EUNOS BYE-LAWS

1. The name of the Society shall be the European Neuro-Ophthalmology Society (EUNOS).
2. The official seat of the Society shall be Zurich, Switzerland, the location of the first meeting.
3. The business year shall be the European calendar year. 4. The official language of the Society shall be English. 5. The business affairs of the Society shall be directed by an elected council and office-bearers.

Article II: Objectives The objectives of the Society are:
a) to promote and extend the knowledge of neuro-ophthalmology; b) to promote co-operation and communication among clinical neuro– ophthalmologists and visual scientists within Europe;
c) to prepare and conduct clinical neuro-ophthalmology scientific meetings and symposia;
d) to provide news sheets and pertinent information to members including symposia presentations and to promote and maintain a website facilitating communication between members;
e) to establish and continually revise good practice and training standards in clinical neuro-ophthalmology;
f) to disburse grants for the purpose of facilitating the aims of the society; g) to organise and promote other related activities deemed to be in the interest of furthering clinical neuro-ophthalmology within Europe, in particular basic scientific and clinical research;
h) to arrange and promote publication of a journal reflecting the activities of the society,
i) to interact with other international neuro-ophthalmological societies and colleagues.

Article III: Charitableness
1. The society promotes exclusively and directly charitable purposes as defined in the chapters concerning ‘tax-deductible purposes’ according to legal taxregulations.
2. The assets of the society can only be used for purposes stated in the bye-laws. 3. No person may benefit by payments, which are outside of the specific purposes of the society.
Article IV: Members
The society has the following categories of membership/fellowship: 1. Regular members: include physicians, surgeons, scientists or other
professional personnel actively engaged in clinical neuro-ophthalmology and related disciplines. They have all the privileges of membership, including the right to vote and to hold office.
2. Trainee members: include residents or their equivalents, fellows, and post– doctoral fellows. Applicants should include, with their application form, confirmation from their supervisor of their status and an indication of its duration. They have all the privileges of membership, excluding the right to vote and hold office.
3. Fellows: include regular members who have attended at least 3 EUNOS meetings and who have in the opinion of the Council achieved distinction in clinical neuro-ophthalmology. Candidates are recommended by the Council at a Members' Biennial General Meeting [ BGM ] and election of fellows requires the vote of a majority of members present.
4. Corporate members: include members of scientific, university or commercial organisations which have a bona fide interest in clinical neuro-ophthalmology and related disciplines. They can obtain advertising rights in publications or on the website of EUNOS for an additional fee.
5. Honorary fellows; include colleagues who, in the opinion of the Council, have acquired particular distinction in neuro-ophthalmology or allied fields, or who have performed particularly meritorious work for the Society. Names of candidates for honorary fellowship are placed by the Council before a Membership Meeting of the Society and are elected by vote of the majority of the members present who are entitled to vote. Honorary fellows do not pay membership fees. They have all the privileges of membership.
6. Emeritus members; include colleagues who have been members of EUNOS for at least five years and wish to retain their membership upon retirement from full-time employment. One of two categories of Emeritus membership may be chosen by the colleague concerned: Category 1 Emeritus Members will pay the same membership fees as Trainee Members and will have all the privileges of membership, except the right to hold office. Category 2
Emeritus Members will pay no membership fees and will receive
only the Newsletter and other mailings, with no other privileges and no right to vote.
The Executive Board may, at its discretion, grant Emeritus category 2 membership to individuals who fulfil the criteria of interest and work in the field, but who are prevented by circumstances beyond their control from paying a membership fee. Such membership shall be reviewed annually.

Article V: Acquisition of Membership 
1. Membership can be acquired in principle only by persons or organisations qualified according to Article IV. Payment of the membership fee is a prerequisite to becoming a member (except for honorary members and emeritus category 2 members). If the membership fee for the current year is not paid, the member is considered as a “dormant” member in the subsequent year and will lose all membership privileges. Membership is reactivated by payment of all outstanding fees.
2. Exemption from and reduction or deferment of payment of membership fees will be decided by the Executive Board.

Article VI: Privileges of Members
All members (if not defined otherwise in Article IV) have the right to vote using the methods adopted by the society. These may include a show of hands or secret ballot at the membership meeting, mail ballot or online ballot.

Article VII: Duties of Members Every member has a duty:
a) to uphold the good name of the society b) to adhere to the bye-laws and other regulations of the society, including the decisions of the society’s Council and Executive Board and the Membership Meeting
c) to pay the membership fees and possible additional payments

Article VIII: Membership Fees and Additional Payments
1. The society will charge membership fees to cover its costs. The amount and method of payment will be determined by voting at the membership meeting after a proposal by the Council.
2. In exceptional situations all members or a subgroup of members may be charged an additional payment. Such a payment and its amount has to be decided by the membership meeting after a proposal by the Council.

Article IX: Resignation of Membership
1. Resignation from membership has to be provided in writing. Withdrawal is possible at the end of each calendar year with notification at least 4 weeks prior to that date. The resigning member is required to ensure the timely arrival of the notification. A resigning member has no rights on any part of the financial assets of the society.
2. Outstanding liabilities to the society are required to be paid immediately prior to the resignation date.

Article X: Exclusion of a Member
1. If important reasons are present, a member can be excluded from the society by decision of the Council.
2. Prior to such a decision, the member concerned has to be given notice of the offence causing concern and sufficient time to provide an explanation.
3. The decision has to be given to the member in writing. Any appeal against the decision must be submitted in writing to the Council within 4 weeks of receipt. Following any appeal, the decision of the Council is final.
4. Specific reasons for exclusion include • severe violation of the bye-laws or other regulations of the society or decisions of the Council or membership meeting.
• damage to the good name and standing of the society.
• dishonourable behaviour.
• non-payment of membership fees in spite of repeated reminders after a period of 1 year.

Article XI: Executive Committees of the Society 
Executive members of the society are:
1. The Council including the Executive Board. 2. The Members represented at the BGM.
Executive committees of the society are:
1. The education committee chaired by the education director and comprised of 3 ordinary members recommended by the Council and approved by the membership at the business meeting. The term shall be 4 years but renewable for one additional term of 2 years. .
2. The research committee chaired by the research director and comprised of 3 ordinary members recommended by the Council and approved by the membership at the business meeting. The term shall be 4 years but renewable for one additional term of 2 years .
3. The internet committee chaired by the webmaster and comprised of 3 ordinary members recommended by the Council and approved by the membership at the business meeting. The term shall be 4 years but renewable for one additional term of 2 years.

Article XII: Council/Executive Board/Office-Bearers
1. The Council consists of the Executive Board, Office-Bearers and Members-atlarge. a) The Executive Board consists of five persons: the President, the VicePresident/President-Elect, the Honorary Secretary, the Honorary Treasurer, and the Webmaster.
b) The full Council consists of the above plus a Director of Education, a Director of Research, and up to 5 members-at-large.
2. The officers and members-at-large of the Council shall be elected as follows: a) Notice of impending elections will be communicated by the Secretary on the website.
b) Members wishing to nominate candidates for Council office/membership should send an e-mail message to the Honorary Secretary with the name of the proposed candidate. The message must include the agreement of the individual concerned to stand for office/membership and to fulfil the duties of office/membership if elected. The proposal must reach the Honorary Secretary at least one calendar month before the Council meeting for the year in which the vacancy occurs.
c) A person holding any office accepting nomination for a vacancy must resign the existing office and immediately inform the Honorary Secretary, the resignation taking effect from the date of the forthcoming vacancy.
d) At the EUNOS Council Biennial Meeting, the Council will consider those names put forward, together with any names proposed by the Executive
Board. The President may designate a nominating committee, which will prepare a slate of names for presentation to the next Membership Business Meeting.
e) At the EUNOS Membership Business Meeting the slate of names for each vacancy will be proposed by the President or by another Executive Board member acting on his/her behalf. Nominations from the floor for candidates other than those proposed are in order, with the proviso that any candidate so nominated must have indicated willingness to serve (in writing if not present).
If, for any vacant position, there are two or more candidates, a ballot will be held at the meeting. Each member may vote for up to two of the nominated candidates.
If, with a slate of more than two candidates, none of them obtains the support of a simple majority of those present, the procedure is repeated with the candidates that have achieved the two highest numbers of votes.
If, with a slate of more than two candidates, only one of them obtains the support of a simple majority of those present, the procedure is repeated with the candidates that have achieved the next two highest numbers of votes.
If, because of a tie, there is no clear decision as to which two candidates shall go forward, there will be a repeat ballot involving only the tied candidates. If the tie persists, the Council will choose between the tied candidates, with the President holding a casting vote in the event of a further tie.
If, for any vacancy, there is only one candidate a simple majority of those present will suffice for election to office.
f ) The successful candidate (s) will be advised by the Secretary at the business meeting.
g) The name(s) of the successful candidate(s) will be announced to the membership at the business meeting.
3. If a vacancy occurs among the office-bearers other than by natural completion of a period of office, the Honorary Secretary may, after consultation with the President, ask the membership for nominations at any time and bring these to the Council and membership business meetings for consideration as described above. Alternatively, upon the proposal of the President, the Council may choose a person from among the membership to fill the vacancy on an interim basis until the next membership business meeting.
4. If a Council member fails to participate in two consecutive regular meetings of the EUNOS Council, the Executive Board may consider the post vacant and carry out elections as described above.
5. The election of the Honorary Secretary will be performed as follows: the President-Elect in consultation with members of the Council shall nominate one or more candidates for the office of Honorary Secretary during the period between election and taking up office, informing the Council at least three months prior to its regular annual meeting. The Council shallappoint an Honorary Secretary from among the candidates nominated by the President-Elect. The decision of the Council shall be ratified by a majority vote of the membership (either in attendance at the next membership business meeting or by e-mail online).
6. The term of office of any office-bearer, except the Honorary Secretary is 4 years, to take effect immediately following election. An individual may not serve more than two terms in the same office, except in the absence of nomination of any other candidate. The term of office of the Secretary shall be linked to that of each newly-elected President. It shall commence one year after the beginning of the presidential term and extend one year beyond the presidential term. In the event that a presidential term is shortened, the term of the Honorary Secretary will be shortened as well, so that the office ends one year after the next newly-elected President takes office.
7. All officers of the Council shall work in an honorary capacity.
8. The Council shall meet at least two yearly at the biennial meeting and through e-mail and telephone conferences in the interim. Decisions of the Council are by simple majority vote. In the case of a tie, the President shall cast the deciding vote.
9. Regular members or honorary members with special qualifications may be asked by the Council to join the Council as advisory members to provide advice for a term of two years. The term may be renewed at the discretion of the Council. Advisory Council members have no Council voting rights.

Article XIII: Duties of the Council/Executive Board/Office-Bearers
1. The Council manages the society according to the purposes of the society, the execution of decisions and directives of the Members' BGM, the administration of the society’s assets, and decisions about regulations, which are binding upon all members. The Council recommends the location of the following biennial meeting and its organiser, chosen from the list of applicants using the EUNOS meeting application form available on the EUNOS website, and seeks the approval of the membership at the preceding Members' BGM.
2. The Executive Board implements the day-to-day processes required to make effective the decisions of the Council and the Membership e.g. maintenance of Membership list and Website, collection of fees etc.
3. The President calls and conducts the meetings of the Council and Executive Board, appoints committees and directs and oversees all activities of the society in consultation with the Council. The President may delegate any duties, if required, to the Vice-President / President-Elect. In the absence of the President, the Vice-President will conduct the meetings of the Council, Executive Board, and Membership, either by designation from the President or by vote of the Executive Board members.
4. The Vice-President/President-Elect is required to deputise for the President whenever absent for whatever reason. He/she is required to develop good relations with other International and National Neuro-Ophthalmological Societies and to promote the international standing and good name of the society.
5. The Honorary Secretary keeps and maintains the list of Members and establishes, in collaboration with the President, the agenda for the Council, Executive Board, and Members' BGMs, executes the decisions of these meetings, keeps the minutes of the Council, Executive Board, and Membership meetings and conducts all correspondence with the Membership6. The Honorary Treasurer collects the membership fees and makes the necessary disbursements at the direction of the Council or Executive Board. He/she submits an annual statement of accounts for the expired business year as well as a financial plan for the upcoming year. These have to be approved by the Council and presented to and approved by the Members' BGM. The Treasurer is required to submit all accounts to the society’s auditors for inspection and approval and to register the society with an appropriate governing body so that tax-exempt status is achieved.7. The Webmaster is responsible for the maintenance and governance of the society’s website. He/she is required to chair the society’s internet committee, to seek sponsorship funding, and to utilise the website to promote the society’s activities and communication between members. An annual report must be provided to the Council and a biennial report to the Members' BGM for acceptance. The Webmaster is assisted by a professional website manager, paid from the society's funds. The appointment and remuneration of the website manager is at the discretion of the Webmaster, but requires the approval of the Council. .
8. The Director of Education is responsible for the EUNOS Teaching Courses at the biennial meeting and for the establishment and implementation of EUNOS-approved courses, such as at meetings of the European Ophthalmological Society. He/she is required to chair the society’s educational committee and to identify and maintain a state-of-the-art educational curriculum for the benefit of both EUNOS trainers and trainees, which must be approved by the Council and the Membership in plenary session. An annual report must be provided to the Council and a biennial report to the Membership for acceptance.
9. The Director of Research is responsible for the establishment and implementation of EUNOS–approved research projects. He/she is required to chair the society’s research committee, to promote collaborative research within the society, and to submit all research projects to the Council for approval. An annual report must be provided to the Council and a biennial report to the Membership for acceptance.
10. Members-at-Large are required to represent the views of the membership from different European constituencies and to promote membership of the society within their constituency. Their positions are intended to encourage participation in the society’s leadership and to develop skills pertinent to potential office-bearer roles. 
11. The society will be represented judicially and extra-judicially by the Council and Executive Board. Within the society it is agreed that the Council and Executive Board legally manage and represent the society.

Article XIV: Calling of the Members' BGM
1. The President, or in the event of his/her inability, the Vice-President, is required to call a business meeting of the members during the biennial scientific meeting of the Society.
2. Notice must be provided in writing at least three weeks prior to the meeting including the agenda.
3. Proposals for the agenda should be delivered to the President or Honorary Secretary at least six weeks prior to the meeting in writing.
The society will be represented judicially and extra-judicially by the Council and Executive Board. Within the society it is agreed that the Council and Executive Board legally manage and represent the society.

Article XIV: Calling of the Members' BGM
1. The President, or in the event of his/her inability, the Vice-President, is required to call a business meeting of the members during the biennial scientific meeting of the Society.
2. Notice must be provided in writing at least three weeks prior to the meeting including the agenda.
3. Proposals for the agenda should be delivered to the President or Honorary Secretary at least six weeks prior to the meeting in writing.
4. The Council may call an extraordinary meeting of members according to the aforementioned conditions. In addition, an extraordinary meeting of members may be demanded by a minimum of one third of the members, who must give due notice in writing, stating the cause and purpose of the meeting. The extraordinary meeting of members has the same rights as the regular business meeting.

Article XV: Tasks of the Members' BGM
1. The membership meeting has the following tasks: a. Consideration and approval of the reports of the Council and its OfficeBearers.
b. Election of the Council and its Office-Bearers. c. Approval of the Auditors’ report. d. Setting of the membership fee and possible additional payments. e. Changes to bye-laws. f. Any other competent business.
2. All decisions and elections during the Members' BGM are based on a simple majority of votes of those present, except if regulated otherwise in the byelaws.
3. The transfer of a vote to another member is not permitted. 4. All proceedings have to be recorded by the Honorary Secretary in a written minute of the meeting, which is required to be approved by the Council and the subsequent Members' BGM. The minute must be circulated to the Council within 4 weeks of the Members' BGM and signed by the Honorary Secretary.

Article XVI: Auditors
The membership meeting is required to elect two Auditors of the society’s accounts. The chosen auditors must provide an annual report to the Council and a biennial report to the membership on the society’s financial regulation.

Article XVII: Change of the Bye-Laws
A change of the bye-laws needs the agreement of at least 2/3 of the members with the right to vote present at a Members' BGM. Proposals for change have to be presented to the Honorary Secretary at least 3 months prior to the membership meeting and have to be sent to all voting members at least 1 month prior to the Members' BGM.

Article XVIII: Dissolution of the Society
1. Any proposal to dissolve the society has to be given in writing to the President at least 6 months prior to the proposed date of dissolution. The President has to send this proposal to all members with a right to vote immediately with an explanatory letter.
2. Dissolution of the society will be decided by a meeting of the members with a majority of at least 2/3 of all members of the society with the right to vote. Members who are unable to attend the membership meeting have the possibility to send their vote in writing or online.
3. The assets of the society shall be given to a worldwide, tax-exempt scientific society, which will be named by majority decision of the Council.
4. In case of dissolution of the society the active members of the Council are the liquidators.

Article XIX: Enactment
These bye-laws were approved at the Members' BGM in Barcelona (Spain), on 20th June, 2011. They come into effect immediately.