SMSNA ByLaws
The Sexual Medicine Society of North America, Inc.
(Fifth Amendment approved and adopted January 15, 2005)
BYLAWS
Section 1: Name
1. The name of this Society is The Sexual Medicine Society of North America, Inc. hereafter referred to as SMS.
Section 1: Purpose of the Society
1. The purposes of the SMS are to:
a) promote, encourage and support the highest standards of practice, research, education and ethics in the study of the anatomy, physiology, pathophysiology, diagnosis and treatment of human sexual function and dysfunction.
b) provide a forum for the free exchange and discussion of new ideas, thoughts and concepts in sexual medicine.
Section 2: Affiliations
1. The Society is affiliated with the American Urological Association Inc, (AUA).
2. The Society is affiliated with the International Society for Sexual and Impotence Research (ISSIR).
3. These affiliations may be terminated and/or additional affiliations may be formed by
a) Recommendation of the Board of Directors, and
b) Two-thirds majority of members voting in person at or by electronic mail prior to a business meeting of the Society.
Section 1: Membership Process
1. Process for admission of new membership
a) Nominations for membership in the Society shall be made by the Membership Committee
b) The Membership Committee shall consider applicants by one of two processesI. for Fellowship and Active Membership, the Membership Committee shall consider applications upon receipt of a completed application form and letters of recommendation from two Fellows or Active Members of the Society.
II. for all other membership categories, the Membership Committee shall
consider applicants upon receipt of a completed application form.c) Recommendations of the Membership Committee shall be presented to the Board of Directors for approval.
d) Nominations approved by the Board of Directors shall be presented to the Active Membership at a business meeting of the SMS.
e) Nominees receiving a two-thirds majority of those present at a business meeting shall become members of the Society at that time.
f) Applicants not receiving approval for membership may not reapply for membership for two (2) years from the data of rejection.
2. Term of Membership
a) New membership will begin on the date of the business meeting of the SMS at which the new member is approved and will extend until December 31 of that year.
b) For existing members, the term of membership is one calendar year that is from January 1 to December 31 of each year in which dues are paid.
Section 2: Categories of Membership
1. Fellowship:
a) Fellowship in SMS is open to any M.D., Ph.D., R.N., Physician’s Assistant or other health care professional with:
I. Membership in the American Urological Association, and
II. Membership in the International Society for Sexual and Impotence Research, and
III. Three years of Active Membership in SMS
IV. Attendance at a scientific meeting of the Society in at least three of the four years prior to application for Fellowship
V. Residence in the United States or Canada, and greater than 25% of clinical and/or research activity devoted to sexual medicine, or recent publication of a paper pertinent to sexual medicine in a peer reviewed journal, or presentation of a paper pertinent to sexual medicine at a meeting of the American Urological Association, a section of the AUA, the International Society for Sexual and Impotence Research, or other similar meeting.
VI. Letters of recommendation supporting SMS Fellowship from two Fellows of SMS.b) Dues for Fellows will be determined annually by the Board of Directors.
c) Fellows are the voting members of the SMS.
d) Fellows must maintain membership in good standing in the AUA and ISSIR in order to maintain Fellowship status.
e) Active Members of SMS in good standing on April 27, 2003 are automatically granted SMS Fellowship.
2. Active Membership:
a) Active Membership in SMS is open to any M.D., Ph.D., R.N., Physician’s Assistant or other health care professional with:
I. Residence in the United States or Canada, and
II. Interest in practice and/or research in sexual medicine.b) Dues for Active Members will be determined annually by the Board of Directors.c) Active Members are voting members of SMS.d) Active Members may be elected to the Board of Directors, However, Active Members are not eligible to serve as Officers of the Society.
3. Affiliate Membership:
a) Affiliate Membership in the SMS is open to any M.D., Ph.D., R.N., Physician’s Assistant or other health care professional, with
I. Residence in the United States or Canada, and
II. Interest in practice and/or research in sexual medicine.b) Dues to be paid by Affiliate Members will be determined annually by the Board of Directors.
c) Affiliate Members do not have voting privileges and may not be elected to the Board of Directors or serve as Officers of the Society.
4. Corresponding Membership:
a) Corresponding Membership is open to M.D., PhD., R.N., Physician’s -Assistant or other health care professional, with
I Residence outside the United States or Canada, and
II. Interest in practice and/or research in sexual medicine.b) Dues to be paid by Corresponding Members will be determined annually
by the Board of Directors.
c) Corresponding Members do not have voting privileges.
5. Student Membership:
a) Student Membership in SMS is open to persons who are:
I. Currently enrolled in a school of medicine, psychology nursing or other health care field, or
II. Currently enrolled in a graduate training program or residency program in urological surgery or other field related to practice and/or research in sexual medicine.b) Dues to be paid by Student Members will be determined annually by the Board of Directors and will be less than full dues.
c) Student Members do not have voting privileges.
6. Senior Membership for Senior Membership are in SMS is open to any:
I. Fellow, Active Affiliate, or Corresponding Members, 64 years and older with 10 years or more of good standing in any SMS Membership categorya) Senior Members are excused from paying dues.
7. Inactive Membership:
a) Inactive Membership in SMS may be granted to:
I. Any Fellow, Active, Affiliate, Corresponding or Student Member incapacitated by illness or accident and thereby unable to pay dues.b) Inactive Members are excused from paying dues.
8. Honorary Membership in SMS may be granted by majority vote of the membership, following recommendation by the Board of Directors to:
I. Any distinguished health care professionals or other prominent person who has made particularly significant contributions to sexual medicine.a) Honorary Members are excused from paying dues.
9. Industry Membership
a) Industry Membership in SMS is open to:I. Any person who works for a commercial or public media entity which does business in sexual medicine.
II. Any M.D., Ph.D., R.N., Physician’s Assistant or other health care professional who devotes more than 25% of his or her professional activities or time to a commercial or public media entity have membership in SMS but only as an Industry member.b) Dues to be paid for Industry Membership will be determined annually by the Board of Directorsc) Industry Members do not have voting privilegesd) Industry Members will have all privileges of SMS membership other than voting privileges. The Board of Directors shall have the power to limit, without cause, privileges of Industry Members as such limitations may be necessary to: (1) avoid financial, business, ethical and legal conflicts for the society; (2) to preserve the good name, autonomy, and prestige of the Society; (3) to comply with legal, governmental, insurance requirements; and (4) to maintain the normal and smooth functioning of the society.e) If any Industry Member’s privileges of members are limited or removed, the Board of Directors shall refund part or all of the Member’s dues. Refund of dues shall be prorated to the portion of the membership year which remains when the privileges are limited or removed. The value of the limited or removed privilege(s) shall be determined solely by the Board of Directors.
Section 1: President
1. Duties: The duties of the President are to:
a) preside at all meetings of the Society
b) represent the Society to government, legal, press, political, scientific, industrial and other public agencies and/or forums
c) appoint ad hoc committees
d) serve as ex officio member of all committees of this Society
e) serve as Chairman of the Board of Directors
f) appoint Active Members to vacant offices and committee positions
g) call special meetings of the Board of Directors
2. Term: The term of the presidency shall be 1 calendar year.
Section 2: President-Elect
1. Duties: The duties of the President-Elect are to:
a) plan, organize and produce the annual spring scientific meeting of the Society
b) serve as President in the event of a temporary or permanent incapacity or
unavailability of the president
c) serve on the Board of Directors
2. Term: The term of the President-Elect shall be 1 calendar year, after which the President-Elect shall automatically become the President.
Section 3: Secretary
1. Duties: The duties of the Secretary are to:
a) conduct all correspondence for the society
b) maintain minutes of business meetings
c) maintain minutes of various committee meetings as needed
d) file necessary legal reports
e) maintain membership files of the Society
f) serve on the Board of Directors
2. Term: The Secretary of the Society shall serve for 3 calendar years.
3. Nomination for President-Elect: If the Secretary performs the duties of office satisfactorily and receives approval from a majority of the members of the Board of Directors to become President-Elect, the Secretary shall automatically become the President-Elect for the year following completion of the 3 year term of office as Secretary.
Section 4: Treasurer
1. Duties: The duties of the Treasurer are to:
a) collect the dues of the Society
b) create and maintain the annual budget of SMS
c) pay the bills of the Society
d) be responsible for the accounts and financial matters of the Society
e) file accounting reports
f) serve on the Board of Directors
2. Term: The Treasurer of the Society shall serve for three calendar years.
Section 5: Historian
1. Duties: The duties of the Historian are to:
a) record the major events of the Society’s scientific, business and Director’s meetings
b) submit an annual historical report to the Society’s Executive Office by April 1 of the following year
c) by an appropriate method, obtain photographs and other permanent records of the officers, Directors, members, meetings and social and other events of the Society
2. Term: The Historian of the Society shall serve for three calendar years and may be re-elected for an unlimited number of terms
Section 6: Eligibility of Office
Section 7: Election of Officers
1. The Board of Directors shall determine the date of the annual election of officers
and elected committee members of the Society
2. Votes for election of officers and elected committee members of the Society may be cast in person at the business meeting at which the vote is being held or by electronic submission to the Administrative Director of the Society
3. Electronic votes must be received by the Administrative Director by 0001 hours
(12:01 AM) on the day of the business meeting at which the vote is being held
Section 8: Inauguration of Term of Office
1. The term of each officer shall begin on January 1 of the first calendar year following the officer’s election
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ARTICLE 5
BOARD OF DIRECTORS
Section 1: Function
The function of the Board of Directors is to:
1. Formulate and execute policy of the Society over such matters as meetings,
membership, finances, publicity, elections, public education and other matters as
appropriate and necessary.
2. Authorize the creation of new standing committees.
3. Authorize the termination of existing standing committees.
Section 2: Executive Committee of the Board of Directors
1. The Executive Committee of the SMS Board shall consist of the President, Immediate Past-President, President-Elect, Secretary and Treasurer.
2. The Executive Committee shall be chaired by the President
3. The Executive Committee shall be responsible for the routine administration of the Society and for execution of routine matters of the Society’s business.
4. The Executive Committee shall consult with the entire Board concerning matters which are not routine and matters which are controversial.
Section 3: Composition of the Board of Directors
The Board of Directors shall be composed of the following 11 (eleven) members:
1. The current President
2. The current Secretary
3. The current Treasurer
4. The Chairman of the Website Committee
5. The President-Elect
6. The Immediate Past President
7. The Chairman of the Meeting Committing
8. Four members at large, preferable from different geographic areas, elected by the voting members at a business meeting of the Society.
9. At least six of the eleven voting members of the Board of Directors must be members of the American Urological Association and all eleven voting members of the Board of Directors must be members of the International Society for Sexual and Impotence Research.
10. Ex Officio members of the Board of Directors shall be the Historian, all Past Presidents other than the Immediate Past-President, the Local Chairman of the Society’s annual meetings, and the Editor and Associate Editors of the Society’s official journal if the Editor and Associate Editor are SMS members.
Section 4: Terms of Office
1. The current President, President-Elect, immediate Past President Secretary and Treasurer shall serve on the Board of Directors during their terms of office.
2. Two members at large will be elected at each annual business meeting.
3. The term of Membership at-Large on the Board of Directors is 2 years.
Section 5: Election of Officers and Directors
1. The Board of Directors shall determine the date of the annual election for
Members-at-Large and other elected positions of the Society
2. Votes for Members-at-Large of the Board of Directors and for other offices of the Society may be cast in person at the business meeting at which the vote is being held or by electronic submission to the Administrative Director of the Society
3. Electronic votes must be received by the Administrative Director by 0001 hours
(12:01 AM) on the day of the business meeting at which the vote is being held.
Section 6: Elibility for Board of Directors
1. Only Fellows and Active Members of SMS are eligible to become Directors of the Society.
Section 1: Audit Committee
1. Function: The functions of the Audit Committee are to:
a) review the financial reports of the Society
b) report the findings of this review to the Board of Directors
c) annually report the findings of this review to the annual business meeting of the Society.
2. Composition: The Audit Committee shall be composed of
a) the immediate Past President of the Society
b) 2 members elected by the Active Membership of the Society
3. Term
a) the immediate Past President shall serve on the Audit Committee for a term of one year and shall chair the Committee
b) members at large of the Audit Committee shall serve for a term of 2 years
Section 2: Membership Committee
1. Function: The functions of the Membership Committee are to:
a) promote growth of the Society by encouraging new membership
b) review applications for membership, particularly for proper categories of
membership and accuracy of credentials
c) recommend new members to the Board of Directors
2. Composition:
a) The Membership Committee shall be composed of 3 members appointed by the President of the Society.
3. Term:
a) the term of office of the Membership Committee shall be 3 years, one new
member being appointed each year.
b) the Membership Committee shall be chaired by the member who is in his or her final year as a member of the Committee
Section 3: Nominating Committee
1. Function:
a) The function of the Nominating Committee is to recommend a slate of officers for each open office and committee position to be elected at the annual election of the Society.
2. Composition:
a) The Nominating Committee shall consist of the following five (5) members:
I. the immediate Past President, who shall serve as Chairman of the
Nominating Committee
II. the current Secretary.
III. 3 members elected by the voting members at a business meeting.
3. Term:
a) the immediate Past President and Secretary shall serve on the Nominating
Committee during their terms of office.
b) the term of office for elected members of the Nominating Committee shall be 3 years, one new member being elected each year.
Section 4: Meeting Committee
1. Function:
a) The functions of the Meeting Committee are to:
I. plan and organize the scientific meetings of the Society
II. plan and organize the social programs of the Society’s meetings
III. plan other scientific programs as needed and appropriate
2. Composition: The Meeting Committee shall consist of
a) The Local Chairperson of the Society’s immediate past fall/winter research meeting, who shall be the Chairperson of the Meeting Committee
b) The Local Chairperson of the Society’s next annual fall/winter research meeting
c) The Local Chairperson of the Society’s annual fall/winter research meeting, which is scheduled to follow the next annual fall/winter research meeting
d) The Secretary of the Society
e) The Treasurer of the Society
3. Organization of the Meeting Committee:
a) The Meeting Committee shall be responsible for the scientific, administrative and fiscal aspects of the annual fall/winter research and other meetings, including but not limited to:
I. hiring and supervising a professional meeting organizer to provide
administrative and organizational assistance for the meeting
II . establishing a budget for the meeting
III . selecting the venue of future meetings
IV . negotiating fees and costs of meeting services vendors
V . establishing the scientific format of the meeting
VI . appointing and supervising Abstract Selection and Prize Paper Sub CommitteesVII. working with the Local Chairperson to complete all scientific and
administrative functions in the best interest of the Societyb) The Local Chairperson, who shall be a Society member residing in the city or geographic region in which the meeting will be held, shall be responsible for
I. appointing members of the Local Committee to assist in organizing the social and entertainment functions of the meetingII. assisting with negotiations with local vendors who will provide meeting servicesIII. assisting with meeting committee in organizing the scientific sessionsIV. working with the Meeting Committee to complete all scientific and administrative functions in the best interest of the Societyc) The Local Chairperson, who serves on the Meeting Committee shall be appointed by the President of the Society to serve for a term of one calendar year as future Local Chairperson, one year as current Local Chairperson and one year as Meeting Committee Chairperson
4. Representation on Board of Directors
a) The Chairperson of the Meeting Committees shall be a member of the Board of Directors
Section 5: Website Committee
1. Function
a. The function of the Website Committee is to maintain and monitor and effective and current website for SMS
2. Composition
a. The Chairperson of the Website Committee shall be elected by the SMS Membership
b. The Chairperson shall submit to the Board of Directors a list of 4 or 6 members of SMS to serve on the Website Committeec. After receiving approval of the Board of Directors, the President of SMS shall appoint to the Website Committee those members nominated by the Website Committee Chairman
3. Terms of Office
a. The term of Office of the Website Committee Chairperson will be 3 calendar yearsb. The term of office of the Website Committee members other than the Chairperson is one calendar year.
4. Representation on Board of Directors
a. The Chairperson of the Website Committee shall be a member of the Board of Directors
Section 6: Voting for Elected Committee Members
1. Votes for elected committees of the Society may be cast in person at the business meeting at which the vote is being held or by electronic submission to the Administrative Director of the Society
2. Electronic votes must be received by the Administrative Director by 0001 hours (12.01 AM) on the day of the business meeting at which the vote is being held
Section 1: Date and Location
1. Scientific meetings of the Sexual Medicine Society of North America, Inc. shall be held at locations and dates to be decided by the Board of Directors upon recommendation of the Meeting Committee.
Section 2: Purpose
The purpose of the Scientific Meetings of the Society are to:
1. Provide an open forum for free exchange of ideas, concepts and discussion on matters related to sexual medicine.
2. Provide an environment of critical scientific inquiry, open peer review and high ethical and moral standards for this forum.
Section 3: Conflict of Interest
Any relationship between investigators, speakers, or other participants at the
scientific meeting of the Society and businesses, corporations, individuals or
other agents, private or public, financial or nonfinancial, which could be
perceived as even remotely influencing the scientific judgment of the investigator,
speaker, or participant must be revealed at the beginning of the presentation given
by the investigator, speaker, or participant.
Section 1: Level of Dues
1. The Board of Directors shall establish annual dues which will
a) assure the financial security of the Societyb) ensure prompt payment of billsc) maintain the Society in a state of solvencyd) maintain the Society in a state of good credite) provide financial reserves for unpredictable needsf) provide for scholarship, grants or other financial awards to deserving individuals as deemed appropriate by the Society andg) pay for the expenses of the scientific meetings of the Society including honoraria for and travel expenses of invited speakers.
Section 2: Due Date of Dues
1. To maintain membership in any membership category, dues must be paid by May 1st of the year of membership.
2. Failure to pay dues by May 1st of any calendar year will result in suspension of voting website and other privileges of membership until dues are paid
3 Failure to pay dues by December 31 of any calendar year will without exception result in termination of membership
4. Reinstatement after loss of membership shall require payment of all back dues plus a reinstatement fee to be determined each year by the Board of Directors.
Section 1: Process for Amending Bylaws
1. Recommendations for Amendments to these ByLaws must be presented in
writing to the Board of Directors.
2. Recommendations for amendments approved by the Board of Directors shall be sent for review to the Active Members of the SMS at least one month prior to the next business meeting of the Society
3. Recommendations for amendments approved by the Board of Directors shall be presented by the President to the next business meeting of the Society.
4. Recommendations for amendments not approved by the Board of Directors may be presented by the author of the amendment to the next business meeting of the Society for discussion.
a) a vote on any unapproved amendment shall be held at a business meeting of the Society which occurs no less than 100 days following the business meeting at which the unapproved amendment was discussed.
5. Amendments, either approved or unapproved by the Board of Directors shall be adopted if a 2/3 majority vote of the members of the Active Members approve of the proposed amendment.
6. Voting members may vote either in person at the business meeting or by electronic vote.
7. Electronic votes must be received by the Administrative Director of the Society by 0001 Hours (12:01AM)) on the day of the business meeting at which the amendment vote is being held.
Section 1: Rules of Order
1. Roberts Rules of Order shall govern all proceedings, committees and meetings of the Society.
ARTICLE 11
DISCIPLINARY ACTION
Section 1: Causes of Disciplinary Action
1. Disciplinary action may be taken by the Society for the following causes:
a) Plagiarism
b) Falsification of scientific data
c) Conviction of a felony or other serious criminal offense in a court of law in
the United States and Canada
d) Action detrimental to the Society
e) Violation of the Bylaws of the Society including, but not limited to, actions which arise from a conflict between a member's professional or personal activities and the goals, purposes and spirit of the Society
f) Other actions which undermine the goals, purposes and spirit of the Society
Section 2: Discipline of Members
1. Disciplinary actions regarding individual members of the Society shall be referred to an Ad Hoc Disciplinary Committee of 3 Active members appointed by the President.
2. This Ad Hoc Disciplinary Committee shall report its findings to the Board of Directors.
3. The Board of Directors shall be empowered to use any of the following actions it deems necessary or appropriate
a) for minor infractions, sending a letter of caution to the disciplined member.b) for serious infractions, sending a letter of reprimand to the disciplined member.c) for gross infractions, temporary or permanent termination of membership.
4. A record of deliberations of the Ad Hoc Disciplinary Committee shall be kept.
5. A record of deliberations of the Board of Directors shall be kept.
6. The disciplined member may appear before the Board of Directors to defend himself or herself against the disciplinary action and may have counsel present.
7. The disciplined member may appeal the decision of the Board of Directors to the membership of the Society at a business meeting.
8. A ¾ majority vote of the active members present at a business meeting shall be required to overrule the Board of Directors action.
ARTICLE 12
CONFLICTS AND DISCLOSURES
Section 1: Disclosure of Conflicts
Officers, Directors, candidates for executive offices and the Board of Directors, as well as presenters at any Scientific Meeting of the Society shall disclose any relationship with any professional organization, publishing or pharmaceutical company, or other business, corporation, individuals or other agents, private or public, financial or non-financial, which could be perceived as possibly influencing judgment of the individual or otherwise interfere with the individual working toward the goals, purposes or spirit of the Society and its official journal. Such conflicts or potential conflicts must be disclosed in writing to the Society in such form and format and at such times as requested by the Board of Directors. Any failure to disclose any relevant information requested shall be deemed a conflict of interest in and of itself.
Section 2: Conflicts of Interest
1. Elected Officers and Directors of Society shall avoid conflicts of interest between their personal or professional activities and the goals, purposes or spirit of the Society, as a qualification for office. An Officer or Director shall be deemed to have a conflict of interest with the Society if he or she holds a position in another professional, business or other type of organization which limits or affects the Officer’s or Director’s ability to promote the goals, purposes or spirit of the Society freely and vigorously, or if the Officer or Director fails or refuses to disclose fully any actual or potential conflict of interest when requested to do so by the Board of Directors.
2. Should the Board of Directors discover or suspect a conflict of interest by an Officer, Director or candidate for a position as Officer or Director, the Board of Directors shall refer the matter to an Ad Hoc Disciplinary Committee of three Active members appointed by the President. The Ad Hoc Disciplinary Committee shall report its findings to the Board of Directors. Following such findings, the Board of Directors shall be empowered to impose appropriate discipline on the individual including, but not limited to: letter of reprimand; letter of censure; and temporary or permanent disqualification or termination of the individual from service as an Officer or Director of the Society.
3. A record of deliberations of the Ad Hoc Disciplinary Committee and the Board of Directors with respect to conflicts of interest shall be kept. A disciplined individual may appear before the Board of Directors for a hearing. The purposes of the hearing are the clarification of the reasons for the disciplinary action, the negotiation of a potential resolution of the conflict of interest, giving the individual the opportunity to defend himself or herself against the disciplinary action, and the imposition of appropriate disciplinary action, if any. The disciplined individual may appeal the decision of the Board of Directors to the membership of the Society at a business meeting, but a three-quarters (3/4) majority vote of the Active members present at this meeting shall be required to overturn the decision of the Board of Directors.
These Bylaws were adopted by a two-thirds majority vote of the Active Members present at the first Annual Business Meeting of the Society at San Francisco, California, May 14, 1994
___________________________
William Furlow, President
Society for the Study of Impotence
____________________________
Ira D. Sharlip, Secretary/Treasurer
Society for the Study of Impotence
The first amendment of these Bylaws was adopted by the Membership on May 4, 1996.
____________________________
Alvaro Morales, President
Society for the Study of Impotence
____________________________
Ira D. Sharlip, Secretary/Treasurer
Society for the Study of Impotence
2he second amendment of these Bylaws was adopted by the Membership on April 27, 2003.
____________________________
Alvaro Morales, President
Society for the Study of Impotence
____________________________
Ira D. Sharlip, Secretary/Treasurer
Society for the Study of Impotence
The third amendment of these Bylaws, including the change of name of the Society to the Sexual Medicine Society of North America, Inc. was adopted by the membership on June 3, 2001
____________________________
Ira D. Sharlip, President
Sexual Medicine Society of North America, Inc.
__________________________________
Gregory Broderick, Secretary
Sexual Medicine Society of North America, Inc.
The fourth amendment of these ByLaws was adopted by the membership on April 27, 2003.
_______________________________________
Culley Carson, President
Sexual Medicine Society of North American, Inc.
_______________________________________
Gregory Broderick, Secretary
Sexual Medicine Society of North America, Inc.
