ISAC Constitution and Bylaws
(revised September 2009)
ARTICLE I (NAME)
The name of the Society is the INTERNATIONAL SOCIETY FOR ADVANCEMENT OF CYTOMETRY. Prior to May 2008, the Society’s name was the INTERNATIONAL SOCIETY FOR ANALYTICAL CYTOLOGY.
ARTICLE II (PURPOSE)
The Society is an international scientific and educational organization whose purpose is to promote: development of cytometry; transfer of methodologies; and exchange of scientific and technical information. Cytometry is broadly defined as the characterization and measurement of cells and cellular constituents for biological, diagnostic and therapeutic purposes.
ARTICLE III (MEMBERSHIP)
Membership in the Society is open to all persons who share the stated purposes of the Society and who have educational, research or practical experience in some aspect of cytometry.
ARTICLE IV (OFFICERS)
The Officers of the Society are a President, a President-Elect, a Secretary and a Treasurer. The President-Elect serves one term as such, followed by one term as President. No person shall serve as President-Elect or as President more than once. A term is the interval between two successive General Business Meetings of the Society. The Secretary and Treasurer serve for two consecutive terms and are not eligible for immediate re-election. Their terms of office are staggered so that they take office at different Business Meetings.
ARTICLE V (COUNCIL)
The Society is governed by a Council consisting of the Officers, the immediate Past President and ten Councilors. Councilors are elected to serve for two consecutive terms, and are not eligible for immediate re-election as Councilors. Terms of office are staggered; 1/2 elected each term.
ARTICLE VI (ASSOCIATIONS)
Council is empowered to associate ISAC with other organizations. Proposals for association shall be presented by any Voting Member of the Society to Council for its consideration and approval.
ARTICLE VII (BYLAWS)
The provisions of the Constitution of the Society shall be carried out according to accepted standards of procedure, such as is described in Robert's Rules of Order.
ARTICLE VIII (AMENDMENTS)
Amendments to this Constitution may be initiated by a Member of Council and approved by Council or may be initiated by a petition to Council signed by 5% of the Members of the Society. Proposed amendments to this Constitution must be approved by two-thirds of Council, must then be presented to and then discussed by the membership in an open forum, and must finally be submitted by mail ballot to the membership for ratification. Ratification of proposed amendments to this Constitution requires approval of two-thirds of those Members of the Society who vote on the amendments.
ARTICLE IX (DISSOLUTION)
Dissolution of the Society for any cause shall follow the same procedure as for amendments (Article VIII) and must be according to the applicable regulations of the Internal Revenue Code of the United States of America. In the event that the Society should dissolve, all funds and other assets of the Society, after payment of all outstanding obligations, shall be contributed to a successor society which has among its principal purposes the encouragement, development and dissemination of knowledge in the biological or physical sciences, and which has qualified as an exempt organization under Section 501 (C)(3) of the Internal Revenue Code of the United States of America. The selection of the successor society shall be approved by a two-thirds vote of the Council and recorded in Council's minutes and in its Articles of Dissolution.
(revised January 2011)
ARTICLE I (MEMBERSHIP)
There shall be two categories of General Membership: Voting and Non-Voting. A Voting Member is one who has paid the dues for the current calendar year. To become a General Member of the Society, persons eligible under Article III of the Constitution must be sponsored by one Voting Member and approved by Council, or its designees.
Only Voting Members of the Society have the right to vote in elections and at business meetings, to petition, to sponsor new Members and to hold office in the Society.
Council may establish Emeritus, Honorary, Student, Corporate, and other non-voting classes of Members.
ARTICLE II (MEETINGS)
The Society shall hold International Congresses at intervals decided by Council. A General Business Meeting shall be held at each International Congress. The General Business Meeting follows procedures such as are described in "Robert's Rules of Order." A quorum is 10% of the Society Membership or 50 General Members, whichever is smaller. The Society also sponsors symposia, workshops, seminars, tutorials or other such events.
ARTICLE III (DUES)
The fiscal affairs of the Society are based on the calendar year.
Membership dues are recommended by Council and approved by voting Members at a General Business Meeting.
Dues are paid annually within a time determined by Council. Delinquent Members are given reasonable warning before being dropped from Membership.
ARTICLE IV (PUBLICATIONS)
The Council is empowered on behalf of the Society to publish or to enter into agreements with others to publish on paper, electronically or in any other format, such journals and other publications (abstracts, reviews, newsletters, collected papers from a meeting, electronic media, etc.) as may be authorized by Council.
ARTICLE V (DUTIES OF OFFICERS)
The President chairs Council meetings; appoints and charges, with the approval of Council, the chairs and other Members of Committees of Council, except as otherwise specified in these Bylaws; and carries out other activities usually pertaining to the office. The President presides over the International Congress of the Society and over the General Business Meeting.
The President-Elect assists the President, is responsible for organizing one International Congress during their term and succeeds to the Presidency the moment that office becomes vacant. When succession is premature due to the absence or disablement of the President, Council shall decide whether or not to hold a special election to select a new President-Elect.
The President and President-Elect shall be non-voting Members of all Committees.
The Secretary carries out all duties usually pertaining to the office.
The Treasurer carries out all duties usually pertaining to the office, and chairs the Finance Committee.
ARTICLE VI (DUTIES OF COUNCIL)
Council shall act as the Board of Trustees for the Society. As such, Council shall establish the policies of the Society according to the Constitution and shall implement these policies according to these Bylaws.
Council shall approve all official activities of the Society, especially Scientific and Educational events.
All budgets for expenditure of Society funds must be approved by Council.
Should the Presidency become vacant and there is no President-Elect, Council shall elect one of its Members as Acting President. Council shall decide whether or not to hold a special election to replace an Acting President. Should the position of President-Elect become vacant, Council shall hold a special election to fill this position. Should the office of Secretary or Treasurer become vacant, Council shall appoint an acting Secretary or Treasurer, who shall serve until the office can be filled by a regular election of the Society. Interim vacancies among the Councilors shall be filled by appointments recommended by the President and approved by Council.
Councilors shall attend all Council meetings, Congresses and Business Meetings.
Council may retain individuals and/or organizations to assist in handling the affairs of the Society and shall determine their duties and responsibilities.
Council has the discretionary power to establish an Executive Committee of Members of Council to be selected by the President and approved by Council, and may delegate to this Committee such powers as it sees fit.
Council shall meet at least once per year at the call of the President. When appropriate, Council business may be conducted by mail, electronic mail or telephone. Eight Members of Council constitutes a quorum.
Council may formally recognize groups of Members within the Society that have common interests in any aspect of cytometry. A group of at least 25 voting Members may request recognition by petition to Council. Council shall approve the goals, structure, rules and budget for each group, and shall review regularly the activities of the group. Council may elect one or more Members of Council to act as advocate(s) for groups before the Council and to facilitate interaction between the Council and ISAC Committees. Council may designate a representative of a group to act as an advisor to Council.
There shall be six Standing Committees of the Society, with duties and responsibilities as provided in Article VII of these Bylaws and by Council.
Council may establish other Committees to meet special needs of the Society.
Council shall approve all Committee appointments. Council shall ensure that Committee Membership represents as broad a cross section of the Society as is possible and practical.
ARTICLE VII (DUTIES OF STANDING COMMITTEES)
1. Nominating Committee
The Nominating Committee consists of the Immediate Past President of the Society, who chairs the Committee, and three other General Members of the Society. All Committee Members are appointed by the President with concurrence of Council. Members of the Committee serve during the term of the President who appoints them. No more than one representative from any institution shall be appointed to this Committee. The Committee has the following duties:
To provide Society Members with a list of open positions as they occur, an invitation to submit nominations and a deadline for response.
After the deadline has passed, to compile a list of candidates containing at least two nominees for each position. All nominees by petition shall be entered on this list.
To ascertain the willingness of each candidate to serve in the position under consideration.
To supply the Society Office, at least 120 days prior to an election, with a list of candidates for each position, a statement from each candidate including the willingness to serve, a brief biography and a statement of how the candidate proposes to further the goals of the Society. Candidates shall represent as broadly as possible all aspects of cytometry. Nominations by petition from the Membership require the signatures of a number of General Members of the Society equal to 5% of the number of votes cast in the preceding election or 30, whichever is smaller.
2. Membership Services Committee
The Membership Services Committee consists of six Voting Members. Each President will appoint three Members to this Committee, with the concurrence of Council, and appoints the Chair. The appointed Members serve two terms each.
The Membership Services Committee supports and furthers the educational activities of the Society. This Committee publicizes the goals and objectives of the Society and encourages appropriate non-Members to join the Society.
3. Finance Committee
The Finance Committee consists of the Treasurer of the Society, who chairs the Committee, and four General Members of the Society. Each President appoints two Members to this Committee with concurrence of Council. The appointed Members serve two terms each. The Finance Committee receives proposed budgets for all Committees and for all activities of the Society. The Committee prepares the yearly operating budget, which is then submitted to Council for approval. The Committee is responsible for monitoring the financial operations of the Society throughout the year and obtaining an annual audit/review audit.
4. Scientific Communications Committee
The Scientific Communications Committee consists of the Chair and four voting Members of the Society. The Chair and the Committee Members are appointed by the President with concurrence of Council. The Chair serves for a single term; other Committee Members serve two terms each with two Members taking office at the beginning of each term. The Editors of Cytometry and other major publications of the Society serve as Advisors to this Committee.
The Scientific Communications Committee provides advice to Council regarding publications of the Society.
5. Education Committee
The Education Committee consists of the Chair and four voting Members of the Society. The Chair and the Committee Members are appointed by the President with concurrence of Council. The Chair serves for a single term; other Committee Members serve two terms each.
The Education Committee will be charged with developing plans to assess and address education needs for ISAC members and non-members through workshops, seminars, and long distance learning initiatives.
ARTICLE VIII (ELECTIONS)
Officers and Councilors are elected by mail ballot. The ballot is provided by the Nominating Committee and mailed by the Society Office to the Membership at least 90 days before the next Business Meeting. The candidate(s) for each office who receive(s) the largest number of votes is/are elected.
When specified by Council, special elections shall take place and shall follow the same procedure.
ARTICLE IX (REMOVAL OF MEMBERS)
A two-thirds majority of the Council may institute proceedings to dismiss a Member of the Society if the Member is found guilty of conduct tending to injure the good name of the Society, disturb its well being, or hamper it in its work. Any Officer or Councilor may be removed from office for neglect of duty in office. Procedures for investigation and trial shall be as defined in Robert's Rules of Order or in a similar procedure defined by the Council.
ARTICLE X (AMENDMENTS)
Amendments to these Bylaws shall be initiated according to the same procedure as amendments to the Constitution, except that a majority vote of Members voting by mail ballot shall suffice for ratification.