INTS Constitution

1. Name

The Society shall be called “The International Neurotrauma Society”, shall be abbreviated to “INTS” and hereinafter shall be referred to as “the Society”.

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2. Objective

The INTS is a body of scientists and clinicians who aim to further brain and spinal cord injury research and to improve care for patients with these diseases. The objects of the Society shall be the furtherance of knowledge relating to neurotrauma, including the organising of symposia on this subject or other scientific activities as determined from time to time whilst preserving, as best as possible, parity between brain and spinal cord injury research, global representation, gender balance and emphasis on both basic science and clinical research.

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3. Membership

3.1 – Any person who wishes to become a member of the Society must: 

a) have attended either of the two most recent INTS symposia; or

b) provide their curriculum vitae plus one letter of support from their Departmental Head (or for research and clinical trainees, their supervisor) to the Secretary or his/her designated representative.

3.2 – The nature of membership categories and associated membership fees shall be determined by the Board, which shall consider these on an annual basis and amend them, if necessary, in the best interests of the Society.

3.3 – Membership is conferred after approval by the Board of Officers and upon receipt of the annual membership fee. The membership year shall be deemed to run for 365 days from January 1 and will commence following payment of the relevant membership fee. In the event that this membership fee remains unpaid, membership shall be deemed to lapse six months after the start of the calendar year in which the renewal membership becomes due. 

3.4 – The Board of Officers may determine additional privileges of membership.

3.5 – A copy of the up- to-date constitution and bye-laws shall be made available to all new members of the Society, who upon receipt agree to be bound by these.

3.6 – A member shall cease to be a member if the member gives written notice of resignation to the Society or if his/her membership lapses as a result of non-payment of membership dues as outlined in Clause 3.3.

3.7 – The Board of Officers shall have power to expel a member when, in its collective option, it shall be prejudicial to the interests of the Society for the member to remain a member. A member shall not be expelled unless the member is given 28 days written notice to attend a meeting of the Board of Officers to speak and to be heard on the matter of the member’s expulsion. No member shall be expelled unless at least two thirds of the Board of Officers then present vote in favour of expulsion.

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4. Management

4.1 – The Society, in pursuance of its objects as defined in paragraph 2, shall act through Board of Officers.

4.2 – The Board of Officers shall consist of:
a)  a President;
b) a Vice-President;
c) a Secretary;
d) a Treasurer; 
e) the immediate Past-President (ex-officio); and 
f) at least three other members at large

any five of whom shall constitute a quorum for a meeting by the Board of Officers. Insofar as possible, the Board of Officers shall reflect the gender diversity of the Society.

4.3 – The President shall preside as Chair at all meetings of whatever nature but if for any reason he or she is unable or unwilling to act, those present shall elect one of their number to be Chair of the meeting. 

4.4 – The Secretary shall be responsible for recording true minutes of all General and Committee meetings and all minutes shall be read and, if and when approved, signed by the President at the following meeting of the same category. 

4.5 – Meetings of the Board of Officers shall be called for such date and at such place as the President shall determine and shall be held at least annually. 

4.6 – The members of the Board of Officers shall be entitled to receive twenty-eight days notice of such meetings. The Secretary shall be responsible for calling meetings and advising members as provided in paragraph 6.2 hereof. 

4.7 – Each member of the Board of Officers shall have one vote, resolutions may be carried by a simple majority and the Chair shall have a casting vote.

4.8 – Any vacancy for any reason arising on the Board of Officers shall in the first instance be filled by the remaining members of the Board of Officers, who shall subsequently install another member of the Society to fill the vacancy. 

4.9 – The Board of Officers may delegate any of their powers to a sub-committee consisting of such one or more of themselves as they think fit, but any such sub-committee shall in the exercise of its powers conform to all regulations imposed by the Board of Officers as minuted by the latter.

4.10 – Election to the Board of Officers will take place at a General Meeting of members. All members in good standing shall be eligible for election to office. Prospective candidates should submit notice of their candidacy (signed by a Proposer and Seconder who are also members in good standing) to the Secretary or his/her delegated representative at least eight weeks in advance of the General Meeting at which elections are scheduled to take place.  This notice should be accompanied by a single A4 page English cv and personal statement, outlining the candidate’s suitability for the position. The Board shall review all nominations and provide the members with a summary of its findings prior to the General Meeting. 

4.11 – Unless a successor is elected in place of an existing Board member at any General Meeting, the member shall be deemed to remain in office. The normal term of office is four years. No committee member may submit themselves for re-election at the General Meeting more than once, except if the members of the Society so resolve at the General Meeting.

4.12 – No individual member shall incur any personal legal or financial responsibility for work or expenditure carried to or instructed on behalf of the Society provided such work or expenditure has been properly authorised. The members of the Board of Officers shall be indemnified by the members of the Society against all liabilities properly incurred by them in management of the affairs of the Society.

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5. Powers

5.1 – The Board of Officers may exercise all powers, including legal action, which they consider necessary, to ensure the interest of all the members of the Society. 

5.2 – The Board of Officers shall have the power to enter into contracts for the purpose of the Society on behalf of the members of the Society, including to: 

a) Negotiate and agree membership benefits on behalf of the members;

b) Negotiate and agree amendments to the legal status of the society, always providing that the spirit of the prevailing constitution and bye-laws is not affected by any such amendments.

5.3 – One of the purposes of the Board of Officers shall be to establish an International Scientific Advisory Board to advise on the scientific content of the International Neurotrauma Symposia to be convened by the Society and to identify locations and appoint local organisers of such symposia and liaise with such symposia in accordance with agreed arrangements.

5.4 – The Board of Officers shall have the power to adopt, make, alter and revoke bye-laws for the regulation of the Society. All bye-laws shall be binding upon all members of the Society until the same shall cease to have effect. 

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6. Meeting of Members

6.1 – The General Meeting of the Society shall be held not later than 31st December of at least every second year, and notice of the meeting shall be given in writing to each member not later than twenty-eight days prior to the date of the meeting. The business of the General Meeting shall be:

a) to receive the President’s report on the activities of the Society;
b) to receive and consider the Accounts of the Society;
c) to elect members of the Board of Officers;
d) to decide on any resolution duly submitted and
e) to fix the annual membership fee (if any).

6.2 – Notwithstanding the foregoing, notice of the date of the General Meeting shall be given to each member not later than 31st December in the calendar year preceding the year in which the General Meeting is to be held. The General Meeting shall be held at such time and at such place as the President of the Board of Officers shall determine, and shall normally take place in conjunction with an INTS symposium.

6.3 – An Extraordinary General meeting may be convened at any time, either by the Secretary calling such a meeting on the instruction of the Board of Officers following a request in writing signed by not less than 20% of the members addressed to the Board of Officers, which shall be bound to call a meeting within twenty eight days of the receipt of such a request. 

6.4 – A meeting called in such a manner shall be held within 60 days of the receipt of the request of all such meetings and the venue and time of the meeting shall be determined in the same manner as the location of the General Meetings of the Society.

6.5 – Other persons may attend any meeting of the Society at the discretion of the Board of Officers. 

6.6 – Only members of the Society shall be entitled to vote at General Meetings.

6.7 – Voting shall be on the basis of one vote to each member. Any resolution at a General Meeting shall only have been considered to have been carried if supported by a majority of two-thirds of the total voting power of those present, but once carried shall be binding on all members. 

6.8 – It shall be the duty of the Secretary aforementioned to advise in writing any member not present of such resolutions within twenty-eight days of the meeting. 

6.9 – One-fifth of the current total number of members shall be a quorum for General Meetings. 

6.10 – Any members unable to attend a General Meeting may appoint a proxy to attend and vote on his or her behalf, providing notice of such proxy is given in writing to the Secretary prior to the commencement of the meeting.

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7. Accounts

7.1 – The Treasurer shall be responsible for maintaining a true record of all financial transactions of the Society and shall as and when called upon by the Board of Officers, present accounts of their intromissions. 

7.2 – The accounts of the Society shall be made up on an annual basis to 31st December and shall be audited by members of a firm of accountants appointed for this purpose at the preceding General Meeting. 

7.3 – A copy of the balance of the accounts shall be provided to each member of the Society in advance of the General Meeting. 

7.4 – The funds of the Society not immediately required shall be held in bank or invested in such manner as the Board of Officers may decide but no funds shall be held to the name or the order of fewer than two members of the Board of Officers.

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8. Amendments to Constitution

No alteration shall be made to these presents except at a General Meeting in the notice convening which the proposed alterations have been specified. Notice of any proposed alteration shall be given in writing to the Secretary no later than one month after the notification of the date of the General Meeting given pursuant to paragraph 7. A copy of any such notice shall be provided to each member prior to the General Meeting.

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9. Dissolution

9.1 – A resolution to dissolve the Society shall only be proposed at an Extraordinary General Meeting and shall be carried out by a majority of at least three-quarters of the members present. The dissolution shall take effect from the date of the resolution and the Board of Officers shall be responsible for the dissolution of the Society. 

9.2 – Any property remaining after the discharge of the debts and liabilities of the Society shall not be paid to or distributed among the members of the Society, but shall be given or transferred to some other organisation of successor Society having objects similar to the objects of the Society.

The constitution was adopted by vote and consensus of the International Scientific Advisory Board and of the membership of the Society on the 27th of July, 1995.

Amendments to the constitution were adopted by vote and consensus of the Executive Committee and of the membership of the Society on the 17th of July, 2022.

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