Statutes of the Scandinavian Society for Biomaterials
(October 24, 2008)
I. Name, Residence, and Aims
Article 1
- Under the name "Scandinavian Society for Biomaterials" , with acronym ScSB, a non-political, non-profit association exists. The society is registered with seat in Uppsala, Sweden. The activities shall be in accordance with the Civil Laws of Sweden.
- The names in official languages are: "Skandinaviska Biomaterialsällskapet", and "Scandinavian Society for Biomaterials". The official language is English.
- Duration; The society is established for an unlimited period of time.
Article 2
1. The Society has the following aims:
a. To encourage progress in the field of Biomaterials in all aspects, including research, teaching, and clinical applications;
b. To promote the propagation of scientific information in the field of Biomaterials;
c. To promote the interaction between the different disciplines of the field of Biomaterials as well as between basic research and applied practice;
d. To cooperate with other scientific organizations, governmental and private bodies, both national and international, that pursue similar activities;
e. To develop structured activities on issues involving Biomaterials;
f. To stimulate the creation of research programs on Biomaterials mainly on fenno-scandinavian level, and secondly on international level.
2. To reach these goals, the following activities are promoted:
a. The organization of an Annual Meeting at which members of the Society are encouraged to report on their research and development work;
b. The organization and management of congresses, workshops, and advanced courses on special themes that have been suggested by the members;
c. The promotion of young Biomaterials scientists active in Scandinavia at national and international levels;
d. The setup of "ad hoc commissions" to address urgent problems in the area of Biomaterials;
e. Information of the members about Biomaterials research and its application in Scandinavia and abroad.
3. The Society is an affiliated member of the European Society for Biomaterials. Upon agreement by the General Assembly, the Society may join other related organizations.
II. Membership
Article 3
1. Membership of the Society is open to:
a. Individuals who are involved or interested in the area of Biomaterials, mainly in the Fenno-Scandinavian area;
b. Above citizens living abroad and involved or interested in the area of Biomaterials; who are involved in the area of Biomaterials or who are interested in the area of Biomaterials;
c. Academic or private institutions active in Biomaterials research or testing.
2. Membership starts upon payment of the first membership fee.
3. Resignation from the Society is possible with a three month notice.
4. Members can be excluded from the Society if:
a. They fail to pay their membership fees after repeated reminders from the Council;
b. They act deliberately, openly and repeatedly against the aims of the Society.
After having sent at least one warning by registered mail to the non compliant member, the Council can decide his/her exclusion.
III. Financing of the Association
Article 4
1. The financing of the goals of the Society is to be provided as follows:
a. Through membership fees, the amount of which will be submitted by the Council to the General Assembly;
b. Through profits from meetings and events;
c. Through donations or an industry sponsorship program;
d. Through contributions from public corporations;
e. Through revenue from the Society's assets.
2. Only the Society's assets are liable.
IV. Organization
Article 5
1. In so far as these regulations do not state otherwise, the rules of Swedish Civil Laws apply for the organization of this Society.
2. The Society's business is conducted through:
a. The Members' General Assembly;
b. The Council;
c. The Auditors.
3. The Annual Meeting and Annual General Assembly rotates between Denmark, Norway and Sweden. The location and date are decided by the Council. Whenever possible, the General Assembly must take place during the Annual Meeting. Notification of Annual Meeting and Annual General Assembly, together with the Agenda, as set by the Council, shall be sent to each member not less than thirty days prior to the date of the meeting.
4. An extraordinary General Assembly can be called at any time with a 2 month notice:
a. By the Council;
b. By any Society Member(s) having collected the signature of at least one tenth of the Society Members for that purpose.
5. Under exceptional circumstances, the Council can ask the Society Members to vote on a topic by email, provided the pros and cons are presented electronically to each Member at least 2 weeks before the voting deadline.
Article 6
1. The Council consists of at least five members. These will be elected by the members at the General Assembly for a term of three years. Repeated terms of duty are possible.
2. The president is elected by the members at the General Assembly for a one year term of duty.
3. The Council shall appoint among themselves a Secretary and a Treasurer.
4. Two auditors are elected by the members at the General Assembly for a two year term of duty.
5. The Council alone distributes and assigns the duties and functions of its own members. The Council designates the members with power of attorney for the Society and the extent of their representation.
6. The Council is responsible for all tasks of the Society unless otherwise stated by law or these bylaws.
Article 7
The two Auditors are responsible for auditing the annual financial report, and presenting a written report and a formal recommendation at the General Assembly.
V. Changes to Statutes and Bylaws
Article 8
Changes to these statutes and bylaws can only be made at a properly constituted General Meeting of the Society at which at least 10% of the total members are present.
A resolution to change the Statutes and Bylaws must be proposed to by the Council or by 10% of the total members or at least 10 members, whichever is greater. The resolution is passed if it gains the vote of at least of members present at the General Meeting. If a quorum is not obtained, a properly constituted General Meeting can be specially convened by the President, at the earliest, one day later. A resolution to change the Statutes and Bylaws may then be passed by a vote with a normal majority sufficient to pass any resolution.
VI. Dissolution
Article 9
The Society may be dissolved by the action of 10 % of the total members or at least 10 members, whichever is the greater. The resolution to dissolve the Society is passed if it gains, in a mail ballot, the vote of at least of members in good standing. If a quorum is not obtained, a properly constituted General Meeting can be specially convened by the President, this second meeting being, at the earliest, one month later. A resolution to change the Statutes, i.e. to dissolve the Society, may then be passed by a vote with a normal majority sufficient to pass any resolution.
In the case of the dissolution of the Society, the remaining assets will be donated to an institution with similar objectives, as decided by the Council. Division of the remaining assets amongst the members is prohibited.
VII. Notifications of Changes
The President shall notify any changes in the Statutes and Bylaws; the names of elected officers of the Society; change in address of the registered office; dissolution of the Society to the “Länsstyrelsen” in Uppsala, Sweden.
The present statutes and bylaws come into effect on May 18, 2008, and replace all former versions.
The Council
Pentti Tengvall