STATUTE OF THE ASSOCIATION OF SURGEONS OF MALTA

 

 

1. OBJECTIVES

 

The objectives of the ASM shall be:


1.1. To promote high standards of surgical practice in Malta.

1.2. To promote a high standard of professional ethics both in the practice of surgery itself as well as in the personal relationship between practicing surgeons.

1.3. To promote and safeguard the professional interests of qualified surgeons in Malta.

1.4. To encourage the provision of a high standard of teaching and training at all levels of personnel who may in any way become engaged in the practice of Surgery in Malta.

1.5. To encourage and support publications and research related to the practice of Surgery.

1.6. To establish a Register of Members. Associate members and other related categories and to publish such a Register form time to time.

1.7. To advise the relevant public authorities regarding the eligibility of prospective candidates to be included in a Public Register of Specialists in Surgery.

1.8. To guide public opinion in Malta in matters relating to the practice of Surgery.

1.9. To pursue such other matters as are deemed to be consonant with the aims of the Association.

 

 

2.         MEMBERSHIP

 

2.1. Members of the ASM shall:


a) be fully qualified medical practitioners registered with the Medical Council of Malta and

b) practise Surgery according to the codes of practice of the Association and

c) have paid the appropriate application, registration and membership fees.

 

2.2. The Association will have provisions for:


a) Full Members

b) Associate Members

c) Senior Members

d) Honorary Members

 

2.3. A Full Member:


a) shall be in possession of a recognized higher qualification in Surgery and

b) shall be in accordance with provisions 2.1a, 2.1b, 2.1c of this statute and

c)   shall be ordinarily resident and practising as a Surgeon in Malta and

d) shall be accepted as a Member of the Association after application to the Council of the Association and after the Council is satisfied that the applicant fulfils the requirements for admission to membership as set out in this statute and

e)   shall be entitled to receive all general notices sent out by the Association to its Members, to attend, speak and vote at Association meetings and generally to participate in the activities of the Association and be eligible for election to the Council.

 

2.4. An Associate Member


a) shall be in accordance with provisions 2.1a, 2.1b, 2.1c of this statute and

b) shall be (i) actively involved in the practice of Surgery although not necessarily holding a recognized higher surgical qualification of (ii) a qualified surgeon as defined in 2.3(a) but not ordinarily resident and pracitising Surgery in Malta or (iii) any other surgeon who is deemed by the Council of the Association to be eligible for Associate Membership and

c) shall be elected to the Association after application to the Council of the Association and after the Council is satisfied that the applicants fulfils the requirements for admission to membership as set out in this statute and

d) shall be entitled to receive all general notices sent out by the Association to is Members and speak at General Meetings of the Association, and generally to participate in the activities of the Association but he shall not rank as full member of the Association and shall not be entitled to vote at General Meetings of the Association nor be eligible for election to the Council.

 

2.5. A Senior Member:


a) A Full Member who has reached the age of sixty-five shall be eligible to become a Senior Member. Council is empowered to elect Associate Members on retirement to Senior Membership on an ad hoc basis.

b) Senior Members shall pay no annual subscription but will pay the appropriate initial registration fee if they join the Association at age sixty five or later.

c) Senior Members shall otherwise enjoy the same status as a Full Member.

 

2.6. An Honorary Member:


a) shall be a person who has made a distinguished contribution to Surgery or who achieved outstanding prominence in a field of medicine related to Surgery and is nominated by the Council of the Association for election to membership.

b) shall pay no registration fee or annual subscription.

c) shall not be entitled to vote at General Meetings of the Association nor be eligible for election to the Council.

 

2.7. Application for Membership of the Association shall be in such form and shall contain such information as the Council may from time to time require.

 

2.8. The Council shall have absolute discretion in accepting or rejecting any application for admission as a member and shall not be bound to assign reason for its decision but shall not discriminate in any way between applicants by reason of sex, race, colour or creed.

 

2.9. Any Member of the Association who wishes to resign or otherwise terminate his Membership of the Association must do so by informing the Council in writing. Members who resign will relinquish all rights as Members of the Association as provided by the statute.

 

 

4. FEES AND SUBSCRIPTIONS.

 

4.1. Full and Associate Members will be required to pay an annual subscription as determined by the Council.


a) Subscriptions shall be payable in advance on the first day of January of each year.

b) A full year payment will be made for the first year of Membership (Full or Associate) irrespective of the month of admission, election or acceptance.

c) Failure to be fully paid up in accordance with the provisions of this statute jeopardizes the rights of Members under this statute and may lead to erasure from the ASM as decided by the Council.

 

4.2. Full and Associate Members and newly admitted Senior Members may be required to pay a registration fee on admission, election or acceptance as determined by the Council.

 

 

5. THE COUNCIL

 

5.1. The Council shall consist of seven elected members, such election to be held every two years in accordance with this statute.

 

5.1.1. The OFFICERS of the Council shall consist of:


i) The PRESIDENT who shall chair and preside over all Council and General Meetings of the Association. He shall also be responsible for the general supervision of the affairs of the Association.

ii) The VICE-PRESIDENT who shall take up the duties of the President in his absence of when requested by the President to do so. He may also be assigned other specific duties as determined by the Council.

iii) The HONORARY SECRETARY who shall:

a) be responsible for the general administration of the Association and all correspondence

b) keep accurate minutes of every Council and the General meeting

c) shall notify all members of the Council of the date, time, agenda and venue of the meeting

d) shall be responsible for the due notice to all members of the Association of any General meeting in accordance with the provisions of this statute

e) authenticate any document affecting the constitution of the Association and any resolution passed by the Association or by the Council or any committee of the Council and any other records relating to the affairs of the Council.

iv) The HONORARY TREASURER, who shall:

a) be responsible for all the moneys appertaining to the Association and their administration in accordance with the policies of the ASM.

b) be responsible for the collection and accounting of all funds of the College and shall collect and issue receipts for all payment made and received by the Association.

c) shall be one of two signatories (the other signatory being the President of vice-president) of all cheques, promissory notes, drafts, bills of exchange and other negotiable and transferable instruments.

v) The ASSISTANT SECRETARY who shall:

a) be responsible for the maintenance of the register of the Members of the Association.

b) assist the Honorary Secretary in the general administration of the Association.

vi) The PUBLIC RELATIONS OFFICER who shall be responsible:

a) for communicating with the Public at large:

b) for upholding the image of the Association by clearly expounding the philosophy, vision and mission of the Association to interested parties;

c) for investigating complaints or suggestions made by such parties.

vii) The SECRETARY FOR INTERNATIONAL AFFAIRS who shall be responsible for all international affairs of the ASM.

5.1.2. No person shall be eligible for election to the Council unless he is a full Member of the Association.

5.1.3. The President of the Council may, after the lapse of his two year period in office, be elected for a second but not a third consecutive term of two years. He will remain eligible for election to any other position in Council.

5.1.4. Other Officers of Council may stand up for any number of elections in the same or different capacity.

 

5.2. Proceedings of the Council.

 

5.2.0. Council meetings should be held not less than three times a year.

5.2.1. The newly elected Council shall meet within two weeks of election to elect a President and then six other officers.

5.2.2. Matters at any meeting of Council shall be determined by a majority of votes. In case of a parity of votes the President shall have a second and casting vote.

5.2.3. The President, the Honorary Secretary of the Council or at least three members of Council may at any time summon a Council meeting.

5.2.4. The quorum necessary for Council meetings shall be four one of whom shall be the President or vice-president.

5.2.5. A meeting of the Council I which a quorum is present shall be competent to exercise all powers and discretions for the time being exercisable by the Council in accordance with this statute.

5.2.6. The President shall preside over any meeting of the Council; in his absence, the vice-president shall preside.

5.2.7. Council shall ensure that minutes are entered that minutes are entered in books provided for the purpose:

a) of all appointments of Officers made by the Council;

b) of the names of members of the Council present at each meeting of the Council and of any committee of the Council;

c) of all resolutions and proceedings at all Council and General meetings.

5.2.8. The Council may delegate any of its duties to working committees consisting of such members of its body as it thinks fit. Any committee so formed shall in the exercise of its duties conform to any regulations and terms of reference that may be imposed by the Council. Resolutions by any working party shall only be valid if confirmed by Council.

5.2.9. The Council shall be empowered to appoint any person as a co-opted Council member for any purpose deemed necessary and for a period of time as determined by council. Such co-opted member shall be invited to attend Council meetings at the discretion of Council but shall have no right to vote.

 

 

6. ELECTORAL COMMISSION AND ELECTION PROCEDURES

 

6.1. There shall be an Electoral Commission consisting of two members not in Council appointed for a period to two years until the next election. A third member can be co-opted if considered necessary.

 

6.1.1. When the terms of office of the Council, as provided for in terms of the statute, is due to expire the electoral commission shall, sixty (60) days before the next General Meeting, inform the ASM members that nominations for Council posts will be received.

6.1.2. Candidates for election to Council shall be nominated in writing, such nominations to be received by the electoral commission within fourteen (14) days of the date of call for nominations.

6.1.3. Nominations shall be sent to the electoral commission and shall be signed by two members and shall include a statement signed by the candidate of his willingness to serve on Council in accordance with this statute if elected.

6.1.4. If there are more than seven nominations for Council members, a postal ballot shall be held within thirty (30) days from the day by which nominations are to be received by the electoral commission.

6.1.5. Every full member shall be entitled to vote and, for this purpose, voting papers shall be sent to all eligible members before the next General Meeting in accordance with this statute.

6.1.6. Voting papers must specify the vacancies to be filled, the names of the candidates and any other information or instruction deemed relevant by the Electoral Commission provided that such information is fair and impartial.

6.1.7. Voting papers duly completed must be received by the Electoral Commission by the date stipulated which shall not be more than fourteen days after the annual General Meeting and in default shall not be treated as valid.

6.1.8. If, for any reason, the full complement of members of the Council is not elected a fresh ballot shall be called in a manner determined by the Electoral Commission to elect the remaining members.

6.1.9. No fresh ballot shall be called if the vacancy arises within six months of the General Meeting when elections are due to be held.

6.1.10. Any member of Council appointed in terms of the above provisions shall hold office until the next due Council elections in accordance with this statute.

 

 

7. POWERS OF THE COUNCIL

 

7.1. The affairs of the ASM shall be managed and executed by the Council except for such affairs as are required by this statute, or by Law, to be done in General Meeting.

 

7.2. The Council shall have power from time to adopt and make, alter and revoke Bye-laws for the regulation of the ASM and for the furtherance of the objectives of the ASM, provided that these are not contrary to this statute.

 

7.2.1. Any resolutions of the Council for the adoption, making, alteration or revocation of such Bye-laws shall be subject to confirmation at the next General Meeting and, if not so confirmed, shall cease to have effect at the conclusion of that meeting.

7.2.2. Without prejudice to the powers of the Council to make Bye-law on other matters, the following shall be deemed to be matters which will be governed expressly by Bye-laws namely:

a) Fees payable on admission to Membership.

b) Subscriptions and other payments to be payable by members.

7.2.3. No Member shall be absolved from observing the Bye-laws for reason of his no receiving a copy of the same or of any alterations made thereto or having otherwise no notice of them.

 

7.3. Council shall have the right to terminate Membership by a two-third majority vote in Council of the Members present and voting at that particular time.

 

7.3.1. Any Member whose membership is proposed to be terminated shall be entitled to be informed of the charge against him and will have the right to nominate any person or persons to defend him, assist him in his defence or represent him. The final decision rests with Council.

 

 

8. GENERAL MEETINGS

 

8.1. The Association shall hold an annual general meeting commencing not later than 13 months from the acceptance of this statute and every 13 months thereafter.

 

8.2. The Council may whenever it thinks fit proceed to convene an extraordinary General Meeting.

 

8.3. The Council shall, on request of not less than 30% of the Full Members of the Association, proceed within one month to a General Meeting.

8.3.1. (a) Such request must be dated, signed by all requesting members, must state the objects of the meeting and be deposited with the Honorary Secretary within thirty six hours from the date of the request.

(b) Upon receipt of the request in terms of Section 8.3.1(a), the Honorary Secretary shall immediately communicate such request to Council which shall convene the General Meeting in accordance with the provisions of this statute.

 

8.4. At least two weeks notice shall be given for any annual, biannual and any other General Meeting.

 

8.4.1. The accidental non-receipt of a notice of General Meeting by any person entitled to receive such notice shall not invalidate the proceedings of the meeting.

8.4.2. Every notice calling a general meeting shall specify the place and the day and hour of the meeting as well as the agenda for discussion.

8.4.3. In cases of urgency, to be determined by the Council, an extraordinary General Meeting can be convened with only twenty four (24) hours notice in accordance with section 8.4.2. and to be advertised in the Media.

8.4.4. Any member wishing to propose a motion for discussion shall notify the Honorary Secretary in writing of such a motion by not less than ten days from the date

of the meeting.

8.4.5. In General Meetings convened with urgency in accordance with section 8.4.3. motions can be proposed, discussed and approved in such General Meetings provided that in all other cases, in special circumstances to be determined by the Chairman, Section 8.4.4. shall not apply.

 

 

9. PROCEEDINGS AT GENERAL MEETINGS

 

9.1. Thirty percent of all the members in person shall be a quorum for all purposes at general meetings.

 

9.1a. If after the lapse of thirty minutes from the time appointed for a General Meeting a quorum is not present the meeting shall proceed.

9.1b. If however no quorum is present after the lapse of thirty minutes for a General Meeting convened at the request of members, such General Meeting shall be dissolved.

9.1c. In case of an urgent Extraordinary General Meeting the meeting will proceed, even without a quorum, after the lapse of thirty minutes.

 

9.2. The President shall chair all General Meetings. In his absence, the vice-president shall chair. If neither President or vice-president is present a Council member shall be appointed by the members present to take the Chair.

 

9.3. The Chairman may on his own motion, or if so directed by the meeting, adjourn the meeting from time to time and from place to place, provided that if a meeting is adjourned for thirty days of more at least seven days notice of the adjourned meeting shall be given.

 

9.4. At any General Meeting a resolution put to the vote of the meeting shall (subject as hereunder provided) be decided on a show of hands.

 

9.4.1. A secret ballot may be demanded on any resolution (other than a resolution for adjournment) by any three members in person. If a poll is so demanded it shall be taken forthwith.

 

9.5. A statement by the Chairman of the result of the vote shall bee minuted.

 

9.6. Save as otherwise provided in this statute, decisions at General Meetings shall be carried by simple majority vote.

 

 

10. VOTING BY MEMBERS

 

10.1. At any General Meeting or in any authorized postal ballot every active member shall have one vote.

 

10.1.1. Subject as otherwise provided in this statute, the chairman of the General Meeting shall not be entitled to vote but in case of parity of votes he shall have a casting vote.

 

10.2. No objection shall be raised to the qualification of any votes except at the meeting or adjourned meeting at which the vote objected to is given or tendered, and every vote not disallowed at such meeting shall be valid for all purposed.

 

10.2.1. Any such objection made in due time shall be referred to the Chairman of the meeting whose decision shall be final and conclusive.

10.2.2. Subject to the provision of the statute the General Meeting may adopt the procedure to be used at such meetings and if no specific procedure has be adopted the Chairman shall rule and decide the procedure to be adopted.

 

 

11. ACCOUNTS AND INVESTMENTS

 

11.1. The Council may invest any Association money not immediately required for its purposes.

 

11.2. The Council shall ensure that proper books of account be kept with respect to:

a) all sums of money received and expended by the Association ad the matters in respect of which the receipts and expenditures take place;

b) the assets and liabilities of the Association;

c) all sales and purchases by the Association.

 

11.3. At the biannual General Meeting the Council shall lay before the Association audited accounts for the period since the date to which the last preceding account was made up.

 

11.4. The Council shall appoint the first auditor of the Association and he shall hold office until the next biannual General Meeting. Thereafter an auditor shall be appointed at each biannual General Meeting and shall hold office until the biannual General subject to earlier death or resignation or removal from office by the Association in General Meeting.

 

11.4.1. No person shall be appointed as or be entitled to act as an auditor unless he shall be qualified for such an appointment.

11.4.2. The Council shall fill any casual vacancy in the office of auditor which may be confirmed at the next biannual General Meeting.

11.4.3. The auditor may, at the discretion of the Council, be asked to attend any general meeting and to receive all notices of another communications relating to such general meeting which any member is entitled to receive and to be heard at such General Meeting on any part of the business of the meeting which concerns him as auditor.

 

11.5. The books of account of the Association shall at all times be open to inspection by the members.

 

 

12. NOTICES

 

12.1 Any notices or document may be served by the Association on any member either

personally or by sending it through the post at his registered address.

 

 

13. REPRESENTATION

 

13.1. Legal representation of the ASM shall vest jointly in the President, the Honorary Secretary and Treasurer of the Association.

 

 

14. AMENDMENTS TO THE STATUTE

 

14.1. Any amendments to the statute shall be proposed, seconded and presented to the Honorary Secretary who shall submit them to the next General Meeting. Such amendments shall become effective only if the are approved by a majority of two-thirds of the members present and voting.

 

 

15. DISSOLUTION

 

15.1. Notwithstanding any other provision in this statute, the Association can be dissolved if a motion to this effect is presented in accordance with this statute and is approved by two thirds of all the members present in person and voting at a General Meeting after appropriate discussion.