Proposed amendments to the


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Proposed amendments to the

  1. 1. Proposed amendments to theBritish Society ofGastroenterology ConstitutionThe following text shows the original text of the BSG constitution with the proposed alterationsset out in track changes.Rule 1The title of the Society shall be ‘The British Society of Gastroenterology, in which shall beincorporated the former British Society for Digestive Endoscopy’. Its objects shall be theadvancement of gastroenterology and the promotion of friendship amongst those who have aspecial interest in this subject.Rule 2These objects shall be pursued by meetings and discussions and such other means as shallfrom time to time be agreed.Rule 3The rules of the Society shall not be altered without due notice of the suggested change,made in writing to the Secretary at least three months prior to the Annual Business Meeting,and the consent of two-thirds of the members then present.Rule 4The Society shall consist of Full, International, Senior, Honorary, Non-clinical Scientist,Trainee and Associate members. A member whose subscription has lapsed for twoconsecutive years shall be deemed to have resigned.Rule 5The Council may terminate the membership of any individual or organisation whose continuedmembership would, in the reasonable view of the Council, be harmful to the Society (but onlyafter notifying the member concerned in writing and considering the matter in the light of anywritten representation which the member puts forward within 14 clear days after receivingnotice).Rule 6Full Members. Full membership is intended as a recognition of special interest or experiencein any discipline relevant to gastroenterology. Full members are entitled to attend all meetingsof the Society, and are entitled to hold office and to vote in the affairs of the Society. Fullmembers shall pay a subscription and receive Gut.Rule 7Proposals for Full membership shall be submitted by two sponsors, who shall be Fullmembers, to the Secretary on the Society’s proposal form. Those having achieved aconsultant post in a gastroenterology –related specialty or who hold an appropriate CCSTrequire signed ratification from 1 full member of the Society. All other proposals require 2sponsors who shall be Full members. The Nominations Committee shall consider thequalifications of all candidates, and shall recommend to Council those suitable to be electedat the next meeting of Council.Rule 8International Members. International membership is intended for those living permanentlyoutside Great Britain and Ireland and for Full members resident abroad for more than twoyears. Proposals for International membership shall be submitted as for Full membership andsuch members shall pay an International subscription rate and shall receive Gut. They shallbe entitled to vote but shall not hold office.Rule 9Senior Members. At age 65, or earlier retirement, Full and International members may retainthe right to vote but not hold office. If such members wish to receive Gut they will pay the Fullmembership subscription. If such members do not wish to receive Gut, they will be eligible toreceive information about meetings and other activities of the Society at a reduced rate.
  2. 2. Rule 10Non-Clinical Scientist Members. Non-clinical Scientist membership is intended as arecognition of special interest or experience in any non-clinical discipline relevant togastroenterology. Non-clinical Scientist Members are entitled to attend all meetings of theSociety, and are entitled to hold office and to vote in the affairs of the Society. Non-clinicalScientist Members shall pay a subscription set at a lower rate than that of Full members. Theyshall not receive Gut. Proposals for Non-clinical Scientist membership shall be submitted bytwo sponsors, who shall be Full members, to the Secretary on the Society’s proposalform. The Nominations Committee shall consider the qualifications of all candidates, and shallrecommend to Council those suitable to be elected at the next meeting of Council. A full list ofnew members shall be circulated to members prior to the Annual Business Meeting.Rule 11Trainee Members. Trainee membership is intended as a recognition of special interest andcommitment to a career in any discipline relevant to gastroenterology. Aspiring Traineemembers will normally hold a National Training Number. Trainee members must benormally resident in Great Britain or Ireland. They are entitled to attend all meetings of theSociety but are not entitled to hold office other than in those positions reserved for traineerepresentatives, nor may they vote in the affairs of the Society. Trainee members shall pay asubscription set at a lower rate than that of Full members.They shall receive Gut. Proposalsfor Trainee membership shall be submitted to the Secretary on the Society’s standardproposal form.Those having a training NTN in the UK require 1 sponsor who shall be a Full BSG member tosign their proposal. All others require written recommendations from 2 Full members.Rule 12Honorary Members. Men and women of distinction who have made outstanding contributionsto gastroenterology may be recommended as Honorary members at the Annual BusinessMeeting. Nominations will be made through the Nominations Committee and will require thewritten support of three Full Society members of at least ten years’ standing. The affirmativevote of two-thirds of the members present at the Annual Business Meeting shall be necessaryfor election. Honorary members shall pay no subscription, but shall receive Gut. They shall beentitled to vote but shall not hold office after retirement from active practice.Rule 13Associate Membership. Associate membership is available to all who have a long-termcommitment to gastroenterology but are not qualified to become Full or Non-Clinical Scientistmembers of the Society.Applications should be submitted to the Secretary on the Society’s proposal form. TheNominations Committee shall consider the qualifications of the candidates proposed and shallrecommend to Council those suitable to be elected to Associate membership at the nextmeeting of Council. Applications must include a supporting reference from a Full member.Associates may attend all scientific and clinical sections of the Society’s meetings and alsomeetings organised specifically for Associates. Associates must be resident in Great Britainor Ireland, shall pay a smaller subscription than Full members, shall not receive Gut and shallnot be eligible to hold office, to vote, or to attend the Annual Business Meeting.Associates will not be eligible for continued membership after the age of 65 or earlierretirement.Rule 14A full list of new members as considered by the Nominations Appointments Committee shallbe made available to Full, International, Senior, Non-clinical Scientist and Honorary membersprior to the Annual Business Meeting.Rule 15Meetings. Meetings of the Society shall be held once a year or more often at the discretion ofthe Council.Rule 16Visitors can be introduced to scientific meetings of the Society only by members. They maymake scientific contributions and take part in discussions subject to the same rules asmembers. It may be necessary for the Council to limit the number of visitors at a meeting.Rule 17
  3. 3. The scientific communications shall be limited to ten minutes. Subsequent discussions shallbe limited to five minutes, and discussion will follow each communication.These times may be changed at the discretion of the President, with the support of Council.Rule 18Scientific communications will be selected by the Programme Education Committee. Titles ofselected papers will be circulated to all members of the Society before the scientific meeting.Rule 19The business of the Society shall be conducted by a Council consisting of the followingofficers and members: Maximum term of officeOfficers of Council (12)President 1 2 yearsPresident-elect 1 2 yearsSecond President-elect 1 yearVice President (Endoscopy) 2 yearsSenior Secretary 2 yearsJunior Secretary 2 yearsEndoscopy Secretary 2 yearsTreasurer 5 yearsEditor of Gut 7 yearsChairman of Education Committee 3 yearsChairman of Clinical Services& Standards Committee 3 yearsChairman of Research Committee 3 yearsChairman of Public Affairs Committee 3 yearsChairman of Training Committee 3 yearsElected Members (128)Full members by election 3 yearsThe officers shall be nominated by the Council for election at the Annual Business Meetingand (except for the President, the two Presidents-elect and the Vice-president (Endoscopy))shall be subject to annual re-election. Retiring officers of Council shall not be eligible forelection to the same office. Retiring elected members of Council shall not be eligible forre-election as Council members for three years. Four Full members of the Society shallnormally be elected to membership of Council each year.At least four months before the Annual Business Meeting all members, except Trainee andAssociate Members, shall be asked to nominate candidates, with their consent for election asordinary members of Council. Before the Annual Business Meeting ballot sheets shall bedistributed by post for an election by single transferable vote. Members unable to attendthe Annual Business Meeting shall be entitled to send their ballot papers to the Secretary bypost to arrive at least three days before the meeting.In the absence of the President, the duties of President will be assumed by the FirstPresident-elect, the Second President-elect or the Vice-President (Endoscopy), in that order.A quorum at a Council meeting is 10 officers of the Society and elected members. Councildecisions shall, where possible, be made by consensus. Where this is not possible, everyissue may be determined by simple majority of the votes cast by the officers of theSociety and elected members present at the Council meeting. A resolution which is in writingand signed by all members of the Council is as valid as a resolution passed at a meeting andfor this purpose the resolution may be contained in more than one document and will betreated as passed on the date of the last signature.Rule 20A Board of Trustees shall be The officers and the elected members of Council are charityTrustees of the Society and are responsible for governance of the Society with . CharityTrustees has having the meaning prescribed by s. 97(1) of the Charities Act 1993. There willbe 13 trustees. 6 independent trustees will be appointed for 3 years by the Appointments
  4. 4. Committee. There will be also 6 trustees drawn from Council two will be elected and four willbe officers – the President-elect, Treasurer, Vice President (Endoscopy) and the seniorsecretary,who will serve as trustees for their period of office.The Board of Trustees will be chaired by the BSG President, during their period of office.Rule 21There shall be a Finance and General Purposes Committee to advise Council on financialand employee matters of the Society. The Committee will advise on the finances of theSociety particularly with regard to expenditure, investment strategy, handling of assets,remuneration of employees of the Society and will ensure the financial probity of the Society.The Committee will meet at least once a year and will consist of the President, the FirstPresident-Elect, the Endoscopy Vice-President, the Treasurer, the Senior Secretary, twoelected members of Council, and three lay independent trusteesmembers.The two elected members of Council and the two lay members will be appointed by theCouncil from time to time.Rule 22There shall be an appointments committee. The Appointments Committee shall consist ofthe President-elect (Chairman), Vice-President (Endoscopy), Senior Secretary, two electedmembers of Council and two independent trustees. The Appointments Committee shalladvise Council on nominations for President, Officers of Council, Sir Arthur Hurst MemorialLecturer, Chairmen of the Education and Clinical Services and Standards Committees, Editorof Gut (in consultation with the Editor of the British Medical Journal), membership of theSociety and the appointment of a Senior Executive.Rule 2223The Council shall from time to time have the power to employ paid or unpaid agents, staff oradvisers to the Society which may include a Senior Executive. Such a Senior Executive wouldhave charge of the administration of the Society, and would work to further the aims of theSociety as determined by Council. All staff including the Senior Executive will be responsibleto the President of the Society.Rule 243The Secretaries, one of whom shall normally be elected appointed every two years, shallsummon all meetings of the Society and be responsible on behalf of Council for thearrangements. They shall keep minutes of all proceedings of the Society, its Council andcommittees. International relations shall be conducted by the Senior Secretary. The SeniorSecretary will take a particular interest in education while the Junior Secretary will focus onpublic affairs.Rule 254The Treasurer shall collect the subscriptions of the Society and shall submit an auditedstatement of the Society’s accounts at each Annual Business Meeting.The subscriptions shall be determined from lime to time by the Annual Business Meeting.Rule 265Council shall be assisted by five main committeesNomina: Training, tions,ProgrammeEducation, Clinical Services and Standards,Research and Education Committeesthe Public Affairs Committee. Council shall berepresented by eight two of its elected members on the Nominations AppointmentsCommittee, four on the Education Committee, and four on the Clinical Services andStandards Committee. These representatives will be elected annually by Council using thesingle transferable vote system, the election for each committee being in the above order.Elected members will normally serve the respective Committee for the duration of theirCouncil membership. No elected member may serve on more than two committees.Rule 26The Nominations Committee shall consist of the First President-elect (Chairman), SecondPresident-elect, Vice-President (Endoscopy), Senior and Junior Secretaries and eight electedmembers of Council. The Nominations Committee shall advise Council on nominations forPresident, Officers of Council, Sir Arthur Hurst Memorial Lecturer, Chairmen of the
  5. 5. Education and Clinical Services and Standards Committees, Editor of Gut (in consultationwith the Editor of the British Medical Journal) and membership of the Society.Rule 277The Programme Education Committee shall consist of the President, First President-elect,Senior Secretary (Chairman), Junior Secretary, Chairman of the Education Committee and all Chairmen of Sections (asdefined in Rule 26). The Programme Education Committee shall be responsible to Council forthe scientific programme of meetings of the Society, and shall take account of proposalsmade by the Education Committee. The Committee shall consider all aspects of education ingastroenterology. Itshall also be responsible for considering applications for financial support in regard toeducation, travel and equipment, disbursing such sums as the Treasurer makes available forthese purposes annually. It shall advise Council on nominations for such fellowships andawards as are available to the Society.Rule 288The practice of clinical gastroenterology shall be promoted by the Clinical Services andStandards Committee. The Clinical Services and Standards Committee shall consist of aChairman, the President, the Senior Secretary, all Chairmen of Sections, and a representativefrom any group of Associate Members for which it is responsible and four elected members ofCouncil. Once a year the Clinical Services and Standards Committee will meet withrepresentatives of Gastroenterology Committees (Groups) based on Health Service Regionsand Health Boards.The Chairman, President and one other member of the Clinical Services and StandardsCommittee shall represent the Society in consultations with the appropriate authorities.Rule 2929The Society shall be represented through the Clinical Service and Standards Committee atRegional level by a Regional Group led by a Chairman and Secretary, both of whom shall bemembers of the Society and elected by the British Society of Gastroenterology membership ofthat Region. The duration of office of the Chairman and Secretary shall be three years.Regional groups shall serve to promote the clinical activities of the British Society ofGastroenterology within each Health Service Region. The Chairmen and representatives ofthe Clinical Services and Standards Committee shall meet the Regional Chairmen at eachBritish Society of Gastroenterology meeting. The Clinical Services and Standards Committeewill report the regional situation to Council at each meeting.Rule 300The Research Committee shall assist Council in formulating policy on gastrointestinalresearch. The Committee shall consist of the President, The Senior Secretary, and a seniorrepresentative of CORE (formerly the Digestive Disorders Foundation) with four non-clinicalscientistsand four clinical scientists elected by Council on the advice of the Nominations AppointmentsCommittee and from amongst whom a Chairman will be elected. The duration of office ofelected Committee Members shall be three years. In the case of the Chairman the term ofoffice may be extended to permit 3 years as Chairman.Retiring members (unless elected Chairman) shall be ineligible for re-selection for at least oneyear. The Chairman shall have the power to co-opt individuals on to the Committee asdeemed necessary. It is expected that the Committee shall propose and take responsibility forthe Society’s research agenda, with monitoring and dissemination of the Society’s researchactivity, and to liaise with such outside bodies as are deemed appropriate to optimise thesupport for and the efficacy of gastrointestinal research.Rule 31The Education Committee shall consist of a Chairman, the First and Second Presidents-elect,Vice-President (Endoscopy), Junior Secretary, Endoscopy Secretary, Editor of Gut, togetherwith the four elected members of Council and four Chairmen of Sections (elected by Councilfor three years). The Committee shall consider all aspects of education in gastroenterology. Itshall be responsible for considering applications for financial support in regard to education,travel and equipment, disbursing such sums as the Treasurer makes available for thesepurposes annually. It shall advise Council on nominations for such fellowships and awards asare available to the Society.
  6. 6. Rule 312The Medical Gastroenterology Training Committee shall consist of all ProgrammeGastroenterology Training Directors, two trainees elected by the trainees group, the Chairmanof the Royal College of Physicians Gastroenterology Committee, the Royal College ofPhysicians Gastroenterology Committee Manpower representative and the three BritishSociety of Gastroenterology representatives on the Specialty Advisory Committee, one ofwhom should be the Chairman. This Committee will co-ordinate uniform nationalgastroenterology training on behalf of the Society. It will advise Council on training policy.Rule 32The Public Affairs Committee shall be chaired by the President-elect and include the JuniorSecretary. This Committee will work to promote gastroenterology amongst politicians,policymakers, service commissioners and patient groups.Rule 3333(a) There shall be such Sections of the Society relating to special interests as are agreed byCouncil. Sections shall be responsible for the academic, cultural and professionaladvancement of their special interest. Each Section shall elect a Section Committee (bypostal ballot using the single transferable vote) of not less than four and not more than eightSection members on an annual basis, the maximum term of office being three years. TheSection Committee shall elect a Chairman and Secretary to hold office for three years;candidates need not be members of the Section Committee. The Chairman of the EndoscopyCommittee shall hold office for two years. Retiring Officers and ordinary members of SectionCommittees shall not be eligible for re-election to the same office within one year unless thereare insufficient new nominees from the Section membership, when retiring members may beeligible for re-election.The Chairman and Secretary of each Section Committee shall be confirmed annually. AllChairmen of Sections will be members of the Clinical Services and Standards Committee andof the Programme Committee. Four Chairmen of Sections will be elected by Council to theEducation Committee to serve for three years.(b) A proposal for a new Section shall be submitted to Council, signed by not less than 25members. The creation and continuation of a Section shall be at the discretion of Council.(c) Members of the Society may vote in only three Sections having notified the Secretariat oftheir choice on a form sent annually to each member.(d) The Committee of the Endoscopy Section shall consist of a Chairman, an EndoscopyTreasurer, an Endoscopy Secretary, and six other members with power to co-opt. TheChairman of the Endoscopy Committee will be Vice-President (Endoscopy) of the Society.The Endoscopy Section of the Committee will represent the interests of the EndoscopySection Associates and will advise Council on nominations for the annual EndoscopyFoundation Lecturer and Endoscopy Prizewinner.(e) The Committee of the Liver Section shall be a joint committee of the British Society ofGastroenterology and the British Association for the Study of the Liver (BASL) and consist ofa Chairman Secretary and four other members of the British Society of Gastroenterology withthe power to co-opt. The Chairman of the Committee shall normally alternate on a yearlybasis between an appointee of the BSG Liver Section and the incumbent President of BASL.There will be two secretaries of the Committee who will serve on a junior/senior basis, one tobe elected from the BSG Liver Section and one from BASL.(f) The Committee of the Small Bowel/Nutrition Section shall have representation from theBritish Association for Parenteral and Enteral Nutrition (BAPEN). An elected member ofBAPEN Council who is also a member of the British Society of Gastroenterology shall be co-opted to serve on the Committee of the Small Bowel/Nutrition Section. It will be expected thatanother member of the Section Committee will be co-opted onto BAPEN Council. Accordinglythere should at all times be (at least) two members in common to the Section Committee andBAPEN Council.(g) The Committee of the Pancreatic Section shall serve for four years.(h) On the advice of the Treasurer, Council shall allocate funds to Section Committees, todisburse as each of these Committees thinks fit.
  7. 7. (i) Each Section shall make an annual report to Council prior to the Annual Business Meeting.Rule 3434The Editorial Board of Gut shall consist of the Editor of Gut, acting as Chairman, the Editor ofthe British Medical Journal and certain Society members, and others, whose nomination bythe Editorial Board shall be approved by Council. The nominated members shall normallyserve on the Editorial Board for three years. The Board shall assist the Editor in the selectionof papers for publication and in the production of Gut. The Editor of Gut shall normally servefor a maximum of seven years, being nominated by the Nominations Committee inconsultation with the Editor of the British Medical Journal and be appointed by Council. TheManagement Committee of Gut shall have three members representing the Society (theEditor of Gut, the Treasurer and one Honorary Secretary) and three representatives membersappointed byof the BMJ Publishing Group Limited, which shall include the Editor of the BritishMedical AssociationJournal.If an elected Council members is appointed Editor of Gut they must resign their Councilmembership on the date they take up the appointment and cannot be elected a Councilmember until their term as Editor of Gut expires.Rule 35 35There shall be an annual lecture given in memory of Sir Arthur Hurst, the founder of theSociety.Rule 3636There shall be an annual Endoscopy Foundation Lecturer. There shall also be an annualEndoscopy Prize which shall be open to all members of the Society. The award shall be madeby Council on the nomination of the Endoscopy Section.Rule 3737There shall be an annual Sir Francis Avery Jones British Society of GastroenterologyResearch Award to encourage research by gastroenterologists working in the British Isles.The award will consist of a medal and a prize. The recipient will be required to deliver alecture at the Plenary Session of the Society. The award will be made by Council on therecommendation of the Education Committee. The recipient must be aged 40 years or lesswhen delivering the lecture, but need not be a member of the Society. All or a substantial partof the work must have been performed in the United Kingdom or Eire.Rule 3838Subject to prior agreement in writing of the Charity Commissioners the Council may in theirabsolute discretion grant to any Retiring Officer an honorarium. Provided always that1. where the proposed payment exceeds 20 times the value of the annual subscription formembers such payment must first be approved by two-thirds of the members when present atthe Annual Business Meeting and2. an Officer shall withdraw from any meeting at which his or her honorarium or a proposal foran honorarium for him or her is under discussion.Rule 3939The Council may appoint and pay such professional financial and other advisers as shall fromtime to time be necessary or expedient for carrying out the work of the Society.The Council may delegate upon such remuneration as the Council may think fit (the“Managers”’) the exercise of all or any of their powers of investment oncondition that:(a) the Managers shall be persons who are entitled to carry on investment business under theprovisions of the Financial Services Act 1986. (b) the delegated powers shall be exercisedonly within clear policy guidelines drawn up in advance by the Council and within the powersof investment conferred by these rules. (c) the Managers shall be under a duty to reportpromptly to the Council any exercise of the delegated powers, and in particular to report everytransaction carried out by the Managers to the Council within 14 days, and to report on theperformance of investments managed by them at least every six months. (d) the Council shallbe entitled at any time and without notice to review, alter or determine the delegation or itsterms (e) the Council shall be bound to review the arrangements for delegation at intervalsnot (in the absence of special reasons) exceeding 12 months, but so that any failure by theTrustees to undertake such reviews within the period of 12 months shall not invalidate the
  8. 8. delegation. (f) the Council shall be liable for any failure to take reasonable care in choosingthe Managers, fixing or enforcing the terms upon which the Managers are engaged, requiringthe remedying of any breaches of those terms and otherwise supervising the Managers, butotherwise shall not be liable for the acts and defaults of the Managers.Rule 4040The Council shall maintain such banking account or accounts as it thinks fit into such of whichas may be appropriate shall be paid forthwith all sums of cash for the time being belonging tothe Society. Cheques shall be signed by such persons as the Council shall from time to timeauthorise.Rule 411The trustees of the Society Council shall in writing appoint not less than two nor more thanfour trustees who shall be selected from the officers and members of the Council and whoshall hold and administer the property (other than cash) of the Society subject to these Rulesand to such directions as may from time to time be made by the Council.The Council may from time to time by deed remove or replace any such trustee from theoffice of trustee. The trustees will normally consist of the President, The Treasurer, and theSenior and Junior SecretariesRule 422All sums of cash at any time standing to the credit of the said banking accounts and notrequired for working purposes shall be invested by the trustees. Any such sum may at thediscretion of the trustees be invested in the purchase of or subscription for or at interest uponthe security of such stocks funds shares securities or other investments or property ofwhatsoever nature and wheresoever situate including the purchase of freehold or leaseholdland or other immovable property in any part of the world as the trustees shall in theirabsolute discretion think fit to the intent that the trustees shall have the same full andunrestricted powers of investing and transposing investments of trust moneys in all respectsas if they were absolute owners thereof. Any such investment may at the discretion of thetrustees be held on their behalf in the name of a nominee company wholly owned by aclearing bank.Rule 433After payment of all proper costs charges and expenses incidental to the management of theSociety the Council shall as and when it thinks fit apply or cause to be applied the whole orany part of the income and capital of the Society in furtherance of the objects of the Society.Rule 444Any deed or document to which the officers and the members of the Council are a party maybe validly executed in their name and on their behalf jointly by the Treasurer for the timebeing and by one other officer or member for the time being of the Council. Any deed ordocument to which the trustees are a party may be executed in their name and on their behalfby any two of their number.