Article I: Members
Section 1: Classes of Members
There are two groups of members: regular members and honorary members. The number of regular members shall not exceed 50.
Regular members are elected representatives from four sources:
A. At least 20 members-at-large who are leaders in the field and representative of the disciplinary breadth of biomechanics.
B. Up to 10 members-at-large who are representative of people in large geographical areas in which the density of biomechanics workers per unit area is relatively low, and are not represented by either Category A or C.
C. Up to 10 organizations with a large membership interested in biomechanics. Such organizations are to be international, regional, or some other type of umbrella organization, representing more than 200 active biomechanics researchers.
D. Chair of a World Congress is to be a member of the World Council for a nominal eight-year term including the four years prior to and four years following the World Congress. If there is more than one Chair, then only one will be designated to serve on the World Council. The single representative will be proposed by a sitting member of the World Council, and voted in by a majority.
Honorary members may be nominated by any member and their nomination must be supported by at least 10 members on the Council.
Section 2: Election of Members
Members of the Council are elected through an established nomination and election process.. Nominations are made by members of the Council consistent with the classes of members defined in Section 1.The election is conducted at a regular Council meeting held during a World Congress. Under special circumstances it may be conducted by mail or email ballot. For Category A Members-at-Large, these are elected based on a nomination process established by the Council. For Category B Members-at-Large, election is based on a proposal and a nomination forthcoming from a geographical area. For Category C representation of organizations, election by the Council is based on a nomination submitted by an accepted organization.
Section 3: Voting rights, holding Office, and responsibilities
Each regular member shall have one vote on each matter submitted to a vote of the members and shall be eligible to hold office in the Council. An honorary member shall have no vote and shall not hold office in the Council but shall have the right to discourse at Council meetings. All members of the Council shall not just represent an organization or an area or a discipline, but must have the welfare of the whole as the primary interest. Each member should regard the communication of information on the dates, venue, and call of papers of the coming World Congress to their constituency as their duty.
Section 4: Terms of Membership
Each Council member is to serve a nominal 12-year term, from the end of the World Congress at which he/she is elected until the end of the World Congress approximately 12 years later. Note that intervals between World Congresses may be three to five years; thus a term could range from 9 to 15 years. Normally, upon completion of a full term, a member will not be considered for re-election. A World Congress Chair serves as a Council member from the end of the World Congress immediately preceding to the end of the World Congress immediately following the one which he or she chairs. The term of “honorary member” is for life.
Section 5: Resignation and Termination of Membership
Any member may resign by filling a written resignation with the Secretary at least six weeks prior to the effective date of such resignation. The Council, by two-thirds vote of those present at any regularly constituted Meeting may suspend or expel a member for cause after an appropriate hearing.
Article II: Meetings of Members
Section I: Regular Meeting
The Council’s regular meeting will be held once every three to five years. The purpose of these meetings is to determine the site(s) of future meetings, elect officers and conduct other necessary business.
Section 2: Place of Meeting
The Council’s regular meeting will be held at the World Congress of Biomechanics. Additional meetings can be held at other times, as deemed appropriate by the Executive Committee and announced at least 90 days in advance.
Section 4: Notice of Meetings
Written or printed notice stating the place, day, and hour of any meeting of members shall be delivered, either by post or email, to each member, not less than ninety days before the date of meeting, by or at the direction of the Council Chair, Vice-Chair or the Secretary, or the officers or persons calling the meeting. In case of a special meeting or when required by statute or by these by-laws, the purpose or purposes for which the meeting is called shall be stated in the notice
Section 5: Quorum
A quorum shall be constituted by 50% of the total Council members.
Section 6: Proxies
At any meeting of members, a member entitled to vote may vote by proxy executed in writing or electronically by the member or by the member’s duly authorized agent or attorney-in-fact. No proxy shall be valid after eleven months from the date of its execution, unless otherwise provided in the proxy. Only one proxy per member is allowed for a vote.
Article III: Executive Committee
Section I: General Powers
The operations of the Council shall be managed by an Executive Committee. The Executive Committee shall have and exercise all the powers and authority of supervision and management provided for by the by-laws. In particular, it is responsible for the web site of the Council.
Section 2: Composition. Tenure and Qualifications
The Committee shall be composed of the Officers and the immediate Past Chair.
Section 3: Meetings
Meetings of the Committee may be called by or at the request of the Chair, Vice-Chair or any two members of the Committee. The Chair may fix the place for holding any meeting of the Committee.
Section 4: Notice of Meeting
Notice of any meeting of the Committee shall be given at least 30 days prior notice by post or email to each Committee member at their address as shown on the records of the Council.
Section 5: Quorum
A majority of the Committee shall constitute a quorum for the transaction of business at any meeting of the Committee.
Section 6: Compensation
Members of the Committee as such shall not receive any salaries for their services, but by vote of the Committee expenses of attendance, if any, may be allowed for attendance at each regular or special meeting of the Committee.
Article IV: Officers
Section 1: Officers
The officers of the Council shall be a Chair, one Vice-Chair, a Secretary, and a Treasurer. Only regular members may be elected as officers of the Council.
Section 2: Elections – Duration - Term of Office
All Officers shall be elected by majority secret vote at the meeting of Council upon nominations from the members of the council or the executive committee. The Officers’ terms shall run from one World Congress to the end of the next. They shall be elected by the affirmative vote of a majority of the attending members at a regular, or special meeting of the members or by electronic vote. Each officer shall hold office until their successor shall have been duly elected or appointed. The Officers are not eligible for re-election.
Section 3: Removal
Any Officer may be removed by the Council whenever in its judgement the best interests of the Council would be served thereby. The Council, by two-thirds vote of those present at any regularly constituted Meeting may suspend or expel an officer for cause after an appropriate hearing.
Section 4: Vacancies
A vacancy in any office because of death, resignation, removal, or otherwise, may be filled at a regular or special meeting of the members from the candidates furnished by the Council, for the unexpired portion of the term. The process of nomination and election should follow Section 2.
Section 5: Chair
The Chair shall in general supervise and control all of the business and affairs of the Council. The Chair shall preside at all meetings of the members and of the Executive Committee. The Chair may sign, with the Secretary or any other proper officer of the Council authorized by the Executive Committee any deeds, mortgages, bonds, contracts or other instruments which the Executive Committee has authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by these by-laws or by statute to some other officer or agent of the Council; and in general the Chair shall perform all duties coincident to the office of Chair and such other duties may be prescribed by the Council from time to time.
Section 6: Vice-Chair
In the absence of the Chair or in the event of their inability or refusal to act, the Vice-Chair shall perform the duties of the Chair, and when so acting, shall have all the powers of and be subject to all the restrictions upon the Chair. The Vice-Chair shall perform such other duties as from time to time may be assigned to the Vice-Chair by the Chair or by the Executive Committee.
Section 7: Treasurer
The Treasurer shall have change custody of and be responsible for all funds and securities of the corporation; receive and give receipts for moneys due and payable to the Council from any source whatsoever, and deposit all such moneys in the name of the Council in such Banks, selected in accordance with the provisions of Article V of these by-laws; and in general perform all the duties incident to the office of Treasurer and such other as from time to time may be assigned to the Treasurer by the Chair or by the Executive Committee.
Section 8: Secretary
The Secretary shall keep the minutes of the meetings of the members and of the Executive Committee; see that all notices are duly given in accordance with the provisions of these by-laws or as required by-laws; keep a register of the post-office address of each member which shall be furnished to the Secretary by such member; and in general perform all duties incident to the office of the Secretary and such other duties as from time to time may be assigned to the Secretary by the Chair or by the Executive Committee.
Article V : Checks, Drafts, etc.
Section 1: Checks, drafts, etc.
All checks, drafts or orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Council shall be assigned by such officer or officers, agent or agents of the Council and in such manner as shall from time to time be determined by vote of the Executive Committee. In the absence of such determination by the Committee such instruments shall be signed by the Treasurer of the Society.
Section 2: Deposits
All funds of the Council shall be deposited promptly to the credit of the Council in such banks, as the Executive Committee may select.
Section 3: Gifts
The Executive Committee may accept on behalf of the Council any contribution, gift, bequest or device for the general purposes or any special purpose of the Council.
Article VI: Fiscal Year
The fiscal year of the Council shall begin on the first day of January and end on the last day of December in each year.
Article VII: Amendments to By-Laws
These by By-laws may be amended by a two-thirds majority vote of the Council. This may be done either at the Council’s regular meeting or by mail ballot. Proposed amendments must be transmitted to the Council members 90 days prior to the meeting or the deadline for a mail or email ballot.