CONSTITUTION AND BYLAWS
PAN AFRICAN ASSOCIATION
[Founded in 1972]
Constitution and Bylaws Adopted Originally 1972, Nairobi.
Amended 1996, Durban
ARTICLE I - NAME
The name of the Association (hereinafter called the "Association" shall be the "PAN AFRICAN ASSOCIATION OF NEUROLOGICAL SCIENCES".
ARTICLE II - EMBLEM
The emblem of the Association shall be a black map of Africa on a round white shield, with the initials of the Association inside.
ARTICLE III - OBJECTS
The objectives of the Association shall be the advancement of Neurological Sciences and the promotion of friendship and exchange of ideas amongst practitioners of and people interested in Neurological Sciences in Africa in particular and in the World at large.
ARTICLE IV - MEMBERSHIP AND ELECTION TO MEMERSHIP
The Association shall consists of Ordinary, Honorary and Associate members.
A. Ordinary Members
The number of Ordinary Members shall be unlimited.
They shall be engaged in the practice of and /or research into one of the neurological sciences or retired there from.
They shall hold recognised qualification in Neurology, Neurosurgery, Neuropsychiatry, Neuroradiology, Neuropathology, Neuropharmacology, Neurobiochemistry, Neuroanatomy, Neurophysiology or in one of the Neurosciences which is acceptable to the Executive Council.
They shall be entitled to vote at meetings and to hold offices.
B. Honorary Members
The distinction of Honorary Membership shall be conferred on persons within and outside Africa for outstanding personal and professional contribution to the advancement of neurosciences in Africa and the World at large.
They (Honorary Members) shall be elected by the Association on the recommendation of the Executive Council. Honorary Members shall not be entitled to vote at meetings nor to hold office.
They shall not be required to pay entrance fees nor subscriptions.
The number of Honorary Members shall not exceed twenty (20).
C. Associate Members
The number of Associate Members shall be unlimited.
They shall have made such contribution to the advancement of Neurological Sciences as the Executive Council shall hold acceptable.
Applicants for Associate Membership shall be in possession of a Medical or Dental degree or a high qualification which is acceptable to the Executive Council. The Executive Council may at its discretion invite an outstanding person not in possession of such a qualification to become an Associate Member.
Residents in Training in the disciplines specified for admission into Ordinary Membership (Article IV Section lA) shall be eligible for Associate Membership.
Associate Members shall not be entitled to vote at meetings nor to hold office.
They shall not be required to pay fees of any description.
Section 2 Election
Candidates for election into Ordinary Membership shall be nominated by at least two (2) members of the Association (one a Proposer, the other a Seconder) in writing to the Honorary Secretary at least 4 weeks before the Association Congress.
The Executive Council shall review such nominations prior to the General Meeting and shall make recommendation for admission to Ordinary membership to the General Meeting of the Association from amongst candidates nominated.
Voting shall be by show of hands or by secret ballot at meetings unless the Chairman who shall normally be the President shall direct otherwise. A simple majority shall prevail.
ARTICLE V - FEES AND METHOD OF PAYMENT
An entrance fee of the equivalent of fifty US dollars ($50) shall be paid by every new Ordinary member to the current Honorary Treasurer in the currency of his or her country three (3) months of the date of election, the election shall be void unless the Executive Council be satisfied that such delay in payment is sufficiently justifiable in which case it shall take such action as it shall deem appropriate.
Members shall pay a biennial subscription of the equivalent of thirty US dollars ($30) to the current Honorary Treasurer in the currency of his or her country of residence.
The biennial subscription shall be considered due at the end of the biennial Condress of the Assiciation.
Any change in the amount of biennial (membership) subscription and the mode of collecting it shall be determined at the Biennial General Meeting of the Association (At present, an amount of 30 dollars is set aside from each person’s conference registration fee as membership fee)
B. Arrears of Payment
If the biennial subscription be not paid a year after it has become due, notice shall be sent calling attention thereto.
If payment be not made within a further Three (3) months, a second notice shall be sent.
If the Member does not pay the amount within Thirty (30) days of the posting of the second notice, he shall cease to belong to the Association
However, if at any time he shall give to the Executive Council a satisfactory explanation he may, at the discretion of the Executive Council and upon payment of all such arrears, be reinstated.
ARTICLE VI - EXPULSION
It shall be the duty of the Executive Council, if at any time it be of the opinion that the interest of the Association so require, by letter to invite. any member to resign from the Association within a time specified in such letter, and, the matter reported to the next General Meeting of the Association.
In default of such resignation, the question of the expulsionshall be submitted to the next General Meeting of the Association. At such meeting he shall be allowed to offer an explanation of his conduct verbally or in writing and if thereupon Three-fourths of those present vote by secret ballot for his expulsion, he shall cease to be a member of the Association.
ARTICLE VII - THE EXECUTIVE COUNCIL
A. The Management of the Association shall be vested in the Executive Council, the members of which shall be elected at the Biennial General Meeting.
B. The Executive Council shall consist of:
- The President
- The Vice President, who shall be the President - Elect
- Honorary Presidents
- Honorary Secretary
- Honorary Treasurer
- Assistant Secretaries
- Assistant Treasurers
- Chairperson of the Organising Committee of the Biennial Meeting.
- Editor of the Journal
- The Historian
- Four Members each representing the Northern, Southern, Eastern and Western regions of Africa.
1.The Executive Council shall have the power to fill vacancies in its body as and when they occur and may appoint such sub-committees as it may consider necessary and delegate to such sub-committees such powers as it may deem expedient. Subcommittees shall normally have the power to co-opt members.
2. The Executive Council shall have the power to expend the funds of the Association in such proper manner which accords. with the Rules and Regulations and the objects of the Association and in its best interests.
3. The Association’s books and accounts and a list of members of the Association shall be made available for inspection by any member of the Association at the office of’ the Honorary Treasurer or Secretary on giving not less than one (1) month’s notice in writing to the Executive Council.
1. Meetings of the Executive Council shall be convened by the Honorary Secretary at such time, approved by the President, as he may consider expedient or as determined at a previous meeting.
2. A member of the Executive Council unable to attend ameeting of Council shall be empowered to nominate any member to represent him who is not already a member of the Council in his own right.
3. The Executive Council must meet immediately before the,Biennial Congress starts to review all the details of theCongress with the local Organising Committee and to attend to such other business required for the general management of the Association.
4. The Executive Council shall also meet immediately before the Biennial General Meeting to make recommendationsto the Association about new members, future venues; subjects for discussion at future meetings; agenda for the General Meeting; sub committees set up, a slate of officers proposed and any other matters needing attention.
5. The President, or in his absence the Vice President, shall be the Chairman of the Meetings of the Executive Council. In the absence of both, the members present shall elect a temporary Chairman from amongst their number, for the duration of such absence
ARTICLE VIII - OPTICERS, THEIR QUALIFICATIONS AND DUTIES
A. All officers of the Association, except the Honorary Presidents, shall be elected by an affirmative majority vote of the members present and voting during the Biennial General Meeting.
B. Qualifications and Duties
1. The President shall be someone who has international professional standing and has considerable knowledge of the Association gained from several years of participation and attendance at Congresses and devoted to the promotion of the Association. Previous, service on the Executive Council shall be an advantage. He/she does not have to be the chairman/organiser of the next meeting.
The office of President shall be tenable for two (2) years only.
The President shall be the Chief Executive Officer of the Association.
2. The Vice President. The qualifications expected of the President shall apply to the Vice President, who shall be the President-Elect.
3. The Secretary shall keep the minutes of the ExecutiveCouncil and the Biennial General Meeting. He shall have custody of the Seal of the Association. He shall perform all such duties as may be prescribed by the Executive Council or the President.
The office of Secretary shall be tenable for four (4) years and the holder will be eligible for election for a second and final term of 4 years.
4. The Secretary shall be assisted by two Assistant Secretaries who shall do as directed by the Secretary.
5. The Treasurer shall be responsible for handling the funds of the Association which shall be banked where the Treasurer resides or at a place determined by the Executive Council.
The Treasurer shall pay out such sums as are authorised by the Executive Council at its Biennyal Congress.
The Association’s Books shall be properly audited annually by an auditor duly qualified in terms of the law of the country in which the current Honorary Treasurer resides and practises. An audited account of the Books shall be presented at the General Meeting.
The Office of the Treasurer shall be tenable for four (4) years and the holder will be eligible for election for a second and final term of 4 years.
6. The Treasurer shall be assisted by two AssistantTreasurers in the performance of his/her duties.
7. Honorary Presidents. All Ex-Presidents shall becomeHonorary Presidents for life and shall assist in the management of the Association.
Members shall be elected Honorary Presidents; this distinction shall be conferred at the discretion of the Executive Council for outstanding services rendered to the Association.
8. The Editor shall be in charge of The African Journal of Neurological Sciences which is the official journal of the association.
There shall be an Editorial Committee comprising the Editor, Associate Editors and Editorial Advisers. The Editor shall be the chairperson of the Editorial Committee.
9. The Historian shall be elected by the Executive Council for a term of four (4) years and may be re-elected.
The Historian shall keep the archives of the Association in a safe place and shall provide an historical account of the Association from time to time, or, at least, prior to the termination of office.
10. The Chairperson of the Organising Committee of Congress shall be appointed at the Biennial General Meeting on the recommendation of the Executive Council.
The Chairperson shall appoint a special ad hoc committee to organise the Congress.
The Chairperson shall present a report of their activities to the Executive Council and the General Meeting.
ARTICLE IX - MEETINGS AND CONGRESSES
A. A Congress and a General Meeting of the Association shall be held once in every two (2) years in a place in Africa and shall be known respectively as the Biennial Congress and Biennial General Meeting.
B. The date and place shall require to have been arranged at the previous General Meeting, but may be altered subsequently by the Executive Council at its discretion if it considers such alteration to be in the best interests of the Association.
C. The Honorary Secretary shall record in the Minutes of the Association an account of the Congress and the General Meeting.
Section 2 - The Biennial Congress
A. The purpose of the Congress shall be the presentation and reading of scientific and medical papers, discussion and demonstrations on various neurological topics and for social intercourse amongst the members of the Association.
B. An Organising Committee shall be set up in the host country as soon as it accepts responsibility for the Congress. The Chairperson of the Committee who shall be assisted by a special ad hoc committee shall carry the duty of steering the scientific and social activities of the Congress and of the publication of its proceedings, communications and Abstracts of papers.
The Organising Committee shall make available to members a list of the participants at the Congress.
C. At least one year before the Congress, the OrganisingCommittee shall invite communications to be presented at the Scientific sessions of the Congress on topics already chosen by the Association at the previous General Meeting.
D. Members attending the Congress will be charged a registration fee.
E. A Presidential Address shall be given by the incoming President at the opening of the Congress.
F. Visitors may, by express permission of the Chairman, be invited tothe Meeting by members. Such visitors may present papers and communication and take part in discussions subject to the same rules as for Members.
Section 3 : The Biennial General Meeting
A. The incoming President shall be the Chairman and in his/her absence the outgoing President shall take the chair.
B. The Agenda of the Meeting shall include:
(i) Confirmation of Minutes of the last General Meeting
(ii) Presentation of the Report of the Chairperson of Organising Committee
(iii) Presentation of the Report of the Honorary Secretary
(iv) Presentation of the report of the Honorary Treasurer and passing of the accounts of the proceeding two years
(v) Presentation of the outgoing President
(vi) Presentation of the Report of Editor of the Journal
(vii) Selection of venue of the next Congress and topics for the Scientific Sessions
(viii) Election of Members of the Executive Council
(ix) Any matter of which not less than one (1) month’s notice has been given in writing as hereinafter provided
C. At any General Meeting Ten (10) members, or the number estimated to be about one quarter of the total number of ordinary Members of the Association shall form a quorum.
Every member present shall be entitled to one (1) vote upon every motion.
A simple majority shall prevail. In case of equality of votes the Chaiman shall have a second or casting vote.
No member shall be permitted to vote by proxy but nomminations for membership of the Executive Council may be made in absentia by post.
ARTICLE X - BRANCHES
A. National or Regional branches of the Association may be formed with the approval of the Executive Council and they shall adopt the same constitution as that of the Association with the following exeptions:
(i) The aims and objects shall not include the formation of branches.
(ii) Amendments to the Constitution can only be made by the Executive Council of the Association in accordance with the provision of Article XIII.
(iii) The provisions of Article XIV (Fourteen) shall apply to branches, but, in addition, branches will not be dissolved without consultation with the Executive Council.
B. The Executive Council shall recognise existing National Neurological Societies in Africa as long as they do not operate. contrary or to the prejudice of the objects of the Association.
ARTICLE XI - SECTIONS
The Association shall have twd (2) sections, namely
(i) A Neurology Section
(ii) A Neurosurgery Section
ARTICLE XII - REPRESENTATION ON WORLD SOCIETIES AND FEDERATIONS
The Association shall maintain representatives, delegates to the following world organisations, societies or committees and to such other organisations, societies or committees that the President and the Executive Council may deem necessary in accordance with the rules of each organisation, society or committee:
(i) World Federation of Neurology
(ii) World Federation of Neurosurgical Societies
ARTICLE XIII - AMENDMENTS TO THE CONSTITUTION
Amendments to the constitution of the Association must be approved by at least a Two-Thirds (2/3) majority of members at a Biennial General Meeting. Proposals for amendments to the constitution shall be forwarded in writing to reach the Honorary Secretary at least Four (4) months before the Biennial General Meeting.
A combined list of proposed amendments shall be circulated to all members by the Honorary Secretary not less than Two (2) months before. the date of the Biennial General Meeting.
ARTICLE XIV - DISSOLUTION
A. The Association shall not be dissolved except by aresolution passed at a General Meeting of Members by a vote of Two-thirds (2/3) of the members present. The quorum at themeeting shall be as shown in Article IX Section 3 Item C.
If no quorum is obtained, the Association must continue until the next Biennial General Meeting when the proposal to dissolve the Assocation shall be re-submitted to the General Meeting. The quorum for this second meeting shall be the number of Members present
B. When the dissolution of the Association has been approved by a General Meeting, no further action shall be taken by the Executive Council or any office bearer of the Association in connection with the aims of the Association other than to proceed forthwith and liquidate all its assets for cash. Subject to the payment of all the debts of the Association, the balance thereof shall be distributed in such manner as may be directed by the meeting at which the resolution for dissolution is passed.