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1 Name and Registered Office
The name of the Society is the "International Society for the Study and Prevention of Infant Death (ISPID) e.V.", hereinafter called the "Society" or "ISPID". The registered office of the Society that operates in the form of a non-profit organisation is instituted in Tübingen, Germany. ISPID has been organised to foster science and research as specified in article 2. It originates in the "European Society for the Study and Prevention of Infant Death" (ESPID) and the "SIDS Global Strategy Task Force" (GSTF). The society is the scientific arm of SIDS International, but as a scientific organisation remains independent from it on an organisational level.
2 Objectives
a) To promote the exchange of information among scientists
who have special experience in the field of infant health
and death and to the community at large.
b) To promote education and training in infant health and
death research in order to encourage progress in this field.
c) To carry out co-operative studies in the field of infant health
and death particularly those aiming at prevention.
d) To provide further education in the field of infant health and
death by organising meetings for this purpose including
annual scientific meetings, training programmes and
educational workshops, granting fellowships and travel
awards and fostering official publication of scientific
proceedings and other materials.
e) To carry out any other measures to support research and
prevention of infant death, as determined by the Annual
General Meeting.
3 Members, Corporate Members and Honorary Members
a) Individuals can be members of the Society. Applications for
membership shall be supported by at least one existing
member and submitted to the Secretary. The Secretary will
then submit the applications to the Board members for
approval. Existing members will be informed about the
admission of any new member(s) via the Society's
Newsletter. If a member resigns, his/her membership will
end at the end of that year.
b) Corporate Members are groups or societies that join the
ISPID, representing their members as a whole. They pay a
membership due. They and their individual members have
no voting privileges.
c) Members will pay an annual due, the amount of which is
settled at the Annual General Meeting and shall be paid in
advance by 1 January of each year. Individual or corporate
members can resign by a formal declaration to the Annual
General Meeting. Any member who fails to pay his/her
annual fee for two successive years will receive written
notification from the Treasurer that failure to pay all
outstanding fees within six months will terminate his/her
membership.
d) Individuals who have achieved distinction in their work for
ISPID and/or in the field of infant death research and
prevention can be offered honorary membership if they
have retired from active practice. Proposals for honorary
membership will be presented by the Board to the Annual
General Meeting to be voted on. Honorary membership
includes ISPID membership. Honorary members are
excused from any membership dues.
4 Termination of Membership
Membership ends
a) on leaving the Society by the end of a calendar year if
written notice has been given to the Board and a period of
notice of 3 months has been adhered to.
b) for a natural person by death, for a legal entity by loss of
legal capacity, for an association by dissolution.
c) by expulsion. This might be agreed upon by the Board with
the consent of the committee if the member has acted
contrary to the interests of the Society. The member is to
be given the opportunity to declare himself/herself prior to
the decision. He/She is entitled to appeal against this
notification of expulsion to the next statutory annual
general meeting. The appeal is to be filed in writing within
4 weeks from delivery of the notification to the member's
most recent address given to the Society.
d) by deletion from the members list due to a decision of the
Board if the member is in arrears for at least 2 yearly dues
in spite of having been reminded.
Cash deposits and contributions in kind are not returned to
members if members leave the Society or if the Society is
dissolved.
5 Official Language
The official language is English.
6 Annual General Meeting
The President of the Society convenes the Annual General Meeting. If the President is unable to fulfil this task, the Board will choose one of its members as the President's substitute. The Annual General Meeting will normally be held once yearly. Notification together with the agenda will be given in writing, sent out to members at least one month before the date of the Annual General Meeting. The Secretary is responsible for the preparation of the minutes of the Annual General Meeting, which shall be signed by him/her and by the President of the Society.
Functions of the Annual General Meeting include:
a) authorisation of the Board to deal with matters pertaining
to the Society that require attention between Annual
General Meetings
b) election of two auditors to check the Treasurer's report
c) determination of annual membership dues
d) determination of the place of the next Annual General
Meeting
e) determination of the Society's activities, as defined in
Article 2.
7 Board
Composition of the Board
The Board has five elected members: the President, the Secretary, the Treasurer (the three being the Executive Committee within the meaning of Article 26 BGB, German Civil Code; each authorised to represent the other), and two Members at Large, jointly authorised to represent the Society. In addition, other ISPID members may be invited to attend Board meetings at the discretion of the President, including committee members and the organisers of the next annual meeting.
Elections
a) Board members are elected by the members of the Society
following nomination by individual members as described in
Article 8.
b) The term of office for all elected Board members is normally
five years. Board members remain in office until re-elections
are held.
c) Posts of the Secretary and the Treasurer are open for
re-election for one term; the other posts are not open for
re-election. However, members who have served on the
Board may be proposed for election in another capacity.
d) Elections for the posts of President and Secretary will not
normally take place in the same year. With the agreement
by vote of the Annual General Meeting and the agreement
of the individual concerned, adjustment (up or down) of the
length of term of office of a maximum of one year may be
made in order to achieve this when a simultaneous election
would otherwise occur.
Tasks of the Board members
a) The President is responsible to the Society for carrying out
decisions taken at the Annual General Meeting. He/she
chairs the Annual General Meeting. For any special or
general purposes the President may delegate matters
normally dealt with by him-/herself as President to any
member of the Board.
b) The Secretary is entrusted with the administrative duties
of the Society.
c) The Treasurer is entrusted with any financial matters.
d) The Board can install committees for certain tasks;
committee members are nominated by the Board; the term
of office of committee members is normally three years with
the option of reappointment for one term.
e) If the President, Secretary or Treasurer resign or are
prevented in any way from completing their term of office,
the Board will choose one of the other Board members as
acting President, Secretary or Treasurer, respectively, until
an election has been held, before or at the next Annual
General Meeting.
8 Voting and Elections
Amendments to the Bylaws of the Society
a) At the Annual General Meeting, a quorum of at least one
fifth (20 %) of the members must be present; decisions on
amendments shall be ratified only if at least three quarters
(75 %) of all votes cast are in favour. Votes will normally be
taken by a show of hands but may be taken by secret
ballot at the discretion of the President.
b) Decisions based on voting conducted by mail (whether by
paper or electronic media) will only be considered valid if at
least one fifth (20 %) of the current members respond;
decisions on amendments to the Bylaws of the Society shall
be ratified only if at least three quarters (75 %) of all the
votes cast are in favour.
Elections and all other matters
a) Except for the 2 auditors, who are elected during the
Annual General Meeting, elections are only conducted by
mail (whether by paper or electronic media) and will only
be considered valid if at least one fifth (20 %) of the current
members respond. The Board will communicate the
procedures for all such votes (deadline for voting, recipient
of votes, person(s) who will count the votes, and procedure
of announcing the result of voting) to the members in
advance.
b) Any decisions shall be taken on the basis of the largest
vote. That is, for example, if more members vote in favour
than against, then the decision will be in favour, even if the
combined number of those against and those abstaining is
more than half of those responding. In the case of an
election, the candidate receiving the largest number of
votes will be elected. In the case of a tie, the President
shall have the casting vote.
9 Non-Profit-Making Character
a) ISPID exclusively and directly pursues non-profit-making
objectives within the meaning of the Charitable Purposes
Ordinance (Abgabenordnung, Section "steuerbegünstigte
Zwecke") of the Federal Republic of Germany (1977).
b) Any funds must be used for the Society's objectives. ISPID
members shall not receive any profit, shares or any other
financial benefits from the funds of ISPID in their capacity
as members. If they cease to be members or if the Society
is dissolved, membership subscription fees previously paid
shall not be reimbursed, and members shall not otherwise
be entitled to the assets of ISPID. No person will be
awarded administrative expenses against activities other
than those directly related to the business and objectives
of ISPID, nor receive disproportionately high or unrelated
remuneration of any other kind. The Society is entitled to
any kind of administration of its own assets unless
opposing to tax regulations. It shall work on a non-profit-
making basis only.
c) Any funds should be used for the objectives within a
reasonable time period as proposed by the Board and
approved by the Annual General Meeting, allowing for the
need to maintain a reasonable reserve fund to protect the
Society's interests and liquidity.
d) All officers of ISPID work in an honorary capacity.
Commercial business in their capacity as officers of ISPID
is not permitted.
e) If ISPID is dissolved, or if its objectives otherwise become
invalid, all assets shall be assigned to a public corporation
or a corporation that is recognised as a tax privileged
charity. The corporation shall use these assets exclusively
and directly for non-profit-making purposes within the
scope of fostering children's health. Decisions on how the
assets are to be employed in future shall be carried out
only after approval by the tax and revenue office
responsible for the registered office of the Society.
f) The revenues office responsible for the registered office of
the Society shall be informed as to any amendments to the
Articles of the Society before registration at court.
10 Privacy Policy
The Society stores some personal data from its members (name, affiliation, address, phone and fax numbers, e-mail address, web site, account data) as necessary to fulfil its objectives. ISPID also keeps an address list with names of persons, who may wish to receive information on the Society. The electronic database may be accessed and maintained only by the Secretary and the Treasurer, data may be reported to the Board as necessary for decision-making.
In order to facilitate communication within the Society, a members list is made available to ISPID members on paper or in a password-protected members area of the ISPID website. Any data required for invoice of membership dues (bank account or credit card data, date of payment) are used solely for this purpose, accessed and maintained only by the Treasurer, and kept confidential. No data whatsoever is given to anyone outside the Society.
Individuals may request information and/or update of personal data stored by the Society, and deletion of their data from the members list. Personal data will be deleted on resignation, suspension, removal, or death of a member, or in the event of the dissolution or final liquidation of the Society.
Tübingen, 4 March 2005
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