall cease to hold office if he/she:
9.5.1 becomes incapable by reason of mental disorder, illness or injury of managing or administering their own affairs;
9.5.2 Resigns their office by notice in writing; or
9.5.3 is absent from three consecutive meetings of the Committee and/or for good and sufficient reason three quarters of the other members of the Committee pass a resolution that such member of the Committee shall be removed from office
9.6 Proceedings
9.7 Proceedings of the Executive Committee
9.7.1 The Committee may delegate any of its powers under the Constitution to any one or more of the members of the Committee or to such other persons as the Committee in its discretion decide
9.7.2 The Committee may appoint sub-committees with such membership, powers and functions as the General Committee shall provide. The Members may be members of the sub-committees created under this rule. All acts and proceedings of such sub-committees shall be reported back to the Committee as soon as possible, but in any event at the next Committee Meeting
9.7.3 The Executive Committee may from time to time make such rules or by-laws as they may deem necessary or expedient or convenient for the proper conduct of the administration of the Society and for the purposes of prescribing classes of any conditions of membership, PROVIDED THAT no rule or by-law shall be inconsistent with the Objects nor shall they affect or repeal anything contained in this Constitution.
9.8 Material Interests
Members of the Committee shall promptly disclose to the Chair any material interest in any transaction or arrangement with a commercial enterprise that may constitute a conflict of interest with the Society.
- Property and Funds
10.1 The property and funds of the Society must be used only for promoting the Objectives.
10.2 No Committee member, other than those authorised by the Committee shall be entitled to receive any payment of money or other material benefit from the Society except reimbursement of reasonable out-of-pocket expenses (including travel costs) actually incurred in the administration of the Society.
10.3 A bank account will exist in the name of The British Society of Paediatric and Adolescent Gynaecology with (NatWest Bank or with such other bank as the Committee may from time to time decide). The Treasurer shall administer the property and funds of the Society.
- Records and Accounts
11.1 Proper and up-do-date financial records shall be kept and accounts for the preceding year, audited or examined shall be presented to the Members by the Committee at the Annual Meeting.
11.2 The Committee shall keep proper records of all professional advice obtained.
- Alteration to the Constitution
12.1 Subject to the following provision of this rule, this Constitution may be altered by a resolution passed by not less than two-thirds of the Members present and entitled to vote at a General Meeting. The notice of the Annual General Meeting must include notice of the resolution, setting out the terms of the alteration proposed.
13.Dissolution
14.1 At any time, the Committee, by a two-thirds majority, may decide to dissolve the Society, on the grounds of expense or otherwise
14.2 After making provision for all outstanding liabilities of the Society, the Committee must apply the remaining property and funds in one or more of the following ways:
14.2.1 by transfer to one or more other bodies established with similar objects to the Society; or
14.2.2 directly for the Objectives; or
14.2.3 in furtherance of such other good cause as the Committee shall unanimously decide, whether or not such good cause shall have objects similar to those of the Society.