SOUTH AFRICAN SOCIETY OF ULTRASOUND IN OBSTETRICS AND GYNAECOLOGY CONSTITUTION TITLE AND NAME
The Society is a voluntary Society recognised as a special group by SASOG (South African Society in Obstetrics and Gynaecology) and its name shall be "The South African Society of Ultrasound in Obstetrics and Gynaecology" (SASUOG), hereinafter referred to as the Society.
The Society shall be a body corporate, having perpetual succession, capable of suing and being sued in its own name and of holding property of all kinds, movable and immovable, corporeal and incorporeal, apart from its members.
The Society will be a Society not for gain. OBJECTIVES
The objectives of the Society are:
- To act as a forum for in depth analysis and presentation of advances in ultrasound diagnosis in all aspects of Obstetrics and Gynaecology.
- To be an influential body, setting standards for Ultrasound in Obstetrics and Gynaecology, training and monitoring the safe practice of Ultrasound in Obstetrics and Gynaecology.
- To look after the interests and needs of professionals involved in Ultrasound scanning in Obstetrics and Gynaecology.
- To accomplish the above objectives, by holding regular workshops, seminars and Congresses and by organising outreach activities into disadvantaged areas.
- To work closely with other bodies/societies nationally and internationally to attain the above objectives
Membership is open to all health professionals who subscribe to the objectives of the Society.
- All registered doctors performing ultrasound in Obstetrics and Gynaecology will be eligible for FULL MEMBERSHIP.
- Radiographers, Sonographers and Midwives with a special interest in ultrasound in Obstetrics and Gynaecology will be eligible for ASSOCIATE MEMBERSHIP.
- HONORARY MEMBERSHIP will be offered from time to time to persons who have made a significant contribution in the field of ultrasound in Obstetrics and Gynaecology. This includes local and international persons whose contribution to ultrasound merits recognition. Decision for this membership will be taken at the General Meeting with a two third majority for acceptance by the Society.
Full and associate members will need to apply for membership and pay an annual subscription fee. The annual membership fee will be set by the Council (see later) of the Society. Members attending a SASUOG congress will obtain automatic membership for the next two calendar years following the Congress, typically until the next SASUOG Congress.
Membership may be TERMINATED by resignation or at a General Meeting of the Society by the decision of not less than two thirds of the members present at the meeting, provided a quorum is present.
Members with unpaid annual subscription for more than twelve months may have their membership terminated and shall not be elected to the SASUOG Council.
Continued changes in membership will not affect the continued existence of the Society. SASUOG COUNCIL
- APPOINTMENT OF THE COUNCIL
A Council of ideally no more than eighteen (18) members will be appointed as stipulated below.
Eight (8) Council members will represent the Ultrasound Units of the Obstetrics and Gynaecology Departments of each teaching hospital in South Africa, on condition that this position is accepted in writing by a representative of the Department. This number may vary according to the number of Departments existing at a given time.
Six (6) Council members will be elected by voting amongst fully paid-up members of the Society. This election shall be by postal, electronic, or any other way of voting the Council may deem necessary, including voting at a General Meeting. Not more than two (2) of the six elected Council members shall come from the same geographic region.
These fourteen (14) Council members shall have the power to co-opt one (1) radiographer specialised in Ultrasound and three (3) additional members for specific purposes and periods as the Council may deem necessary.
The appointed Council members shall choose a president, a secretary and a treasurer at the first Council Meeting following the election.
The President of the SASOG will be ex-officio the president of SASUOG.
- CASUAL VACANCIES
In the event of retirement, resignation or death, of the Treasurer or Honorary Secretary, the President shall appoint a substitute until the next Council meeting. The Council will then elect the relevant officers.
In the event of retirement, resignation or death of the President, the Council shall elect his or her replacement for the remainder of the term.
- TERM OF OFFICE
Election to the Council shall be for a Term of four (4) years.
Members of the Council shall retire on expiry of each Term in Office and shall be eligible for re-election/or re-nomination.
- DUTIES OF THE COUNCIL
The Council shall be responsible for the everyday running of the Society and for promoting the objectives of the Society.
The Council will identify areas where disadvantaged communities can be assisted by outreach activities regarding ultrasound services.
If the Council deems necessary, it shall have the power to acquire funds for specific purposes through membership fees or by accepting donations, grants or requests or by organising ultrasound meetings or by any other lawful means.
- COUNCIL MEETINGS
The Council shall meet as often as it sees fit but ideally at least twice a year.
Council members are expected to be committed to attend Council meetings regularly, unless a valid reason exists for their absence. Council members not attending for 3 consecutive meetings may be asked to vacate their position, depending on circumstances.
- COUNCIL DECISIONS
All matters before the Council shall be decided by voting provided a quorum is present; by show of hands of those present, except where any member requests a secret ballot. A simple majority will suffice.
A quorum consists of 50% of Council members + 1.
Under certain circumstances proxy votes shall be allowed.
The General Meeting of the Society shall be held, as far as practical, during the SASUOG Congress.
The General Meeting of the Society may be held from time to time at the discretion of the Council and shall be called by the Council on the written request of three members of the Society.
The quorum of a General Meeting shall consist of ten (10) members including three of the Council in office.
Under certain circumstances proxy votes shall be allowed. NATIONAL CONGRESSES
National congresses encompassing updates, training and research are to be held approximately every two years.
The Obstetrics and Gynaecology Departments of each teaching hospital in South Africa, having accepted representation at the Council, will receive equal opportunity to host the Congress on behalf of SASUOG, on a rotational basis as decided by the committee.
The Treasurer will provide a float out of the Society’s funds, to be used as seeding money for the Congress organiser (hosting University Department).
Financing the Congress is the responsibility of the Congress Organiser.
The partnership split of the Congress profits between the Society and the Congress organisers shall be on a 50%-50% basis.
Congress organisers must present a complete and detailed financial report of the Congress to the Council within 1 year. FINANCES
The Society will comply with requirements prescribed by The Income Tax Act (as amended from time to time) to ensure it classifies as a Public Benefit organisation (PBO) and therefore will always ensure that:
- the Society has submitted to the Commissioner a copy of the latest constitution or written instrument under which it has been established
- the management of the Society (committee, board of management or similar governing body) will submit any amendment of the constitution or written instrument of the Society to the Commissioner within 30 days of its amendment
- the Society has a committee, board of management or similar governing body consisting of at least three persons, who are not connected persons in relation to each other, to accept the fiduciary responsibility of the Society
- no single person may directly or indirectly control the decision-making powers relating to that Society
- the Society will not directly or indirectly distribute any of its funds or assets to any person other than in the course of furthering its objectives
- the Society is required to utilise substantially the whole of its funds for the sole or principal object for which it has been established
- no member will directly or indirectly have any personal or private interest in the Society
- substantially the whole of the activities of the Society must be directed to the furtherance of its sole or principal object and not for the specific benefit of an individual member or minority group
- the Society will not have a share or other interest in any business, profession or occupation which is carried on by its members
- the Society does not pay to any employee, office bearer, member or other person any remuneration, as defined in the Fourth Schedule of the Income Tax Act (as amended), which is excessive, having regard to what is generally considered reasonable in the sector and in relation to the service rendered
- substantially the whole of the Society’s funding will be derived from its annual or other long term members or from an appropriation by the government of the Republic in the national, provincial or local sphere
- the Society will as part of its dissolution transfer its assets to:
- another entity approved by the Commissioner in terms of this section;
- a public benefit organisation approved in terms of section 30;
- an institution, board or body which is exempt from tax under section 10(1)(cA)(i); or
- he government of the Republic in the national, provincial or local sphere.
- the Society will comply with such reporting requirements as may be determined by the Commissioner from time to time , and
- the Society is not knowingly and will not knowingly become a party to, and does not knowingly and will not knowingly permit itself to be used as part of, an impermissible avoidance arrangement contemplated in Part II A of Chapter III, or a transaction, operation or scheme contemplated in section 103(5) of the Income Tax Act.
The Society will also comply with all requirements as determined by the Adult Basic Education and Training Act 52 of 2000, as amended, as well as any other related, applicable Educational Acts, should it become necessary.
The Society must conduct its financial transaction my means of a bank account/s and it may also make investments that the management considers appropriate to achieve the objectives of the Society.
A Bank Account will be held in the name of the Society in which funds are to be deposited. The Treasurer together with a Council member specifically nominated for this purpose by the Council, will have the authority to sign cheques or make electronic financial transfers on behalf of the Society.
Members or office-bearers have no rights in the property or other assets of the Society solely by virtue of their being member or office-bearer.
No income or property is distributable to its members or office-bearers, except as reasonable compensation for services rendered and on approval by Council.
No Council member, other than those authorised by the Council shall be entitled to receive any payment of money or other material benefit from the Society, except for reimbursement of out-of-pocket expenses including travel and accommodation.
Proper and up-to-date financial records shall be kept by the Treasurer and a Council-authorised Accountant.
The financial year-end of the Society will be December.
An accounting officer shall report to the Council on the annual financial statements.
Financial statements must be presented to members at the General Meeting. DISSOLUTION
The Society may be dissolved by a resolution passed with a two third majority of members present at any General Meeting, provided a quorum is present.
After making provision for all outstanding liabilities, remaining funds in the Society will revert to SASOG, which has similar objectives to SASUOG. SUBSCRIPTIONS
The annual subscription applies to a calendar year.
The amount of the subscription fee will be determined by the Council and subscription fees shall be payable by full and associate members of the Society to provide funds for the carrying out of the work of the Society.
Membership will lapse if fees have not been paid into the SASUOG account before the 30th of March.
Registration fees for delegates attending SASUOG Congresses will be reduced for paid-up SASUOG members compared to non-members. REFERENDUM
It shall be competent for the SASUOG Council to ascertain by referendum the opinions of members of the Society on any matter it considers important enough to warrant such action. ALTERATIONS TO THE CONSTITUTION
Any members wishing to move any alteration in the constitution of the Society shall do so by giving notice of motion, in writing, at least one month before the General Meeting.
Any alteration to the constitution will require a two thirds majority amongst fully-paid-up members present at the General Meeting, provided a quorum is present.