Constitution
ARTICLE I
NAME
The name of the Society shall be the Southern Society for Clinical Investigation.
ARTICLE II
The object of the Society shall be the encouragement of research in the various medical sciences and the establishment of a forum from which new ideas may be presented to the medical profession at large. Notwithstanding the above object, the Society is organized solely for education and scientific purposes within the meaning of #501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law). All revenues generated from the Society’s activities or properties, including but not limited to dues and memberships, meetings related dollars, philanthropy, return on investments, and Journal revenues, belong solely to the SSCI. No part of the earnings of the Society shall inure to the benefit of or be distributable of its members, Officers, or other private persons, except that the Society shall be authorized to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in this Article. No substantial part of the activities of the Society shall be the carrying on of propaganda or otherwise attempting to influence legislations, and the Society shall not participate in any political campaign on behalf of a candidate for public office. The Society shall not carry on any other activities not permitted to be carried on by an organization exempt from federal income tax under #501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law).
ARTICLE III
MEMBERSHIP
Section 1. Types of Members
There shall be at least three classes of members: Member, Fellow, and Emeritus.
Section 2. Eligibility of Members
Members. Any person holding a doctorate (or equivalent degree from an international institution) Doctor of Medicine, Doctor of Philosophy, Doctor of Pharmacy, or Doctor of Science shall be eligible for membership. Membership will be conferred upon completion of an application and payment of initial dues and renewed based on the annual payment of Society dues. Any qualified Member is eligible for advancement to SSCI Fellow.
SSCI Fellows. Any Member who has accomplished meritorious scholarship in a branch of the medical sciences related to clinical medicine and enjoys an unimpeachable reputation in his profession shall be eligible for advancement to SSCI Fellow. Highly qualified individuals who are not members may apply for direct election as SSCI Fellows. There will be two SSCI Fellow tracks: 1) Research Investigator track, or 2) Clinician Educator track. All SSCI Members elected to membership on or before February 22, 2019 and are current on their dues payments, and all living past-Presidents of SSCI or Founders’ Medal recipients will be automatically advanced to SSCI Fellow.
Emeritus Members. An SSCI Fellow may become Emeritus by his/her own choice after ten years of Fellow status membership and at the age of 65 years.
Additional membership categories may be created by the Council.
Section 3. Obligations and Privileges of Members
Members. Members shall receive all regular communications and mailings of the Society. Members are expected to manifest sustained interest in the Society by attending the annual meeting on a regular basis and paying dues. Qualified Members are eligible for advancement to SSCI Fellow. Members are not eligible to vote in SSCI elections or in general meetings, although they are eligible to vote in SSCI committees on which they serve. Members may not chair committees or hold office.
SSCI Fellows. SSSCI Fellows assume an obligation to actively continue in medical scholarship. They shall pay membership dues. They shall have voting privileges and may hold office. They shall receive all regular communications and mailings of the Society. Fellows are expected to manifest sustained interest in the Society by attending the annual meeting on a regular basis and paying dues.
Emeritus Members. Emeritus members shall be encouraged to attend meetings. They shall pay dues, but these dues may be less than those paid by Fellows or Members. They shall receive all regular communications and mailings of the Society. They may not hold office, but they may vote and may engage in all other activities of the Society, including nomination of new members, presentation of papers, the discussion of papers on the floor, etc.
Section 4. Nominations and Elections of New Members
Appointment as a Member is by application on the appropriate form indicating qualifying degree and payment of dues. Membership will be immediately effective upon paying dues..
Nomination to Fellow may be made on the SSCI website at any time.
Nominations must be sponsored by any two Fellows or Emeritus members. Nominations must be accompanied by:
- completed Application for Fellowship
- the nominee's curriculum vitae
- a completed Nominator Form
- a completed Seconder Form.
The criteria for selection of candidates shall consist of an overall consideration of the individual based upon academic accomplishment and either:
- capacity for independent research, productivity, and significance of the research, or
- scholarly contributions to the medical community as a clinician educator.
Additional criteria for both tracks include clinical reputation and attestation of the nominator and seconder.
The Council shall review and approve all new SSCI Fellows semi-annually, and Fellowship will be immediately effective thereafter.
ARTICLE IV
Section 1. Officers
The Officers of the Society shall be President, President-Elect, Past-President, and Secretary-Treasurer. The President and President-Elect shall be elected annually. The Secretary-Treasurer shall be elected for a three-year term but may serve an additional year upon specific approval and recommendation of the Council. The position of Secretary-Treasurer-Elect shall be established, and he/she shall be selected by the Governance Committee (see Section 2 below) prior to the last year of the term of the incumbent and voted upon by the Society. All Officers and Councilors must be SSCI Fellows of the Society. No age restriction for an SSCI Fellow of the Society shall be imposed as a qualification for election as an Officer.
Section 2. Election of Officers, Councilors, and Elected Members of the Governance Committee
Officers of the Society, Councilors, and Elected Members of the Governance Committee shall be elected. The procedures for election shall be determined by the Council. All Officers of the Society shall be ineligible for re-election to the same office. Elected Members of the Governance Committee shall be limited to two terms of office.
One Councilor shall be elected each year for a term of five years, and at least one Councilor shall be elected annually. The manner of nomination and voting shall be the same as for other Officers of the Society. If a Councilor is elected at any time during his/her five-year term to the Office of President, President-Elect, or Secretary-Treasurer, the President may appoint a Councilor from the eligible Fellows to complete that Councilor's unexpired term of office. The Councilor appointed to serve the unexpired term shall be eligible for subsequent election to a full five-year term. Councilors may not serve consecutive terms but may be nominated for re-election after a minimum of seven years off the Council.
Only Fellows and Emeritus members are eligible to vote in elections.
ARTICLE V
DUTIES OF OFFICERS
The duties of President, President-Elect, Past-President, and Secretary-Treasurer shall be those usually assigned to such Officers. Among other duties, the Secretary-Treasurer shall arrange for the printing of the program for each annual meeting and for publication of the abstracts. The Secretary-Treasurer is authorized by the Council to secure essential administrative assistance.
ARTICLE VI
COUNCIL
The Council shall consist of the President, President-Elect, Secretary-Treasurer, the immediate Past President, the elected Councilors, and the Chair of the Executive Advisory Committee. The Editor of the Society's journal will also be a member of the Council for as long as he/she holds that appointment. Five members of the Council shall constitute a quorum for the transaction of business.
It shall be the duty of the Council to supervise the affairs of the Society; to make all arrangements for the annual meetings; to supervise the nominations and elections of members of the Society, Officers of the Society, and Members of the Governance Committee; to report on election results to the Society; to govern the financial affairs of the Society; and to report on the work of the members of the Society. The chairs of the Standing Committees (Article VII) shall be named by the President for two-year terms and are eligible to be re-appointed. The President is further empowered to appoint co-chairs of the Standing Committees, to appoint additional members to the Standing Committees from Members, SSCI Fellows, and Emeritus members of the Society, to create and appoint additional committees, subcommittees, and task forces from the members of the Council and the Society for any purpose, to appoint other standing advisory committees, and to provide oversight of all committees and subcommittees of the Society. Only Fellows may serve as chairs of Standing Committees, but Members or Emeritus members may be appointed as chairs of ad hoc committees at the President's discretion.
ARTICLE VII
STANDING COMMITTEES
Section 1.
The Standing Committees of the Society shall be: Finance/Audit Committee; Membership Committee; Publications Committee; Program Committee; Governance Committee; and Executive Advisory Committee.
Section 2.
With the exception of the Executive Advisory Committee, chairs of Standing Committees will be either current Officers or Councilors or have finished terms as Officers and Councilors within the past two years.
Section 3.
With the exception of the Executive Advisory and Program Committees, members of Standing Committees will be appointed by the President for two-year terms and may be reappointed for subsequent two-year terms. Any eligible member may be appointed. Each Officer or Councilor will serve on at least one Standing Committee during her/his term.
Section 4. Finance/Audit Committee
The Finance/Audit Committee will oversee the financial position and assets of the Society, advise the Council and Officers of financial challenges and opportunities, and develop strategies for management of the assets and revenues of the Society which will be presented to Council for consideration. At intervals required by law or by circumstances, the Finance/Audit Committee will select and recommend to Council an outside auditor to review the accounts of the Society, receive and review the audit report, and recommend action to Council. The Secretary-Treasurer will be a member of the Finance/Audit Committee but will not be the committee chair.
Section 5. Membership Committee
The Membership Committee will advise the Council on trends in membership numbers and demographics, propose changes in membership policies as needed, and develop and present to the Council strategies for maintaining and increasing an engaged and committed membership.
Section 6. Publications Committee
The Publications Committee will oversee the activities of the Editor, the associated editors, and the Editorial Board of The American Journal of the Medical Sciences, will determine objectives and metrics for the Editor and for the Journal, will periodically re-evaluate and make recommendations to the Council for publication contracts and all other business aspects of the Journal’s management, and will monitor progress towards meeting those metrics. The Committee shall report annually directly to the Council. The Committee will nominate a candidate for Editor to be considered by Council. In the next- to-last year of an Editor's term, the Publications Committee will recommend either reappointment or a search for a new Editor, and, when necessary, conduct that search.
Section 7. Program Committee
There shall be a Program Committee for the Society which will be chaired by the President. Other members will include the President-Elect, Secretary-Treasurer, and other Officers, Councilors, or members at large whom the President chooses to appoint. Appointed members serve one-year terms which may be renewed by the President.
The Society's Program Committee will participate with representatives of the other societies participating in the annual meeting as members of a Joint Program Committee responsible for planning the annual meeting. The Society’s Program Committee will be responsible for representing the interests and perspectives of the Society to the Joint Program Committee. The chair role for the Joint Program Committee will rotate between the designated Program Committee chairs (or equivalent role for each society) of the regularly involved societies.
Section 8. Governance Committee
The Governance Committee will review the Bylaws, Constitution, and policies of the Society periodically or as requested by the President or Council and recommend modifications or amendments to be considered by the Council for referral to the eligible membership for approval by vote. The Committee will also serve as a nominating body, recommending candidates for President-Elect, Secretary-Treasurer, Councilor, and Elected Members of the Governance Committee to be considered for inclusion on the ballot presented at the annual meeting. Membership will consist of the Past-President, who will serve as chair, the chair of the Executive Advisory Committee, one other member of the Executive Advisory Committee appointed by the President to a three-year term, two members of Council appointed by the President to a three-year term, and three Elected Members from the eligible membership at large. One or more Governance Committee members shall be elected each year for a term of three years. Elected Members of the Governance Committee shall be limited to two terms of office and shall not serve concurrently as Councilors or Officers of the Society.
The Governance Committee shall offer one or more nominations for each vacant Officer, Councilor, and Governance Committee position. Additional nominations may be made from the floor. The Governance Committee shall encourage broad representation of the geographic region served by the Society among the Officers of the Society and the members of the Governance Committee.
Elected Members of the Governance Committee shall be eligible for nomination to a Council position. If such a member is elected at any time during his/her three-year term to be an Officer of the Society or Councilor, the President may appoint an eligible member of the Society to complete that committee member’s unexpired term of office. The member appointed to serve the unexpired term shall be eligible for subsequent election to a full three-year term.
Section 9. Executive Advisory Committee
The function of the Executive Advisory Committee is to advise the Officers and Council on the activities, goals and mission of the Society, and to take on such other roles as are assigned by the President, as a committee or as individual members.
Members of the Executive Advisory Committee will be appointed by the President with ratification by majority vote of the Council and Officers. Members will be appointed to a five-year term and may be reappointed by the President to a second five-year term. Members will be individuals not currently serving as Officers or Councilors with a demonstrated history of leadership and an ongoing commitment to the Society.
Members may be elected as Officers or Councilors if otherwise eligible but may not concurrently serve as Officers or Councilors. If a member is elected Officer or Councilor, the member may resume membership on the committee after serving in the elected role and complete the remainder of the unexpired term on the committee. The member may be reappointed if otherwise eligible.
The President will appoint members of the committee to serve as chair and vice chair for three-year terms with eligibility for reappointment to the extent permitted by the term limits on Executive Advisory Committee service. The chair shall be a voting member of the Council.
The Executive Advisory Committee will join the Council and Officers at the annual Council meeting, retreat, and other called meetings of the entire Council but may not vote in those meetings.
ARTICLE VIII
AMERICAN JOURNAL OF THE MEDICAL SCIENCES
Section 1. Staff
The American Journal of the Medical Sciences will be heretofore the official journal of the Southern Society for Clinical Investigation, Inc. (SSCI, Inc.). The publishing contract shall be revised by the Council based upon evaluation and recommendations by the Publications Committee at regular intervals. The editorial staff will consist of an Editor and associated editors. For the purpose of these bylaws, the term “associated editors” shall include individuals with the titles of Deputy Editor, Associate Editor, Assistant Editor, Section Editor, or Managing Editor. The appointments of the Editor and the associated editors will be reviewed and approved by the Council annually. The salary of the Editor, as well as any salaries paid to the associated editors, will be set by the Council. The contractual nature of the compensation for the Editors, associated editors, and staff will be determined by the Secretary-Treasurer and the President, based on the arrangement that most effectively reflects the goals and interests of the Society and the circumstances of the Editorial Office. Members of the Editorial Board will not receive payment for their services.
Section 2. Duties of the Editor
The Editor is responsible to the SSCI, Inc. through the Publications Committee and Council, for the publication of the American Journal of the Medical Sciences and shall submit an annual report to the Council and, in turn, to the SSCI. This report shall include a proposed budget for the Journal and data summarizing the financial performance of the Journal. The Editor is responsible for proposing a strategic plan for the Journal to achieve goals and objectives set by the Publications Committee and approved by Council. The annual report will summarize progress towards these goals and objectives. The Editor will appoint associated editors and Editorial Board members.
Section 3. Editorial Boards
The Editorial Board shall consist of the Editors and other Board Members, numbering at least fifteen, as the Editors deem necessary to maintain the high editorial standards of the American Journal of the Medical Sciences. At least two-thirds of the Editorial Board shall be Fellows and Members of the Society. They shall, individually and collectively, be available to assist the Editor at his/her request in all matters pertaining to the journal. The Editorial Board will meet at least once annually, in person or by a remote connection.
Section 4. Tenure of the Office of Editor and Editorial Board
The period of office of the Editor shall be five years. Members of the Editorial Board shall serve for a period of five years and may be re-appointed. The associated editors serve at the pleasure of the Editor. The performance requirements for the Editor, including processes for interim review, will be defined in a contract at time of appointment and may be revised at the time of interim review or at the time of re-appointment.
Section 5. Selection of the Editor
The nomination of a candidate for Editor shall be made by the Publications Committee. The committee will nominate a candidate for Editor to be considered by Council. The nominee will be confirmed by a majority vote of the Council.
ARTICLE IX
MEETINGS
The Society shall meet annually at a place and time to be designated by the Council. The Council is empowered to make firm, binding contractual commitments with cities and hotels for meetings as long as five years in advance. Expenses incurred at the annual meeting shall be borne by the Society in negotiation with other societies meeting jointly. The abstracts of all papers presented at the annual meeting shall be reviewed by members of the participating societies. Reviewers from the Society will be selected by the President of the Society and published in a suitable journal. The Program Committee for the succeeding year shall consist of the President and whomsoever he/she may wish to appoint.
ARTICLE X
QUORUM
Any number of SSCI Fellows and Emeritus members present at the annual meeting shall constitute a quorum.
ARTICLE XI
DUES
The annual dues of the Society shall be fixed by the Council from time to time. The Council may choose to set different dues for different membership categories at its discretion. The non-payment of dues for three consecutive years by Fellows or Emeritus members automatically carries with it forfeiture of membership. Individuals in the Member category requires annual dues payment.
ARTICLE XII
AMENDMENTS TO THE CONSTITUTION
Amendments to the constitution or bylaws must be proposed in writing by five Fellows and submitted to the Secretary-Treasurer. The Secretary-Treasurer shall make available to each member a copy of the proposed amendment at least one month before the voting date either by mail or by posting on the website or other appropriate electronic communication. If posted on the website, email notification that amendments are posted will be sent to all members eligible to vote concurrent with the posting.
Voting for consideration of amendments to the constitution or bylaws may be held electronically or at a session of the annual meeting at which a quorum is present as defined in Article IX. If the voting is held electronically, at least twenty percent of the Fellows and Emeritus members must vote on a proposed amendment. If the voting is held at a session of the annual meeting, the presence of a quorum as defined in Article X is sufficient for consideration of the amendments. For adoption, an amendment shall require an affirmative vote by a simple majority the ballots which are cast.
ARTICLE XIII
DISSOLUTION
Upon the dissolution of the Society, the Council shall, after paying or making provision for the payment of all the liabilities of the Society, dispose of all of the assets of the Society exclusively for the purposes of the Society in such manner or to such organization or organizations organized and operated exclusively for charitable, education, religious or scientific purposes, as shall at the time qualify as an exempt organization or organizations under #501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) as the Council shall determine.
