SAN FRANCISCO SURGICAL SOCIETY CONSTITUTION

and

BY-LAWS

Amended November 2020

ARTICLE I.  NAME        The name of the Society shall be “The San Francisco Surgical Society.”

ARTICLE II.  MISSIONS   The missions of the Society are the cultivation and improvement of the Science and Art of Surgery, the exchange of ideas, and the collaborative discourse amongst the Fellows.  The Society recognizes that these missions are best achieved when our membership reflects the cultural, ethnic, and gender identities of the diverse population in the San Francisco Bay Area. 

Amended November 2020

ARTICLE III.  MEMBERSHIP       

l.      The ACTIVE FELLOWS shall be limited to one hundred and twenty-five (125) by the year 2004.  The date of admission of Active Fellows to the San Francisco Surgical Society shall be September l of the year in which they are proposed, and at this time, they must be practicing as an independent surgeon in good standing working in the San Francisco Bay Area. 

Amended November 2020.       

2.     SENIOR FELLOWS shall be all Past-Presidents, and those who have reached the age of 65, or those who have been Active Fellows for 15 years and signify a desire to be placed upon the Senior list.  Senior Fellows shall retain all rights and privileges and full membership in the Society, with the exception that they shall not hold office and they shall be relieved from attendance requirements. Amended 2010.       

3.     HONORARY FELLOWS shall be those who have made outstanding contributions to surgery.  Candidates for Honorary Fellowship shall be proposed to the membership by the Council at a stated meeting and shall be confirmed by a two-thirds vote of the members present at the Annual Meeting.       

4.     ASSOCIATE MILITARY FELLOWS:  Regular officers of the Armed Forces who devote their efforts to General Surgery may be proposed by the Council and shall be confirmed by a two-thirds vote of the members present at the Annual Meeting.      

Associate Military Fellows shall pay the same dues and enjoy the privileges of Active Fellows with the exception that they shall not hold office, shall not vote, and they shall be relieved from attendance requirements.      

After transfer to an area away from the zone prescribed for active membership or upon termination of active service, Associate Military Fellowship shall end.      

Because of the usual short tour of duty in this area, officers eligible for membership may come, at the invitation of the Council, and be extended the courtesy of attending meetings of the Society and participating in the scientific discussions.  They shall meet the expense of the dinner meetings attended.       

5.     RETIRED FELLOWS shall be those who have retired from the practice of surgery.  They will have reduced regular dues and retain all rights and privileges of full membership in the Society with the exception that they shall not hold office.  Amended 2001       

6.     INACTIVE FELLOWS shall be those who were previously Active Fellows but who have moved beyond the 50 mile limit or are incapacitated.  They are exempt from regular dues and attendance requirements.  They may attend any meeting and shall meet the expense of such meeting.       

7.     ELECTION TO MEMBERSHIP Proposals for membership shall be filed with the Secretary and shall be signed by at least two members who shall certify as to the qualifications of the Candidate.  The Secretary shall transmit the proposals to the Council at its next regular meeting.  The Council shall consider the proposal and if the Candidate shall receive a favorable majority vote of the Council, the Council shall refer the candidacy to the Membership for election.  A two-thirds favorable vote of the members present shall be required for election to membership.  Voting shall be by secret ballot at the Annual Meeting.  Thereafter, the Candidate shall become a member by the payment of regular fees and dues set by the Society.       

8.     MEMBERSHIP shall continue until termination by death, resignation, suspension, or expulsion.      

A member in good standing may resign at any time by submitting his resignation in writing to the Council.      

Any member whose dues are delinquent for a period of six months shall be suspended automatically and may be reinstated by an affirmative vote of the Council upon payment of all dues.      

Any member may be reprimanded, suspended, or expelled for cause after recommendation by the Council and a two-thirds vote of the members present.      

Absence from two dinner meetings during the year without adequate excuse may be equivalent to resignation from Active Membership.  Amended 1981.

ARTICLE IV. 

OFFICERS        The officers shall be the President, the Vice-President, and the Secretary-Treasurer, and they shall hold office for one year, with the exception of the Secretary-Treasurer who shall hold office for three years. (Amended 2010)   There shall also be an Executive Council which shall consist of the Officers and four members who shall be elected for a term of four years, except during the first year, when one Councilor shall be elected for a term of one year, one for two years, one for three years, and one for four years.      

All officers shall be nominated and elected by the membership at the Annual Meeting in May and shall immediately take office.      

In the event of a vacancy occurring among the officers during the year, it shall be filled by the Council, with the exception of the President, who shall be succeeded by the Vice-President.

ARTICLE V.  AMENDMENT        Any member may introduce an amendment to the Constitution in writing at any regular meeting or special meeting.  The amendment shall be read to the Society by the President, but may not be acted upon at that meeting.  At the next regular meeting, the proposed amendment shall be voted upon, provided a quorum be present, and a two-thirds affirmative vote of the members present shall be necessary for its adoption.
       

l.    MEETINGS:  There shall be five meetings per year.      

The Annual Meeting shall be held in May at which time officers and new members shall be elected, and accounts audited by an auditing committee of two members to be appointed by the President.      

A special meeting may be called at any time by the President, and it shall be their duty to do so upon the request, in writing, of any 10 Fellows.      

The date of any stated meeting may be changed at the discretion of the Council by giving notice at least two weeks before the meeting.  Amended 1979.       

2.     QUORUM:  For the transaction of ordinary business any number of Fellows shall, at any meeting, constitute a quorum.  For elections, for changes in the Constitution and By-Laws, for ordering assessments, or for any other business affecting the interests of the Society or of its individual Fellows, 30 Fellows shall be required to be present.       

3.     DUTIES OF OFFICERS:PRESIDENT: The President shall preside at the meetings of the Society, preserve order, regulate debates, appoint committees not otherwise provided for, announce the results of elections, sign certificates of membership, and perform all other duties pertaining to the President’s office.Amended 2010.        

VICE-PRESIDENT:. The Vice-President shall assist the President in the discharge of the President’s functions and in the President’s absence Amended 2010.        

SECRETARY-TREASURER:  The Secretary-Treasurer shall keep a record of the Minutes of the Meetings of the Society, notify the Fellows of the meetings, announce on the notices the business to be transacted and, with the notice of the March meeting, submit to the Society the names and qualifications of the candidates for Fellowship under consideration by the Council.      

The Secretary-Treasurer shall serve as Secretary and keep the Minutes of the Executive Council. Amended 2010.      

The Secretary-Treasurer shall notify the Officers and Fellows of their election, and acquaint newly elected members with the requirements of the By-Laws. Amended 2010.      

The Secretary-Treasurer shall receive all monies and funds belonging to the Society, and The Secretary-Treasurer shall pay all bills when properly ordered, collect all dues and assessments as promptly as possible, and present an annual account for audit. Amended 2010.       

4.     EXECUTIVE COUNCIL:       

The Executive Council shall report on all nominations for Fellowship, it shall act as a Board of Censors, and shall consider any business referred to it by the Society.      

It shall hold meetings for the transaction of routine business upon notice from the Secretary, on the call of the President, or on the call of any two of its own number.      

The President of the Society shall be the Chairman, and the Secretary of the Society shall be the Secretary of the Executive Council.      

A majority of the members of the Council shall constitute a quorum.      

The Executive Council shall have the authority to conduct financial business of the Society, including the expenditures of the Society’s funds.  The Executive Council shall determine the validity of excuses offered by the members for absences from meetings.
       

5.     COMMITTEES:STANDING COMMITTEES:  The Standing Committees shall be the Program Committee and the Nominating Committee.      

The Program Committee shall consist of a Chairman and two members appointed by the President.  Its duties shall be to arrange the scientific program of the meetings of the Society.      

The Nominating Committee shall consist of the two Past Presidents and the outgoing Councilor as permanent members.  The Chairman will be appointed by the President.  Its duties shall be to present nominations for Officers and Councilors to the Executive Council and the Membership.      

Special Committees may be appointed by the President and the functions and duties of such committees shall be designated by the Society, the Executive Council, or the President.       

6.     INITIATION FEE:  The initiation fee shall be two hundred and fifty dollars ($250.00) and may be changed at the discretion of the Council.  Amended 1982.       

7.     ANNUAL DUES:       The dues shall be set annually by the Council, to include the cost of the dinner meetings.  At the discretion of the Council, the dues of an individual member may be reduced or remitted.  Amended 1982.      

8.     INVITED GUESTS:       Any Fellow may invite a guest with notification to the Secretary twenty-four (24) hours prior to the meeting.  The expense of the guest’s dinner shall be charged to the host.  The guest shall be introduced to the Society and their name entered upon the Minutes.  The President may invite guests to participate in the discussion.      

Guests shall withdraw from the meeting when matters relating to the private calendar are under discussion.       

9.     AMENDMENT:  Any member may introduce an amendment to the By-Laws in writing at any regular meeting or special meeting.  The amendment shall be read to the Society by the President, but may not be acted upon at that meeting.  At the next regular dinner meeting, the proposed amendment shall be voted upon, provided a quorum be present, and a two-thirds affirmative vote of the members present shall be necessary for its adoption.        

10.   ORDER OF BUSINESS:  Where otherwise not specified the procedure of the Society shall conform to Roberts’ Rules of Order.    

 1.    Presentation of cases, specimens, and instruments may be made by the members, provided that in the presentation of cases, the patient or the complete case record including x-rays must be present.  This requirement may be waived at the discretion of the President.    

2.     Presentation of scientific papers:  Discussion.         

3. Annual Meeting:          

a.  Old business.        

b.  Committee reports.                       

c.  Election of Officers.        

d.  Election of Fellows.