Bylaws

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                              ARTICLE I   ▬▬▬   NAME AND OBJECTIVES

Section 1. Name.

The name of the Society shall be the “New England Society of Plastic and Reconstructive Surgeons, Inc.” (‘the Society’).

Section 2. Objectives. 

The objectives of the Society shall be:

     a.) To generate within its membership an increase in scientific knowledge.

     b.) To promote educational and research activities in the field of plastic and reconstructive surgery.

     c.) To improve the standard of practice of plastic and reconstructive surgery in New England.

     d.) To foster and improve communication between the plastic surgeon, patient, and the general public.

     e.) To promote and encourage the highest standards of ethical conduct among plastic and reconstructive surgeons practicing in New England.

     f.) To provide a medium for the exchange of information, ideas, and knowledge relating to the art, science, and development of plastic surgery.

     g.) To educate the members and attendees through clinical or basic science presentations.

                              ARTICLE II   ▬▬▬   MEMBERSHIP

Section 1. General Qualifications.

Membership is a privilege granted in the Society’s discretion to ethical plastic surgeons with appropriate professional qualifications, who, as a condition to initial membership as well as continuing membership, are members of and comply with the Code of Ethics of the American Society of Plastic Surgeons, Inc.

Section 2. Classification of Members.

Membership in the Society shall consist of five classes:

     1.) Active; 2.) Senior; 3.) Candidate; 4.) Associate; 5.) Honorary; 6.) Resident.

All diplomats of the American Board of Plastic Surgery residing in a New England state on May 21, 1959, the date of the Society’s incorporation, who have signified a desire to become members shall be considered charter members of the Society and shall comprise the initial active membership of the Society.

Section 3. Active Members.

Active members shall be plastic and reconstructive surgeons who are diplomats of the American Board of Plastic Surgery, who are active members of the American Society of Plastic Surgeons or The Aesthetic Society, and who reside and/or actively practice in one of the New England states.  Active members shall enjoy all privileges of membership, including the right to vote and to hold office, and shall be required to pay annual membership dues and meeting registration fees.

Section 4. Senior Members.

Senior members shall be former active members of the Society who have retired from active practice and have become a Life member of the American Society of Plastic Surgeons or The Aesthetic Society. Senior members shall retain the right to vote but may not hold office and shall not be required to pay annual membership dues.  Senior members may attend any meetings of the Society upon payment of the registration fee.

Section 5. Candidates for Membership.

Plastic and reconstructive surgeons residing and actively practicing in one of the New England states who have completed formal training requirements for the American Board of Plastic Surgery but have not obtained certification, and who are Candidate members of the American Society of Plastic Surgeons or The Aesthetic Society, are eligible for election to Candidate status and, if elected to this category, shall automatically become Active Members at the time of certification.  If the candidate fails to pass his/her Boards of Plastic Surgery seven years following completion of Plastic Surgery Residency, she/he will automatically lose his/her membership status.

Candidates are not eligible to vote or hold office.  They are invited to attend scientific and business meetings of the Society upon payment of meeting registration fees.  They shall be required to pay annual membership dues.

Section 6. Associate Members and Resident Program Members.

     A.) Associate Members of the American Society of Plastic Surgeons residing and actively practicing in one of the New England states, and who are physicians, researchers, and allied health professionals practicing with plastic surgeons, whose interest coincides with the stated objectives of the Society shall be eligible for election to Associate Membership.  Associate members shall be required to pay annual membership dues and meeting registration fees.

     B.) Residents and Fellows who are currently enrolled in accredited plastic surgery residency programs in the New England states may become a Resident Program Member. Resident Members shall not be required to pay annual membership dues. They shall be required to pay meeting registration fees.

     C.) Armed Forces Plastic and Reconstructive surgeons who are members of the Armed Forces and who are stationed in one of the New England states and have completed their plastic surgery training, and are Associate Members of the American Society of Plastic Surgeons, shall be eligible for election to Associate Membership.  Such an individual’s membership shall terminate when she/he is transferred out of the New England States or when he/she satisfies the requirements of Article II, Section 5.

Section 7. Inactive Members.

Inactive member status will be accorded to Active Members upon changes of residence to regions outside the New England states.  Upon resuming residence in the New England states, such inactive members shall ipso facto revert to active membership or to senior status, if the member is eligible or so requests.

Associate members and inactive members shall have all the privileges and responsibilities of active members except that they shall not be allowed to vote or hold office and may be excused from paying annual membership dues.  They shall be required to pay meeting registration fee.

Section 8. Honorary Members.

Honorary members shall be persons who have made a significant contribution to the meetings of the Society (as a guest lecturer, panelist, etc.) and who are elected by a majority vote of the membership at the annual meeting.

Section 9. Election to Membership.

To be considered for election to active membership or candidacy for membership, the individual must be proposed and sponsored by an active member or senior member of the Society.  A letter of support must be obtained from either the applicant’s plastic surgery program director or her/his successor or an Active or Candidate member of the New England Society practicing in the same vicinity as the applicant. Letters of support are to be sent to the Membership Chair, along with the NESPRS Application sheet and the applicant’s Curriculum Vitae for review by the Membership Chair and his/her committee. 

These applicants who have completed their residency more than five years previously and who have been in practice in another state require sponsorship by an active member or senior member of the New England Society.  Supporting letters will be required from the secretary of their previous regional or state Plastic Surgery Society and a letter from a second member of the New England Society practicing in the same vicinity as the applicant.

Completed applications shall be sent electronically by the Membership Chair to the Executive Council as they are received on a rolling basis.  The Executive Council, in its discretion, will determine if the individual satisfies the Society’s requirements for admission to membership.  After approval by the Executive Council, the proposed new member(s) shall be distributed to the membership to allow for comments.  Assuming no changes have been made after consideration by the full membership, the proposed new member(s) shall be accepted as a new member(s).  At the next annual business meeting of the Society, the Membership Chair shall present a formal list of all applications that were received since the last annual meeting so that the names of the new members can be documented in the annual business meeting minutes.

Section 10. Loss of Membership.

     A.) Annual Dues Obligation.

Annual dues are an obligation of the Active and Candidates members for membership. A member who fails to pay the annual dues by the due date for three (3) consecutive years, and after approval by the Executive Council, the member shall be automatically dropped from the rolls without notice to the member. After a member is dropped from the membership rolls, he or she can reapply for membership using the same format as a newly applying member.

     B.) Resignation or Withdrawal.

A member may withdraw from the Society by sending written notice to the Secretary/Treasurer.

     C.) Loss of Membership in the American Society of Plastic Surgeons or The Aesthetic Society.

Membership in the American Society of Plastic Surgeons or The Aesthetic Society is a condition for membership in the New England Society of Plastic and Reconstructive Surgeons, Inc.  A Member who loses his/her membership in the American Society of Plastic Surgeons or The Aesthetic Society for any reason shall automatically be dropped from the New England Society of Plastic and Reconstructive Surgeons, Inc. membership roles.

                              ARTICLE III   ▬▬▬   GOVERNMENT

Section 1. Executive Council.

     A.) Governing Body.

The governing body of the Society shall be the Executive Council which shall supervise, control and manage the affairs of the Society.

     B.) Composition.

The members of the Executive Council shall number fifteen and consist of the four elected Officers, the Immediate Past President, nine elected Councilors, and a Parliamentarian appointed by the President.

          1.) Elected Officers.

The President, Vice President, Secretary/ Treasurer, Secretary/Treasurer-Elect, and the Immediate Past President of the Society shall serve as members of the Executive Council with full voting rights.

          2.) Elected Councilors.

The number of Elected Councilors shall be nine and each Councilor shall serve for a term of three years and shall take office immediately following the annual meeting at which he/she is elected.  Three Councilors shall be elected each year to ensure that the number of elected Councilors not exceed nine.

     C.) Meeting of the Executive Council.

The Executive Council shall meet at least once annually, and such annual meetings shall be held prior to the annual meeting of the members.  Special meetings or conference calls of the Council may be called by the President upon notice given not less than five days before such meetings.  A majority of the membership of the Executive Council shall constitute a quorum for the transaction of business at any annual or special meeting. 

The Executive Council may take action without a formal meeting of the members if written consent setting forth the action taken is executed by all members of the Council. Such procedure may be utilized at the discretion of the President.

     D.) Vacancy.

In the event a vacancy occurs in the Executive Council either among the Elected Councilors or any officers except President, said vacancy shall be filled for the unexpired term by a person elected by a majority vote of the remaining members of the Executive Council, by due notice of such election having been given to all of said Executive Council members.  In the event a vacancy occurs in the office of President, the Vice-President shall succeed to the office of President, and the vacancy in the office of Vice-President shall be filled for the unexpired term by a person elected by a majority vote of the remaining members of the Executive Council as set forth above.

Section 2. Officers.

The Society shall have the following Officers:

     A.) Number of Officers.

President, Vice-President, Secretary/Treasurer, and Secretary/Treasurer-Elect.

     B.) Election and Term of Office.

The President, Vice-President, Secretary/Treasurer, and Secretary/Treasurer-Elect of the Society shall be elected annually and shall serve for a term of one year or until their successors have been elected or appointed.  The President, Vice-President, Secretary/Treasurer, Secretary/Treasurer-Elect shall be elected by written ballot or by a majority vote of the voting members of the Society present and voting at the annual meeting.  Such officers shall take office immediately after the close of the annual meeting at which they are elected. In the event there is not a quorum at such annual meeting, such officers, including the President, shall continue to hold office until their successor has been duly elected at either an annual or special meeting called for such purpose.

     C.) Duties of Officers.

          1.) The President shall function as the principal executive officer of the Society, shall serve as Chair of the Executive Council with the right to vote, shall preside at all meetings of the membership of the Society, shall appoint the members and Chairs of all Society committees, and shall perform such other duties incident to the office of the President or as may be prescribed by the Executive Council.

          2.)  The Vice President shall generally assist the President in the performance of her/his

duties and in the absence of ability to act of the President, shall perform such other duties as the Executive Council may from time to time assign to him/her.  The Vice President shall under ordinary circumstance and by election, succeed to the Presidency upon the expiration of the President’s term or in the event of the death or resignation of the President.  The Vice President shall be responsible for the program and its content, selecting four (4) Active Members from the current membership, and serving as the Program Chair. 

The Vice President will have the obligation of by-laws review and when appropriate, make recommendations for revision to the Executive Council.

          3.) The Secretary/Treasurer shall be responsible for the proper recording of meetings of the Society, shall see that all notices are given, shall be custodian of the corporate books, records, and papers and, in general, perform all duties incident to the office of Secretary.  As Treasurer, she/he shall have charge and custody of the funds of the Society and shall be responsible therefore, to the Executive Council. He/she shall keep proper books, records, and accounts which shall be available at all times for examination by the Executive Council and shall deposit funds of the Society in the Society’s name in such depository as shall be designated and approved by the Executive Council. In general, she/he shall perform all duties incident to the offices of Secretary and Treasurer.

          4.) The Secretary/Treasurer-Elect shall perform duties as delegated by the Secretary/

Treasurer, and familiarize himself/herself with the administrative workings of the Society.  The Secretary/Treasurer-Elect shall serve as Membership Chair.

The Membership Chair will assemble a committee by choosing participants from different states, selecting at least 2 Active and/or Candidate members to a maximum of 4 Active and/or Candidate members.  The Membership committee members shall serve a term of 1 year.

          5.) The Parliamentarian shall attend all meetings of the Executive Council as well as the annual business meeting of the Society and determine whether a quorum is present and rule on such parliamentary matters as may come before these bodies.  Robert’s Rules of Order, 2nd Edition will serve as a guide to parliamentary procedure.  The Parliamentarian is a non-voting member of the Executive Council. 

Section 3. Committees and Appointed Representatives Appointed  by the President.

     A.)  Regional Societies Representative

 Nominating Committee

     B.)  The Nominating Committee will consist of four members in addition to a Chair.  The Chair will 

be the Immediate Past President of the Society.  Of the four other members, two will be chosen by the Executive Council, and two will be chosen by the Active Membership at the annual meeting.

                              ARTICLE IV   ▬▬▬   MEETINGS

Section 1. Annual and Special Meetings.

     A.) Annual and Special Meetings.

An annual meeting of the Society shall be held at such time and place as proposed by the Executive Council and approved by the voting membership of the Society.  Such annual meeting shall include a business section and a scientific program.  Special meetings of the Society may be called at the discretion of the Executive Council or upon the written request of not less than three active members. Any such request shall specify the particular business for which said special meetings is to be called.

     B.) Quorum.

Fifty percent of the voting membership of the Society shall constitute a quorum for the transaction of business at all annual and special meetings.

     C.) Notice.

The Secretary/Treasurer shall send a notice to all members not less than 60 days prior to the annual meetings and not less than 14 days prior to any special meetings.

     D.) Order of Business.

The order of business at the business session of the annual meeting shall be as follows:

          1. Reading of the minutes.

          2. Appointment of the Auditor.

          3. Report of the Executive Council.

          4. Report of the Secretary/Treasurer.

          5. Report of the Membership Committee.

          6. Election of:

               a. Active Members.

               b.  Candidate Members.

               c. Associate Members.

               d. Senior Members.

               e. Honorary Members.

          7. Report of the Nominating Committee.

          8. Election of:

               a. Officers.

               b. Councilors. 

          9. Report of the Auditor.

       10. Miscellaneous Business.

               a. Old Business.

               b. New Business.

The order of business may be altered or suspended at the annual meetings by a majority vote of the voting members present.

                              ARTICLE V   ▬▬▬   GUESTS

Section 1.

Each active and senior member may invite one guest (and the guest’s spouse) to the non-business sessions and shall be responsible for the guest’s registration fee.  The names of proposed guests shall be submitted to the Secretary/Treasurer at least one month prior to the meeting and written invitation shall be sent by the Secretary/Treasurer.  Prospective members should be invited guests before being proposed for membership.

                              ARTICLE VI   ▬▬▬   FINANCES

Section 1. 

The annual membership dues shall be set by the Executive Council, subject to the approval of the majority of the voting members of the Society and are payable to the Secretary/Treasurer three months after the annual meeting.

Section 2.

No member is privileged to attend an annual meeting until all annual membership dues and meeting registration fees have been paid.

Section 3.

The fiscal year shall end with the last day of August of each year.

                              ARTICLE VII   ▬▬▬   AMENDMENTS

Section 1.

The By-Laws may be amended or repealed, or new By-Laws may be enacted at any annual or special meeting of the Society by a two-thirds vote of the voting members present, provided that written notice of proposed changes shall have been sent to all members via United States postal service, electronic (fax) or internet (email) at least thirty (30) days prior to the meeting.  Exception may be made only by unanimous vote of all voting members present.

                              ARTICLE VIII   ▬▬▬   AUDITOR

Section 1.

At each annual meeting the President shall appoint an Auditor at the Executive Council meeting, usually held on the day prior to the beginning of the Annual Meeting.  The auditor shall make an audit of the financial affairs of the Society for the past year and shall report thereon to the Society at the Annual Business meeting the next afternoon.  The Auditor may be a member of the Society.

                              ARTICLE IX   ▬▬▬   INSPECTION OF DOCUMENTS

Section 1.

All books, papers and documents of every kind belonging to the Society shall be opened to the inspection of the officers and members of the Executive Council at all reasonable times but, except as otherwise provided by law, shall be open to the inspection of members only at such reasonable time or times and to such extend as the Executive Council shall determine.