International Society for In Vitro Fertilization (ISIVF)
Societé Internationale pour la Fécondation In Vitro (SIFIV)

RULES AND REGULATIONS (CONSTITUTION)

 Preamble

The International Society for In Vitro Fertilization (ISIVF) / Société Internationale pour la Fécondation In Vitro (SIFIV) is established as a not-for-profit organization, incorporated in Canada.

 Article I – Names

Section A:

The name of this not-for-profit corporation is the International Society for In Vitro Fertilization (ISIVF) / Société Internationale pour la Fécondation In Vitro (SIFIV) hereafter known as the Society.

Section B:

The property and business of the Society shall be managed by the Board, hereafter known as the Board.

 Article II – Objectives

Section A:
The Society is a scientific not-for-profit organization whose objectives are:

• to promote research and clinical development of in vitro fertilization of human oocytes (IVF) for the treatment of infertility and as an Assisted Reproduction Technology;

•  to promulgate ethical practice and standards of practice of IVF treatment;

• to foster collaboration between the various centres in the world that offer IVF treatment;

• to organize symposia for the purposes of presentation, discussion, exchange and publication of research, data, knowledge, theories and standards pertaining to IVF, and specifically, a forum under the name “World Congress on In Vitro Fertilization”.

Article III – Membership

Section A:-Membership:

The members may consider and transact any business either special or general at any meeting of the members.

At the first meeting of members, the Board then elected shall replace the provisional directors of the Society.

Remuneration for all officers, agents and employees and committee members shall be fixed by the Board by resolution. Such resolution shall have force and effect only until the next meeting of members when such resolution shall be confirmed by resolution of the members, or in the absence of such confirmation by the members, then the remuneration to such officers, agents or employees and committee members shall cease to be payable from the date of such meeting of members.

The by-laws of the Society may be repealed or amended by by-law, or a new by-law may be enacted by a majority of the directors at a meeting of the Board and sanctioned by an affirmative vote of at least two-thirds (2/3) of the members present at a meeting duly called for the purpose of considering the said by-law.

Section B:Term of Membership:

Any member may withdraw from the Society by delivering to the Society a written resignation and lodging a copy of the same with the secretary of the Society.

Any member may be required to resign by a vote of three-quarters (3/4) of the members present at an annual meeting.

The Board will, prior to each annual meeting of the members, review applications for membership as well as the payment of membership fees or dues.

Those members, who are in arrears, may not be considered for reappointment.

Article IV – The Board and Officers

Section A: Directors

The Board shall be comprised of a minimum of three directors. The number of directors shall be determined from time to time by a majority of the directors at a meeting of the Board and sanctioned by an affirmative vote of at least two-thirds (2/3) of the members present at a meeting duly called for the purpose.

Directors must be individuals, eighteen (18) years of age or over, with power under law to contract. Directors must be members.

Directors shall be elected for a term of two (2) years; said term may be renewed as often as deemed appropriate by the members, at the annual meeting of members.

Section B: Officers

The officers of the Society shall be a president, vice-president, secretary, treasurer, education and organization officer, and the immediate past president. Any two offices may be held by the same person. Officers must be chosen from amongst the past or current Directors.

The term of the president and vice president is two years, with the ability to stand for re-election two years subsequent to any term.

The term of the treasurer, secretary, education and organization officer is two years, with the ability to stand for re-election immediately, after which the individual cannot stand for re-election until two years has elapsed from the completion of the last term, with the same restrictions as to re-election when first elected.

The officers, whose term has expired, shall be appointed by resolution of the Board at the first meeting of the Board following the annual meeting of members.

The president shall be the chief executive officer of the Society. He shall preside at all meetings of the Society and of the Board. He shall have the general and active management of the affairs of the Society. He shall see that all orders and resolutions of the Board are carried into effect. In the case of an equality of votes, the president shall have a casting vote in addition to his ordinary vote.

The vice-president shall assume the functions of the president when the president is not able to fulfill these functions, or is absent.

The treasurer shall have the custody of the funds and securities of the Society and shall keep full and accurate accounts of all assets, liabilities, receipts and disbursements of the Society in the books belonging to the Society and shall deposit all monies, securities and other valuable effects in the name and to the credit of the Society.

The secretary may be empowered by the Board to carry out the affairs of the Society generally under the supervision of the officers thereof and shall attend all meetings and act as clerk thereof and record all votes and minutes of all proceedings in the books to be kept for that purpose.

The secretary shall give or cause to be given notice of all meetings of the members and of the Board of director and ,be the custodian of the seal of the Society.

The education and organization officer shall assist in the organizing of the “World Congress on In Vitro Fertilization”, including raising funds and promotion of the Congress, as well as organizing regional symposia and congresses.

Article V – Meetings

Section A: Members Meetings

The biannual meeting of the members is to be held in the city hosting the World Congress on In Vitro Fertilization

Section B: Board Meetings

Meetings of the Board may be held at any time and place to be determined by the directors provided that a notice of at least thirty (30) days of such meeting shall be given, to each director. Notice may be given by technical means such as, but not limited to, facsimile or electronic mail.

Officers shall be subject to removal by resolution of the Board approved by no less than two-thirds (2/3) of the directors.

A majority of directors in office, but no less than two directors, shall constitute a quorum for meetings of the Board.

Article VI - Address

The Head Office of the Society shall be in the Metropolitan region of Montreal, Province of Quebec.

Article VII – Ratification and Amendments

Section A:
These rules and regulations (constitution) shall be established by a majority vote of the Board.

Section B:
This constitution may be amended by a vote of two-thirds majority of the Board, providing the amendment has been proposed in writing and circulated to all Board members thirty days prior to a vote. Responses to a call for a vote on an amendment must be obtained within three months.

Article VIII - Dissolution

It is specially provided that in the event of dissolution or winding-up of the Society all its remaining assets after payment of its liabilities shall be distributed to another not-for-profit corporation exercising similar activities.

Dated Sept 6th. 2005

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Official Society Journal