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Statute

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Statute of the Polish Society of Pediatric Orthopaedics

 

CHAPTER I

GENERAL PROVISIONS

§1

  1. The Association is called “Polskie Towarzystwo Ortopedii Dziecięcej” – hereinafter referred to as the “Association”.
  2. The Association may use the English name “Polish Paediatric Orthopaedic Society” and the abbreviated names: in Polish – PTOD and in English – PPOS.
  3. The territory of the Association’s activity is the Republic of Poland and the registered office of the Association and its bodies is located in Poznań.
  4. The Association operates on the basis of the provisions of this Statute (hereinafter the “Statute”)
    and generally applicable law, in particular the Act – Law on Associations (Journal of Laws of 1989 No. 20, item 104, as amended) and the Act on Medical Doctors and Dentists
    (Journal of Laws of 2021, items 790, 1559 and 2232, as amended).
  5. The Association is subject to registration and has legal personality.
  6. The Association is established for an indefinite period of time.
  7. The Association may conduct business activity.
  8. The Association may be a member of national and international organisations with similar objectives.

CHAPTER II

OBJECTIVES OF THE ASSOCIATION AND METHODS OF THEIR IMPLEMENTATION

§2

  1. The objectives of the Association are to:
    1. bring together medical doctors and representatives of other medical professions interested in paediatric orthopaedics,
    2. exchange scientific information among the Members of the Association,
    3. support the Members of the Association in their scientific and professional work,
    4. contribute to the improvement of the professional qualifications of the Members of the Association,
    5. promote knowledge and information relating to paediatric orthopaedics,
    6. cooperate with other associations,
    7. cooperate with public administration bodies, the media and publishers,
    8. organise scientific cooperation with foreign associations and to represent Polish paediatric orthopaedics abroad.
  2. The objectives specified in section 1 above are pursued by the Association through:
    1. organising training courses, symposia, scientific meetings and other forms of scientific
      and scientific-training activity,
    2. supporting the scientific and publishing activities of the Members of the Association relating to paediatric orthopaedics,
    3. supporting innovation in medicine in the field of paediatric orthopaedics,
    4. submitting motions and opinions in the field of paediatric orthopaedics to public administration bodies, other associations and the medical self-government,
    5. participation of the Members of the Association in symposia and scientific meetings abroad,
    6. conducting publishing activity,
    7. preparing expert opinions, including consultative opinions,
    8. awarding certificates.
  3. In order to pursue its statutory objectives, the Association may employ staff.
  4. The Association bases its activity on the social engagement of its Members and supporters.

CHAPTER III

MEMBERS, THEIR RIGHTS AND OBLIGATIONS

§3

Membership in the Association is open to all persons wishing to pursue its statutory objectives and who meet the membership conditions specified in the Statute.

§4

The Members of the Association are divided into:

  1. ordinary members,
  2. supporting members,
  3. honorary members,
  4. senior members.

§5

  1. Ordinary members may be specialist doctors or doctors in training in orthopaedics and traumatology of the musculoskeletal system or paediatric surgery, who additionally meet the conditions laid down in section 2 of the Statute below.
  1. An ordinary member may be a doctor referred to in section 1 of the Statute above who jointly meets the following conditions:
    1. holds Polish citizenship or the citizenship of another State,
    2. has not been convicted by a final judgment of a court for an intentional or unintentional criminal offence,
    3. holds a valid licence to practise medicine in Poland.

§6

    1. Supporting members may be natural and legal persons who acknowledge, support and financially support the implementation of the objectives and tasks laid down in the Statute of the Association, in particular:
      1. doctors of medical specialties other than those listed in §5 section 1 of the Statute,
      2. specialist nurses,
    2. A supporting member may be an entity which, in a written application, declares a permanent annual contribution for the purposes of the Association.

§7

Honorary members may be natural or legal persons, as well as entities without legal personality, who have rendered outstanding services to the Association or to paediatric orthopaedics.

§8

A member becomes a senior member upon reaching the age of 70 or upon retirement or being granted a disability pension and submitting a written request to that effect to the Management Board.

§9

  1. Ordinary or supporting membership in the Association is acquired through a positive decision of the Management Board of the Association regarding the application for membership,
    in the manner described in this paragraph of the Statute.
  2. The application referred to in section 1 above is submitted in writing. The application of a candidate for membership in the Association must be supported by recommendations from at least two ordinary members of the Association. The template of the application form is determined by the Management Board of the Association and made available on the Association’s website.
  3. The decision of the Management Board of the Association to grant ordinary or supporting membership is adopted
    in the form of a resolution of the Management Board on admission as a Member of the Association specifying the type of membership (ordinary or supporting).
  4. After a positive decision of the Management Board of the Association regarding the application for membership
    in the Association, in the manner described in section 3 above, the Management Board enters the new member in the register of members of the Association, provided that, prior to being entered on the list of members, the new member is obliged to pay the membership fee for the given year.

§10

  1. Honorary membership is granted by the General Assembly of Members at the request of the Management Board of the Association or at the request of at least 5 ordinary members of the Association.
  2. The request referred to in section 1 above should be submitted in the form of a written application. The application for a person to be awarded honorary membership in the Association should contain a justification, including, for example, a description of that person’s contribution to the activities of the Association or to the development of the field of medicine within the scope of the Association’s activities.
  3. The decision of the General Assembly of Members to grant honorary membership is adopted in the form of a resolution passed by a simple majority of votes of the General Assembly of the Association.
  4. After the General Assembly of Members has granted honorary membership in the Association, in the manner described in section 3 above, the Management Board enters the new member in the register of honorary members of the Association.

§11

An ordinary member of the Association has the right to:

  1. participate in the meetings of the Association,
  2. submit motions and proposals to the authorities of the Association,
  3. obtain information from the authorities and bodies of the Association on its activities,
  4. participate in symposia, scientific meetings and other events organised by the Association,
  5. exercise active and passive voting rights to the authorities of the Association.

§12

  1. A supporting member, an honorary member and a senior member of the Association have the same entitlements as ordinary members, with the exception of active and passive voting rights to the authorities of the Association.
  2. An honorary member and a senior member of the Association are exempt from the obligation to pay membership fees.

§13

The duties of the Members of the Association are:

  1. active participation in the implementation of the statutory objectives of the Association,
  2. observance of the Statute, regulations and resolutions of the authorities of the Association,
  3. participation in the implementation of the Association’s programme tasks,
  4. payment of membership fees in accordance with the resolutions of the Association.

§14

Deletion from the list of members of the Association occurs through:

  1. submission of a written resignation to the Management Board of the Association,
  2. exclusion by the Management Board pursuant to its resolution due to:
    1. activities contrary to the Statute or to the resolutions of the Association,
    2. arrears in payment of membership fees for a period of one year – deletion on this basis may only take place after the member has first been given a written demand for payment of outstanding fees, with an additional deadline of at least 14 days
      to settle the amounts due,
    3. conduct that disqualifies the person as a member of the Association or harms
      the good name of the Association,
    4. being recorded in the National Criminal Register as a convicted person,
    5. loss of the right to practise the profession in Poland.
  3. death of a member.

§15

A member of the Association has the right to appeal against a resolution on exclusion within 21 days from the date of delivery of the resolution, by lodging an appeal to the General Assembly of Members. The appeal is submitted through the Management Board of the Association. The decision of the General Assembly of Members is final.

CHAPTER IV

AUTHORITIES OF THE ASSOCIATION

§16

The authorities of the Association are:

  1. the General Assembly of Members,
  2. the Management Board,
  3. the Audit Committee.

 

§17

  1. The first Management Board is elected by the founding members at the founding meeting
    by way of a resolution.
  2. The first Audit Committee is elected by the founding members at the founding meeting by way of a resolution.

§18

  1. The term of office of the Management Board and the Audit Committee of the Association is 2 years.
  2. The function of President of the Management Board, President Elect and Immediate Past President may be held for one term of office.
  3. The functions of Treasurer, Secretary and Member of the Management Board may be held for a maximum of two terms of office.

§19

The highest authority of the Association is the General Assembly of Members, convened by the Management Board at least once a year. The General Assembly of Members may be ordinary or extraordinary. The General Assembly of the Association may also be held using electronic means of communication, provided that the proceedings of the meeting are transmitted in real time and that real-time two-way communication is ensured, allowing each member of the authority of the Association to speak during the meeting.

§20

The Management Board notifies the Members of the Association of the date and proposed agenda of the General Assembly at least one month before the meeting. This is done in writing to the correspondence addresses of the Members of the Association or by e-mail to the e-mail address indicated by the member of the Association.

§21

The General Assembly of Members in the first term should be held in the presence of at least half of the ordinary members of the Association, and in the second term – which may be set at least 15 minutes later on the same day – it may validly deliberate regardless of the number of ordinary members present.

§22

The powers of the General Assembly of Members include:

  1. adopting the programme of activities of the Association,
  2. examining and approving the reports of the Management Board and the Audit Committee,
  3. adopting the rules of procedure of the General Assembly of Members,
  4. electing the members of the Management Board and the Audit Committee,
  5. adopting amendments to the Statute,
  6. adopting resolutions on matters not reserved by this Statute to the competence of other bodies,
  7. adopting resolutions on granting discharge to the members of the Management Board,
  8. adopting resolutions on the dissolution of the Association,
  9. examining appeals against resolutions of the Management Board lodged by members of the Association,
  10. examining complaints of the members of the Association regarding the activities of the Management Board.

§23

Each member of the General Assembly of Members entitled to vote has one vote.

§24

An Extraordinary General Assembly of Members is convened by the Management Board on its own initiative or at the written request of the Audit Committee or 1/3 of the ordinary members of the Association.

§25

The Management Board convenes an Extraordinary General Assembly of Members within one month from the submission of the request referred to in §24 of this Statute. The sole subject of the meeting may be the matters for which the Extraordinary General Assembly of Members has been convened.

§26

  1. The Management Board manages the entire activity of the Association and represents it externally.
  2. The Management Board consists of a maximum of seven persons. The Management Board may include:
    1. President of the Management Board,
    2. President Elect,
    3. Immediate Past President,
    4. Secretary,
    5. Treasurer,
    6. two Members of the Management Board.
  3. The Management Board is elected by the General Assembly of Members in a secret ballot by a simple majority of votes, subject to sections 4 and 5 below.
  4. Upon expiry of his/her term of office in the current Management Board, the President Elect automatically becomes (without a new election by the General Assembly of Members) President of the Management Board for the new term of office.
  5. Upon expiry of his/her term of office in the current Management Board, the President of the Association automatically becomes (without a new election by the General Assembly of Members) a member of the Management Board of the new term as the Immediate Past President.
  6. In the event of the removal, resignation or death of the President during the term of office, the duties of the President are taken over by the President Elect and, if he/she is unable to take over these duties, the President is then elected at the next General Assembly of Members. Until that time, the duties of the President are performed by the Immediate Past President.
  7. In the event of the removal, resignation or death of the Secretary or the Treasurer or a Member of the Management Board, the Management Board assigns the duties until the time of election
  8. Decisions of the Management Board are adopted in the form of resolutions passed by a majority of votes.
  9. The powers of the Management Board include:
    1. implementing the resolutions of the General Assembly of Members,
    2. managing the current activities of the Association and administering its assets,
    3. adopting internal regulations of the Association,
    4. determining the amount of membership fees and the deadlines for their payment,
    5. preparing reports on the activities of the Association and preparing financial statements and submitting them to the General Assembly of Members,
    6. obtaining financial and material resources for the maintenance and development of the Association.

 

§27

    1. The President of the Management Board alone is authorised to represent the Association in matters not related to incurring financial obligations by the Association.
    2. The persons authorised to represent the Association in matters related to incurring financial obligations by the Association are the President of the Management Board acting jointly with two members of the Management Board.
    3. In the absence of the President of the Management Board, the persons authorised to represent the Association in matters related to incurring financial obligations by the Association are the President Elect acting jointly with two members of the Management Board.

 

§28

  1. The Audit Committee consists of three members, including a Chairperson and a Deputy Chairperson.
  2. The Audit Committee constitutes itself at its first meeting after being elected by the General Assembly of Members.
  3. Any vacancies in the Audit Committee are filled by the General Assembly of the Association.
  4. The powers of the Audit Committee include:
  • supervising the current activities of the Association,
  • submitting motions on granting discharge to the Management Board,
  • submitting motions to convene the General Assembly of Members.
  1. Members of the Audit Committee may not simultaneously serve as members of the Management Board.
  2. Members of the Audit Committee may not be persons related by blood or marriage to a serving member of the Management Board, nor persons subordinate to such a member by virtue of employment.
  3. A person convicted by a final judgment of a court for an intentional criminal offence may not become a member of the Audit Committee.

§29

  1. The assets of the Association are formed from membership fees, donations, inheritances, bequests
    and public contributions, as well as from income arising from the performance of the Association’s statutory activities.
  2. The assets of the Association are managed by the Management Board.
  3. All income obtained by the Association is used exclusively for its statutory activities.
  4. The Association is not authorised to grant loans to its members or employees of the Association.

CHAPTER V

AMENDMENTS TO THE STATUTE AND DISSOLUTION OF THE ASSOCIATION

§30

A resolution on amendments to the Statute is adopted by the General Assembly of Members by a majority of 2/3 of the votes.

§31

  1. A resolution on the dissolution of the Association is adopted by the General Assembly of Members by a majority of 2/3 of the votes, in the presence of at least half of the ordinary members of the Association.
  2. In the event that the General Assembly of Members adopts a resolution on the dissolution of the Association, the General Assembly of Members at the same time adopts a resolution on the allocation of the Association’s assets, appoints a liquidator and determines his/her rights and duties.

CHAPTER VI

FINAL PROVISIONS

§32

Matters not regulated by the Statute are governed by the provisions of the Law on Associations and other generally applicable laws.

§33

The Statute enters into force on 8 September 2022, i.e. on the date of adoption of the resolution by the General Assembly of Members of the Association.