CONSTITUTION

ARTICLE I - NAME

The name of this organization shall be: THE INTERNATIONAL ASSOCIATION OF ENDOCRINE SURGEONS (IAES).

ARTICLE II - OBJECTS

The object of the association shall be to provide a forum for exchanging information and developing new knowledge in the field of endocrine surgery, whether by clinical experience or laboratory investigation.

ARTICLE III - MEMBERSHIP

Membership in the association shall be awarded to surgeons in good professional standing and with a major interest and an active practice in endocrine surgery after appropriate application and evaluation by the Membership Committee. Membership may also be awarded to a surgeon in training with a special interest in endocrine surgery. Contribution to the scientific literature pertinent to endocrine surgery will be an important factor in determining membership.
There shall be three types of members: Active, senior and honorary.
1. Active members shall consist of original charter members and all members subsequently elected. The number of active members shall not be limited.
2. Active mernbers who have reached the age of 65 years will become Senior members. Senior mernbers shall have all the responsibilities and privileges of active mernbers. By request, senior members shall not be required to pay annual dues.
3. Honorary members shall consist of individuals who have made outstanding contributions to endocrine surgery. They shall have no voting privileges, nor be eligible for election to office, nor be subject to dues assessment.

ARTICLE IV - MEETING

A biennial assembly of the association shall be held in accordance with the bylaws.

ARTICLE V - OFFICERS/COUNCIL

Officers of the association shall consist of a President, a President-Elect, a Council-Coordinator, and a Secretary-Treasurer all to be elected as provided in the bylaws.
There shall be a Council of the association consisting of the officers, immediate past president, and eight council members.

ARTICLE VI - ALTERATIONS/REPEAL

The association may alter or repeal any article of this constitution by a three-fourths affirmative vote of members present at the biennial assembly, provided a copy of the proposed change has been delivered to each member 60 days in advance of the assembly meeting.

ARTICLE VII

The association shall function under the auspices of the International Society of Surgery/Société Internationale de Chirurgie (ISS/SIC), which shall be responsible for collection of annual dues, selection of the biennial meeting site, and the principal arrangements, therefore. The ISS/SIC shall have no authority regarding the contents of the scientific program of the IAES. All members of the IAES are required to be members of the ISS/SIC. The IAES shall have representation on the Executive Council of the ISS/SIC, as well as on the Editorial Board of the WORLD JOURNAL OF SURGERY (WJS).

Bylaws

ARTICLE I - ELECTION OF MEMBERS

Application forms for active membership shall be available only by request of a member, and shall be provided by the secretary. Completed application forms signed by the candidate and two sponsors, who shall be members of the IAES, shall be delivered to the Secretary-Treasurer. An up-to-date bibliography, curriculum vitae, and a six-month operative log shall accompany the application form. Completed applications shall be reviewed by the Membership Committee who has the right to accept or reject any application for membership in the association.
Candidates for Honorary membership shall be proposed in writing to the Council through the Secretary-Treasurer. Candidates approved by the Council will be elected honorary members in accord with the same procedure regarding active membership.

ARTICLE II - OFFICERS/COUNCILORS

The President shall be elected by the membership for a two year term, preceded by a two year term as President-Elect. The terms of the Council-Coordinator and the Secretary-Treasurer shall be six years. Officers will be installed as the last formal act at the Business Meeting during the biennial assembly thus beginning their terms. If the President cannot complete his or her term, then the term will be filled by the President-Elect, who will then also continue his or her own term.
The Secretary-Treasurer shall keep minutes of the meetings of the association and the Council, receive and care for all records belonging to the association, and conduct the correspondence of the association. This office will issue to all members a written report of the preceding year's transactions to be read to the Council and membership at the biennial assembly. The Secretary-Treasurer shall receive all monies and funds belonging to the association, pay all bills, and report to the Council at the biennial assembly meeting. The Secretary-Treasurer will prepare a financial report for audit at the biennial assembly.
The Council-Coordinator shall assist in the function of the Council as the formal liaison to all external educational efforts associated with the association, in addition to duties on standing committees. When a Secretary-Treasurer has completed his/her term of office, he/she should be suggested to become Council Coordinator for a six year term to provide continuity within the Council.
There will be eight council members each elected to a six year term. Council members will be elected at the biennial congress business meeting, in such a number as needed to maintain the number of councilors at eight. In addition, the local organizer designated for organization of a meeting by the Secretary-Treasurer shall be co-opted to the council for the two year period prior to and including the biennial meeting. The elected chair of the International Delegate Committee will be a member of the Council for a two year term.

ARTICLE III - COMMITTEES

There shall be six standing committees of the association. The President is a member of each committee. The President may create additional ad hoc committees at his/her discretion:

Nominating Committee: President, President-Elect, Past-President, Secretary-Treasurer, Council-Coordinator, Chair of the International Delegate Committee and two council members selected by the President. The Past-President chairs the committee. The Nominating Committee will solicit the membership for people to be considered for the various positions that are to be filled at the next biennial meeting, beginning at least 6 months prior to the meeting. The Nominating Committee will propose a slate of nominees consisting of one person for each open Officer position, and at least one person for each open Councilor position. The responsibility for ensuring geographic diversity on the Council lies with the Nominating Committee.
Membership Committee: President, Council Coordinator, Secretary-Treasurer, International Delegate Committee and two councilors selected by the President. The Membership Committee will be responsible for soliciting new members, reviewing the membership applications, and determining admission. The Membership Committee will also bring forward to the Council the nominees for Honorary Membership.
Program Committee: President, Six Members-at-large each selected for a 6 year term and the Secretary-Treasurer. Each President appoints two Members to the Program Committee; these appointments must be approved by the Council. One of the members in their final two years of Program Committee service will be designated as the Program Committee Chair by the presiding President for the upcoming meeting. This committee is responsible for reviewing the abstracts submitted, and for working with the President to plan the invited lectures and curriculum for the biennial meeting. The Program Committee Chair is responsible for the final selection of the submitted abstracts for oral or poster presentation. The Secretary-Treasurer is responsible for soliciting the abstracts and implementing the plans of the committee. The president is responsible for the overall layout of the meeting, and for the invited presentations.
Education Committee: Council-Coordinator, Secretary-Treasurer and two Council members appointed by the President for two year terms. The Education Committee mission is to use the resources of the association to disseminate Endocrine Surgery education throughout the world. The Education Committee is responsible for evaluating proposals for the use of association financial or human resources by groups that wish to conduct courses under the auspices of the association. These proposals will then be presented to the Council for consideration and approval. This committee will also evaluate any proposals for fellowship support, travel awards, workshops or clinical guidelines endorsement.
International Delegate Committee: Representatives of the recognized Endocrine Surgical Associations of the world. The delegates should be assigned by the respective associations. The mission of the International Delegate Committee is to promote geographical representation within the association, and to promote quality endocrine surgical care and education worldwide. The chair of the Committee will be elected by the Delegates and will serve a two year term on the Council. Representation of Societies on the International Delegate Committee requires approval of the Council.
Audit Committee: Two members of the Council appointed by the President will serve as the Audit Committee. They will review the transactions of the association prior to the biennial meeting, and will report to the membership at the executive session of the membership.

ARTICLE IV - MEETINGS

A biennial assembly of the association shall be held at the time and place to be determinated by the ISS/SIC.
During the biennial assembly, there shall be an executive session of the membership. The business of the association shall be conducted at this time. The report of the Nominating Committee shall be presented to the members during the executive session. Nominations may be made from the floor. Officers of the association and council members shall be elected by majority vote of active and senior membership during the executive session.
Any member of the association may invite one or more guests to attend the biennial assembly.

ARTICLE V - FEES/DUES

Dues and assessments shall be levied by the Council of the ISS/SIC.
Any member whose dues remain unpaid for a period of one year shall be so informed by the Executive Secretary of the ISS/SIC. Nonpayment of dues for three successive years shall be constituted as grounds for dismissal from the association.

ARTICLE VI - RESIGNATIONS, EXPULSIONS

Resignations of members in otherwise good standing shall be accepted by majority vote of the Council.
Charges of unprofessional or unethical conduct against any member of the association must be submitted in writing to the Council. The Council's concurrence or disallowance of the charges shall be presented to the membership at the biennial assembly executive session. A three-fourths affirmative vote of the members present shall be required for expulsion.

ARTICLE VII - QUORUM

A minimum of 30 members shall constitute a quorum at the biennial assembly to effect changes in the constitution and bylaws of the association, to authorize appropriations or expenditures of money other than those required in the routine business of the association, to elect officers and members, and to expel members. In the event that a biennial meeting cannot be held, or if circumstances prevent delay of a vote until the next biennial meeting, then electronic voting by a secure internet proxy system that includes at least one half of the Active membership will constitute a quorum.
For the transaction of other business the members present at any biennial assembly shall constitute a quorum.

ARTICLE VIII - ALTERATIONS/REPEAL

Bylaws may be altered or repealed at the biennial assembly by a two-thirds affirmative vote of the members present.

ARTICLE IX - PROCEDURE

Proceedings of the association shall be conducted under Robert's "Rules of Order".