1.1.1.      The international scientific society hereby constituted shall be known as EUROPEAN AIRWAY MANAGEMENT SOCIETY (EAMS).

1.1.2.      The registered head office of this Society is located at Wolfsgarten 11, D 37120 Bovenden, Germany.

1.1.3.      The head office can be relocated within Europe upon the decision of the board of Directors.

It shall be the aims of this Society:

a.       to promote exchange of information between European health-care workers who are involved in airway management,

b.      to disseminate information in regard to airway management,

c.       to raise the standards of airway management by fostering and encouraging education, research, scientific progress and exchange of information,

d.      to promote and protect the interest of its members,

e.       to promote improvements in safety and quality of airway management of patients by facilitating and harmonising the activities of national and international societies of airway management in Europe.

All members of this Society shall continuously meet the requirements of their particular category of membership and such other requirements as set forth by the By Laws. It is the responsibility of members to keep the secretariat informed of changes of contact details, speciality or grade.

Categories of Membership

3.1.1.      Active Member

3.1.1.1.1.                  Doctors of Medicine who have completed an accredited specialist training programme, who are certified in that speciality, who are licensed to practice medicine, and who reside in a European country.

3.1.1.1.2.                  Application

Each applicant shall file an application with the Secretary of this Society. The application shall list the speciality, institution and grade of the applicant.

3.1.1.1.3.                  Approval of application

Following receipt of the application and verification of requirements the application is approved.

3.1.2.      Affiliate Member

3.1.2.1.1.                  A health-care worker who is involved in airway management but is not a physician.

3.1.2.1.2.                  A scientist who, while not engaged in clinical airway management, is nevertheless interested in airway management.

3.1.2.1.3.                  A certified physician, or a scientist, or a non physician who resides outside a European country.

3.1.2.1.4.                  Application

Each applicant shall file with the Secretary of this Society an application.

3.1.2.1.5.                  Approval of application

Following receipt of the application and verification of requirements, the application is approved.

3.1.3.      Trainee Member

3.1.3.1.1.                  A trainee member shall be a physician who is involved in airway management and is in full time training in a hospital department whose training programme is accredited by national governmental bodies Application

Each applicant shall file with the Secretary of this Society an application endorsed by the director of the training programme. Approval of application

Following receipt of the application and verification of requirements, the application is approved.

3.1.4.      Retired Member

3.1.4.1.1.                  An individual who would have qualified as an Active and/or Affiliate member, and has retired from practice, and has reached the age of 61 years.

3.1.4.1.2.                  Active and Affiliate members of this Society who are disabled and therefore unable to engage in the practice of their profession for one year or more, shall at their request be placed in this membership category. When they resume active practice, they must so notify the Secretariat of this Society and shall thereupon be reinstated as Active members.

3.1.4.1.3.                  Application

The application shall be filed with the Secretary of this Society.

3.1.4.1.4.                  Approval of application

Following receipt of the application and verification of requirements the application is approved.

3.1.5.      Honorary Member

3.1.5.1.1.                  A physician or scientist who has attained outstanding eminence in airway management.

3.1.5.1.2.                  A physician or scientist who has served this Society with distinction.

3.1.5.1.3.                  Nomination

Any Active or Affiliate member may propose in writing a candidate for Honorary membership to the Secretary of this Society.

3.1.5.1.4.                  The Secretary of this Society shall present the proposal to the Board of Directors for consideration.

Only Active and Honorary members shall have the right of voting and of holding office in this Society, unless stated otherwise in these By Laws.

3.2.1.1.1.      Active, Affiliate, Retired and Trainee members shall pay annual fees in the amounts determined by the Board of Directors, subject to approval by the Council. Annual fees for these categories of membership may be varied for members from countries with economic or social difficulties, as determined by the Board of Directors, subject to approval by the Council.

3.2.1.1.2.      There shall be no annual fees required of Honorary members.

3.2.1.1.3.      Annual fees are payable on January 1 of each year. Membership benefits, including voting rights, become effective as of the date of receipt of payment of the annual membership fee for that year.

Membership shall cease upon:

a)      death

b)      written notice by the member, in which case membership shall cease at the end of the year for which membership fees have been paid.

c)      non payment of annual membership fee

4.1.Council composition

The Council consists of the Board of Directors and the elected national representatives of members in individual European countries. Other individuals may be co-opted to the Council as determined by the Council.

4.2.National representative to the Council

4.2.1.      Duty

The national representative to the Council shall be responsible for contacts and regular transfer of information between this Society and its members and the National Airway Management and other relevant medical Societies in the respective countries.

4.2.2.      Eligibility for election

Only Active and Honorary members can stand for election. Normally, members of the Board of Directors will not stand for election.

Any European country with at least 10 Active members shall be entitled to elect a representative to Council. The national representatives shall be elected within each eligible European country by the Active and Honorary members of this Society within that country.

4.2.3.      Election procedure

Elections for Council representatives shall be held every two years. The Secretary of this Society shall send in the autumn of every second year a letter to each Active member inviting candidature as national representative to the Council. The Secretary of this Society shall send to each Active member in each eligible country the list of candidates nominated for representative to the Council from that country. Election of the national representative to the Council shall be by postal ballot and the results ratified at the following meeting of the General Assembly.

4.2.4.      Term of Office

The term of office shall be two years. Term of office starts on January 1 and lasts until December 31 of the following year. The maximum consecutive duration of office on the Council shall be 4 years.

4.3.Powers of Council

The Council shall:

a.       Elect the Board of Directors.

b.      Propose to the General Assembly any amendment to the By Laws.

4.4.Council meeting

Council shall normally meet at least once a year. The meeting will be chaired by the President of this Society or his appointed deputy. Decisions shall be made by majority vote. In case of equal vote, the vote of the President or his appointed deputy shall prevail. A quorum of at least one half of the members of the Council is required to hold a valid Council meeting. At the meetings, the Board of Directors shall give a report of their activities during the past year. The Treasurer shall render an account of the financial management of the Society. The financial year shall correspond to the calendar year.

5.1.Composition (as defined in section 5.4 “Term of Office”)

The Board of Directors consists of:

a.       President

b.      Immediate Past-President or President-Elect

c.       Secretary

d.      Assistant Secretary and/or Immediate Past-Secretary

e.       Treasurer

f.        Assistant Treasurer and/or Immediate Past-Treasurer

5.2. Duties

The Board of Directors shall direct and conduct the general activities of this Society. The Board of Directors shall carry out all tasks not allocated to the Council or the General Assembly, directly or by delegation.

5.2.1.      President

a.       The President shall administer the affairs of this Society according to the policies set by the Board of Directors, the Council, and the General Assembly, as defined in the By-Laws of this Society.  He shall provide leadership to the Society, promote the Society and work to further develop the Society.

b.      The President shall be,

Chair of the Board of Directors

Chair of the Council

Chair of the General Assembly

Ex-Officio member of all committees

c.       The President may delegate to other members of the Board of Directors the responsibility of representing the President and this Society at meetings of national and regional societies, other medical organisations, other specialty societies, and allied health organisations and societies. The President may also delegate qualified individuals to speak on behalf of the President before various governmental bodies, agencies, and any other group so designated by the President.

5.2.2.      President-Elect

a.       The President-Elect shall witness the administration of the affairs of this Society in anticipation of the term of office as President.

b.      The President-Elect shall serve in such other positions as provided in these By-Laws and as directed by the President.

5.2.3.      Immediate Past-President

The Immediate Past-President shall be available for advice to the Board of Directors.

5.2.4.      Secretary

The Secretary shall maintain and preserve the records of this Society, and direct the Administrative Secretariat of this Society.

5.2.5.      Assistant Secretary and/or Immediate Past-Secretary

The Assistant Secretary and/or Immediate Past-Secretary shall assist the Secretary.

5.2.6.      Treasurer

The Treasurer shall be responsible for the security of the assets of this Society, as directed by the Board of Directors. Withdrawals from the Society Bank Account shall require the signatures of two Officers.

5.2.7.      Assistant Treasurer and/or Immediate Past-Treasurer

The Assistant Treasurer and/or Immediate Past-Treasurer shall assist the Treasurer.

5.3.Election

Members of the Board of Directors shall be elected by the Council as follows:

a. Up to two members of the Board of Directors may be elected by the Council from Active members of this Society outside the Council.

b. There shall be no more than two members of the Board of Directors residing in the same country or having the same nationality. The President and the President-Elect shall come from different countries and be of different nationality.

c. Each candidate for office shall have been an Active member in good standing of this Society for a period of three years – once the Society has been established for three years.

d. Election of each Board member shall be by secret ballot.

e. Election to office shall require an absolute majority of votes cast. If there are more than two nominations for an office and no candidate receives an absolute majority on a ballot, the candidate receiving the fewest votes shall be eliminated, and another ballot shall be taken. This process shall be repeated until a candidate receives a majority.

f. The President-Elect shall be elected at a Council Meeting of this Society at least one year before the end of term of office of the President.

5.4.Term of Office

5.4.1.      The President shall be limited to a three-year term of office.

5.4.2.      The President-Elect shall be limited to a one-year term of office. The President-Elect assumes office one year before the end of term of office of the President.

5.4.3.      The Immediate Past-President shall be limited to a one-year term of office.

5.4.4.      Secretary, Assistant Secretary, Treasurer and Assistant Treasurer shall be elected for a term of two years. They may be re-elected for a further term of two years.

5.4.5.      The Immediate Past-Secretary and Past-Treasurer shall each be limited to a one-year term of office.

5.4.6.      No individual may serve on the Board of Directors for more than seven years in total, except to allow a President, President-Elect and Immediate Past-President to serve their term of office. The term of office of elected members of the Board begins and ends at the respective Annual General Assembly.

5.5.Voting

The Board of Directors shall make decisions by majority vote. In case of equal vote, the vote of the President shall prevail.

5.6.Meetings

The Board of Directors shall meet at least once a year. A quorum of at least one half of the members of the Board or a minimum of four members of the Board of Directors is required to hold a valid Board meeting.

5.6.1.      Annual Meeting

The Board shall hold its Annual Meeting at least 30 days prior to the Annual Meeting of this Society.

5.6.2.      Additional Meetings

The President shall, upon petition of four members of the Board, call additional meetings of the Board of Directors.

5.6.3.      Upon request by the Board of Directors, Chairmen of Committees, or other individuals as deemed appropriate, shall attend meetings of the Board of Directors, but shall have no voting rights.

6.1.The Society shall hold a General Assembly at least every two years at a place and time previously set by the Board of Directors, whenever possible in conjunction with an Annual Meeting organised by this Society, and at a place normally being determined at least one year in advance. Active, Affiliate, Honorary, Retired and Trainee members may attend, but only Active and Honorary members may vote. Each member may not carry more than two proxies.

At the General Assembly, the Board of Directors shall report on its activities and those of the Council. The Treasurer shall render an account of the finances of this Society for approval by the General Assembly. In the event that in a given year a General Assembly is not held, the Council shall provisionally approve the Treasurer’s report in that year. In such an event, the report will be submitted to the General Assembly for approval the following year.

6.2.The General Assembly shall be empowered to approve the report of the Treasurer, to modify the By-laws, to decide on the dissolution of this Society, and to put forward any proposal to the Board of Directors and the Council. The Treasurer shall be relieved of personal responsibility through approval of the financial report.

6.3.Extraordinary Meeting

An extraordinary General Assembly shall be held at such a time as the Board of Directors may decide, or when requested in writing by at least one fifth of the Active and Honorary members. In the latter case, the Board of Directors shall be obliged to call such a meeting within four months. If the Board of Directors does not do so within this period, the applicants are authorised to call this meeting themselves.

6.4.Passing of Resolutions

At Annual and Extraordinary General Assemblies, resolutions shall require adoption of an affirmative vote of the majority of the Active and Honorary members present, unless stated otherwise in these By Laws. A quorum of at least 50 members of the General Assembly is required to hold a valid General Assembly meeting. Passing and ratification of resolutions requires an affirmative vote of the majority present.

6.5.Amendments to the By Laws

6.5.1.      Amendments to the By-Laws may be proposed by the Council. Any other amendments to the By-Laws must be proposed in writing to the Secretary of this Society by at least 50 Active or Honorary members not less than three months before the General Assembly. Any amendment to the By-Laws shall require for its adoption an affirmative vote of at least three-quarters of those present and voting.

6.6.Invitation and Agenda

The invitation to the General Assembly shall be sent to the members at least one month before the date of the Assembly.

Items which do not appear on the agenda contained in the invitation, may be discussed but not decided upon at the General Assembly.

This Society shall publish a NEWSLETTER, in which all important decisions and events of the Society shall be announced.

8.      JOURNAL OF THE SOCIETY

This Society may be affiliated to a scientific journal. Subscription to such a journal may be included in the annual membership fee. Affiliation to a scientific journal will be decided by the Board of Directors, subject to approval by the Council. Members may submitt scientific papers to the European Journal of Anaesthesiology, until such a decision has been taken.

9.      SCIENTIFIC MEETINGS OF THE SOCIETY

This Society shall hold scientific meetings at regular intervals.

10.  ADMINISTRATIVE SECRETARIAT

The Society shall have a permanent Administrative Secretariat, which shall be directed by the Secretary of this Society.

11.1. Purposes

To accomplish the objectives of this Society, certain activities may be effected more expeditiously by delegating such activity to a committee consisting primarily of members of this Society.

11.2. Appointment

The Board of Directors shall appoint Chairpersons and members of committees as deemed necessary. Appointment shall be based on expertise. Chairpersons must be Active members of this Society.

11.3. Structure

All committees shall report to the Board of Directors through the Chair of the committee. The Chair of each committee shall direct and co-ordinate the activities of the committee.

11.4. Term of Office

11.4.1.  Committee Chairs

All appointments to committee chairs shall be for one year unless otherwise specified in these By-Laws. A Chair may be appointed for any number of successive one-year terms.

11.4.2.  Committee members

Committee members shall serve for a maximum of three years, unless otherwise specified in these By-Laws, save that the President may replace a Committee member prior to the expiry of his term for any cause deemed sufficient by him, which cause shall be specified in writing. Re-appointments for a maximum of two years are possible. After a lapse of one year or more in membership on a committee, a member is again eligible for appointment to that committee, irrespective of the number of years of previous committee membership.

12.      DISSOLUTION OF THE SOCIETY

Proposals for the dissolution of the Society may come only from the Board of Directors or from at least one third of the Active members. The Board of Directors shall give at least three months’ notice of the date of the General Assembly called to decide on this proposal. To be effective, decisions shall be carried by a majority of at least two-thirds of the votes cast. However, should less than two thirds of the Active members of this Society be present at the General Assembly, a new General Assembly shall be convened under the conditions laid down above and shall take a final and valid decision on the proposal in question regardless of the number of Active members present or represented. In case of the dissolution, the property of the society shall be give to a european charitable association upon a decision of the board of directors.

13.      MISCELLANEOUS PROVISIONS

13.1.Legal actions

In litigation and engaging the Society in contractual obligations, this Society shall be represented by the President and the Secretary, or their appointed deputy. In those legal actions involving not more than Euro 1,000.-- (or its equivalent), the Treasurer or his appointed deputy are authorised to represent the Society.

13.3.Seal

This Society shall have an official Seal, which shall contain the words “EAMS – European Airway Management Society”. The Seal shall be kept in the custody of the Secretary of this Society.

13.4.Meeting minutes

Proceedings of meetings held by the Board of Directors, Council and General Assembly will be issued by the Secretary of the Society and maintained on file at the Society’s Secretariat.