• ISIAN

  • International Society
    of Inflammation and Allergy of the Nose.

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About ISIAN

Bylaws

Preamble: The statutes were approved by the Constitutional Assembly on 22 November, 2013.

Article 1 - Name, acronym and applicable laws

1.1
The International Society of Inflammation and Allergy of the Nose (hereinafter referred to as ISIAN) is a non-profit, non-governmental international association governed by the present statutes and by Articles 60 et seq of the Swiss Civil Code.

Article 2 - Headquarters and structure

2.1
The seat of ISIAN is in Geneva, Switzerland.
2.2
ISIAN has legal personality.
2.3
The duration of ISIAN shall be unlimited.

Article 3 - Purpose and means of action

3.1
The Purpose of the association is to promote research, education and the dissemination of knowledge about rhinology, its associated basic and clinical science, sinus and airway disorders and to serve the general public, with particular attention on the inflammatory mechanisms and their management and thereby serve the general public.
3.2
The objectives will be achieved through education regarding the prevention, diagnosis and treatment of nasal and airway function, infections and allergies, holding conferences and symposia; by making publications and by collaboration between stakeholders.

Article 4 - Financial year and financial resources

4.1
The financial year shall begin on 1 January and end on 31 December of each year.
4.2
The financial resources of ISIAN shall be derived from:
  1. Membership dues and voluntary contributions;
  2. Grants and donations;
  3. Private and public subsidies from conferences or other activities;
  4. Income and royalties or licensing agreements derived from commercial activities related to ISIAN's intellectual property (such as publications and journals);
  5. Other resources authorized by the law.
4.3
The financial resources shall be used to support directly or indirectly the objectives of ISIAN as set out in Article 3 and any funds raised from external sources for ISIAN activities including conferences shall be invested in ISIAN activities, including strategic reserves.
4.4
ISIAN shall allocate a portion of annual income to strategic reserves. The purpose of the strategic reserves will be to ensure sustainability of operations and to enable the association to meet its obligations. The amount and use of these strategic funds shall be determined by the Board.

Article 5 - Membership

5.1
Eligibility
5.1.1
Membership is open to physicians and scientists engaged in fields related to rhinology or sinus disease.
5.2
Categories
There shall be a single category of membership:
5.2.1
Full membership
  1. Physicians, other health professionals and scientists engaged in fields related to rhinology, allergy of the upper airway or sinus disease and basic and applied research, sinus disease or chemoreception or with an interest in the field.
5.3
Admission
5.3.1
Eligible individuals should complete the on-line application form provided on the ISIAN website. Admission will be recommended by the Board and approved by the General Assembly.
5.4
Duties and Privileges
5.4.1
Each Full Member is entitled to participate in the General Assembly.
5.4.2
Each Full Member shall have one vote.
5.4.3
There shall be no proxy votes.
5.5
Termination
Membership will cease in the following situations:
  1. By written resignation to the President of the Board at least 6 months before the end of the financial year; however in such case the member will remain responsible for the payment of all annual dues for the calendar year in which the withdrawal takes effect;
  2. By expulsion for non-payment of dues for more than one year;
  3. By expulsion for cause if such a proposal is approved by the majority (50%+1) of the General Assembly. Such a proposal shall only be made if a member seriously contravened the interests of ISIAN.

Article 6 - Official Bodies

6.1
The official bodies of ISIAN shall be the:
  1. General Assembly;
  2. Board of Directors;
  3. Executive Committee.

Article 7 - General Assembly

7.1
The General Assembly is the ISIAN supreme authority and meets annually at the occasion of sponsored scientific meetings to the extent feasible. The General Assembly can also be held by telephone or video conference.
7.2
The General Assembly is open to all members who are not in arrears at the time of the general assembly meeting.
7.3
The General Assembly shall be chaired by the President. In case of absence, by the immediate past president or General Secretary.
7.4
The General Secretary shall send notices convening a session of the General Assembly by email to the Members and post information regarding the meeting on ISIAN's website 6 weeks in advance of the meeting. The General Secretary shall take a record of the meeting.
7.5
The General Assembly
7.5.1
Elects the Board on presentation of a slate of names selected by the Board (who take office during the conference) for the positions of:
  1. General Secretary;
  2. Treasurer;
  3. 1st Vice President;
  4. 2nd Vice President;
  5. Historian;
  6. Regional Representatives.
7.5.2
Approves the record of the previous meeting.
7.5.3
Approves the report of the Treasurer.
7.5.4
Approves financial accounts for the past year.
7.5.5
Adopts the annual activity report.
7.5.6
Adopts membership fees.
7.5.7
Approves the admission and expulsion of members.
7.5.8
Discharges the Board and Executive Staff of their responsibilities for the reporting period.
7.5.9
Controls the activity of the governing bodies and may at any time dismiss them.
7.6
Modification of Statutes
7.6.1
The General Assembly must approve any modifications or amendments to the statutes.
7.7
Quorum
7.7.1
The General Assembly shall be considered valid with the presence of members from at least three geographic regions (Asia, the Americas, Africa, Oceania or Europe).
7.8
Decisions
7.8.1
Shall normally take place by a show of hands or verbal confirmation unless requested otherwise (by at least 30% present) in which case they will take place by ballot.
7.8.2
Except where otherwise stipulated in these statutes, decisions shall be adopted by an absolute majority of the votes validly cast.
7.8.3
In case of deadlock, the President shall have the casting vote.

Article 8 - General Assembly: extraordinary session

8.1
An extraordinary General Assembly can be convened whenever deemed necessary by decision of the Board or at the request of one-fifth (1/5th) of the members at least 60 days prior to the date of the meeting in written notice to the General Secretary.

Article 9 - Dissolution

9.1
A decision for the dissolution of ISIAN requires a two third majority of the votes validly cast.

Article 10 - Board of Directors: scope and powers

10.1
The Board shall be composed of a maximum of 21 members, all representing member regions and shall be chaired by the President (in his/her absence by the General Secretary).
10.2
The Board shall be composed of:
10.2.1
The members of the Executive Committee.
10.2.2
The 1st and 2nd Vice Presidents appointed by the Board and approved by the General Assembly:
  1. 1st Vice President organizer of the ISIAN conference (2 years forward).
  2. 2nd Vice President organizer of the ISIAN conference (3 years forward if decided).
10.2.3
The ISIAN historian, appointed by the board and approved by the General Assembly.
10.2.4
Elected regional representatives nominated by the Board and approved by the General Assembly.
10.2.5
The Board shall additionally be constituted as follows: 3 representatives from Asia, 3 representatives from the Americas, one representative from Africa/Middle East, one representative from Oceania, 2 representatives from Europe (the European representation will be increased to 3 members if alternate year meetings are no longer held in conjunction with the European Rhinologic Society). Where possible, the board should seek advice from regional societies in selecting and renewing these representatives. The terms of office shall be staggered so as to provide continuity to the board.
10.2.6
Each member shall serve on the Board for a 3-year term renewable for one additional term. Past presidents will continue to serve on the Board for a period of 2 years following their Presidency.
10.3
The Terms of Office shall be as follows:
10.3.1
Three year term renewable for one additional term with the exception of the:
  1. President who shall assume office one day prior to the closing ceremony of the ISIAN conference they have organized;
  2. President-Elect assumes the position of President at the closing ceremony of the ISIAN conference. At this point in time, the 1st President assumes the position of President Elect and the 2nd Vice President assumes the position of 1st Vice President;
  3. Immediate past president who shall serve two additional year following his past president year as a regular Board member.
10.4
Duties: The Board is authorized to carry out all acts that further the purposes of the association. It is authorized to manage the business of the association. The Board meets at least annually.
10.5
Quorum: To be valid at least seven Board members shall be present or attending.
10.6
Meetings: Meetings can be held in person or by conference call.
10.7
Decisions: Each Board member shall have one vote. Decisions shall be adopted by an absolute majority. The President shall have a casting vote.

Article 11- Executive Committee

11.1
The Executive Committee shall consist of the:
  1. President;
  2. Treasurer;
  3. General Secretary;
  4. President-elect.
11.2
The Executive Committee shall report to the Board and shall carry out the affairs of ISIAN between Board meetings.

Article 12 – Conflict of interest

12.1
Board members shall declare any potential conflict of interest throughout their term of office.
12.2
Should the board consider that a conflict of interest declared or not by a member of the board is detrimental to ISIAN's vision and purpose, the Board may decide to suspend such member and convene immediately an extraordinary General Assembly which will decide on the dismissal of such member.

Article 13 - Compensation

13.1
All Board and committee members act voluntarily and can only be compensated for travel and accommodation costs for the purpose of the business of ISIAN.

Article 14 - Dissolution and liquidation

14.1
In the event the dissolution of ISIAN is decided by the General Assembly, the latter shall appoint one or several liquidators in order to proceed to the liquidation of ISIAN.
14.2
Any profits arising from liquidation shall be assigned to one or several other public organizations or organizations benefiting from a tax exemption and having a similar purpose approved by the ordinary or extraordinary General Assembly. This article 14. 2 may not be amended.

Article 15 - Powers to contract: signatories

15.1
The association shall be represented and validly bound by the collective signatures of two of the following officers: the President, the General Secretary and Treasurer.

Article 16 - Applicable law

16.1
The laws of Switzerland and in particular the Swiss Civil Code, Art. 60 et seq. shall apply to any matter not covered by the provisions of these statutes.

The Present statutes have been approved by the Constitutional Assembly on 22 November, 2013.

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