Perinatal Research Society Bylaws

Article I

Offices

(1) Registered Office and Registered Agent: The registered office of the corporation shall be determined by the Board of Directors (referred to hereafter as “Council”) upon filing of such notices as may be required by law, and the registered agent (Secretary-Treasurer) shall have a business office identical with such registered office.

(2) Other Offices: The corporation may have other offices at such place or places as Council may from time to time determine.

Article II

Members’ Meetings

(1) Meeting Place: All meetings of the Members shall be held at such places as shall be determined from time to time by Council and the location of any such meeting shall be stated in the notice and call of the meeting. Due to issues pertaining to the safety and well-being of our members, meetings will not take place in states that have limited access to abortion, defined as restriction on abortion prior to 22 weeks gestation, and/or in cases of rape, incest, when life of the mother is at risk, or life-limiting fetal abnormality (defined by American College of Obstetricians and Gynecologists (ACOG) as lethal fetal conditions or conditions for which there is little or no prospect of long-term ex utero survival without severe morbidity or extremely poor quality of life, and for which there is no cure).

(2) Annual Meeting Time: Unless postponed until a reasonable time thereafter by Council, the annual meeting of the Members for the election of Councilors and the transaction of such other business as may properly come before the meeting shall be held each year in September or the first full weekend of October.

(3) Annual Meeting: Order of Business: At the annual meeting of Members, the order of business shall be as follows:

  1. Calling the meeting to order
  2. Reading of minutes of last annual Council and Member meetings
  3. In Memoriam
  4. Reports of officers
  5. Financial audit/statement
  6. Financial audit/statement
  7. Election of Officers and Councilors
  8. Miscellaneous

(4) Regular Meetings: If regular meetings of Members, other than the annual meeting, are to be held, Council shall adopt a schedule of such regular meetings of Members for the remainder of the then current year. Notice of such regular meetings shall be given by providing each Member with a copy of such adopted schedule at any time after the annual meeting of Members and 10 days prior to the next succeeding regular meeting and at any time when requested by a Member. Such notice shall be transmitted in the manner prescribed in subparagraph (5) (b) of this Article for giving notices of special meetings.

(5) Special Meetings: Special meetings of the Members for any purpose may be called at any time by the President, or Council, or not less than one-twentieth of the Members entitled to vote at the meeting.

(6) Notices:

  1. Annual Meeting: Notice of the time and place of the annual meeting of Members shall be given to each Member in the following manner: At least 10 days prior to the annual meeting of Members, notice, stating the time, date, and place of such meeting, shall be delivered personally to the Member’s last known email address appearing on the membership records of the corporation.
  2. Special Meetings: At least 10 days prior to the meeting, written or printed notice of each special meeting of Members, stating the place, day and hour of such meeting, and the purpose or purposes for which the meeting is called, shall, by or at the direction of the person or persons calling the meeting, be delivered personally to each Member’s last known email address as the same appears on the membership records of the corporation.

(7)  Voting List: At least 10 days before each meeting of Members, a complete list of the Members entitled to vote at such meeting, or any adjournment thereof, shall be made, arranged in alphabetical order, with the address of each, which list shall be kept on file at the registered office of the corporation for a period of 10 days prior to such meeting. The list shall be kept open at the time and place of such meeting for the inspection of any Member.

(8) Quorum: Except as otherwise required by law

  1. A quorum at any annual or special meeting of Members shall consist of those Members entitled to vote at such meeting who are present at the meeting or represented by proxy, provided that the number of said members equals 25 percent of all members entitled to vote at such meeting.
  2. A majority of the votes of Members entitled to vote who are present or represented by proxy at any properly called meeting or adjourned meeting of Members at which a quorum as in this paragraph defined is present, shall be sufficient to transact business unless otherwise provided by law or these Bylaws.

(9) Closing of Books and Fixing Record Date: For the purpose of determining Members entitled to notice of or to vote at any meeting of Members, or any adjournment thereof, Council may provide that the membership books shall be closed for a stated period not to exceed 50 days nor be less than 10 days preceding such meeting. In lieu of closing the membership books, Council, through the Secretary-Treasurer may fix in advance a record date for any such determination of Members, such date to be not more than 50 days and not less than 10 days prior to the date on which the particular notice shall be transmitted in the manner prescribed in subparagraph (6) (b) of this Article for giving notices of special meetings.

(10) Waiver of Notice: A waiver of any notice required to be given any Member entitled to such notice, signed by the Member or Members entitled to such notice, whether before or after the time stated therein for the meeting, shall be equivalent to the giving of such notice.

Article III

Membership

(1) Number and Categories:

  1. Membership: Members must pay annual dues and may vote. Members less than age 55 may be elected to office. Members must attend one out of every three annual meetings of the membership to maintain their membership. Members must be working primarily in one of the following membership disciplines, and the Society shall not have more than fifty-five (55) Members less than 55 years of age in each such discipline at any given time:
  1. Basic Science – PhD or non-practicing MD
  2. Obstetrics – MD practicing clinical medicine in Maternal FetalMedicine/Obstetrics
  3. Pediatrics – MD practicing clinical medicine in Neonatology/Pediatrics

(2) New Members:

  1. Any otherwise qualified person may be proposed for membership. Two or more current members must nominate a prospective member by sending nominating letters to the Chairman of the Membership Committee, along with the appropriate supporting documents, as specified on the PRS website. The Secretary-Treasurer shall maintain a current list of proposed Members. Before each annual meeting of Members, the Membership Committee members shall review proposed Members for membership and make recommendations regarding new Members to the Council for approval, informing such new Members of their acceptance prior to the meeting, provided that the total number of Members less than age 55 in each of the three disciplines remains at fifty-five (55) or less; there is no limit to the number of Members who are greater than 55 years of age. In the event that there are more nominees deemed eligible by Council than there are vacancies available in a given discipline, the nominees will be presented to the membership. At the annual meeting of Members, the Members shall elect to membership in each discipline the number of nominees for that discipline equal to the number of then existing vacancies plus vacancies which will occur in that discipline at the close of the then current year. In any such election, each Member shall cast one vote each for as many nominees in each discipline as there are Members to be elected in that discipline. Nominees for membership receiving a majority of votes cast shall be elected. The above limits specified for membership for those less than 55 years do not apply to membership for those 55 years or older.
  2. The membership of elected Members shall commence on the first day of the calendar year immediately following their election.
  3. A former Member may be proposed for membership only if three full calendar years shall have passed since the termination of his/her prior membership.

(3) Dues: Annual dues shall be determined by a membership vote upon recommendation by the Secretary-Treasurer at the annual meeting of Members. The membership of any Member may be automatically terminated and forfeited if his/her dues remain unpaid for more than two years.

Article IV

Council

(1) Number and Powers: The management of all the affairs, property and interest of the corporation on a year-to-year basis shall be vested in a Council consisting of 14 persons. The Council shall consist of the immediate past President, who shall serve for a term of one year and until his/her successor qualifies, the President, the President-Elect, the Secretary-Treasurer, Diversity & Inclusion Representative, The Director of the pre-meeting Young Investigator Grant Writing Workshop and the Membership Committee Chair who shall serve as Councilors during their terms of office and/or until their successors are elected and qualify; and seven additional Councilors who shall be elected by the Members for two years each and until their successors are elected and qualify; and whose terms of office shall be staggered so that Councilors are elected at each annual meeting. Councilors will come from the membership, may not reach the age of 55 in the calendar year of election, and there will be two Councilors each from Basic Science, Obstetrics, and Pediatrics and one Associate Membership representative. Councilors must be Members. In addition to the power and authority expressly conferred upon it by these Bylaws and the Articles of Incorporation, Council may exercise all such powers of the corporation and do all such lawful acts and things as are not by statute or by the Articles of Incorporation or by these Bylaws directed or required to be exercised or done by the Members. As used herein, the term “Councilor” shall mean any member of the Council. In preparation for a smooth transition, the election of a Secretary-Treasurer-Elect and Membership Committee Chair will occur to coincide with the meeting of the fourth year of office. The Secretary-Treasurer-Elect will have no powers until the completion of the fifth annual meeting of the Secretary-Treasurer’s term of Office (See also Article V). As such the age of the Secretary-Treasurer-Elect is determined by their age in the year they would assume office as Secretary-Treasurer.

(2) Change of Number: The number of Councilors may at any time be increased or decreased by amendment of these Bylaws, but no decrease shall have the effect of shortening the term of any incumbent Councilors.

(3) Vacancies: All vacancies in the office of Councilor, whether caused by resignation, death or otherwise, may be filled by the affirmative vote of a majority of the remaining Councilors. A Councilor elected to fill any such vacancy shall hold office for the unexpired term of his/her predecessor and until his/her successor is elected and qualified. Any Council position to be filled by reason of an increase in the number of Councilors may be filled by the Council for a term of office continuing only until the next election (see also paragraph (7) of Article V.)

(4) Removal of Councilors: At a meeting of Members called expressly for that purpose, the entire Council, or any member thereof, may be removed by a vote of a majority of the Members then entitled to vote at an election of Councilors.

(5) Regular Meetings: Regular meetings of the Council may be held without notice at the registered office of the corporation or at such other place or places, either within or without the State of Washington as the Council may from time to time designate. The annual meeting of the Council shall be held without notice immediately before the start of the annual meeting of Members, unless postponed by the Council until a reasonable time thereafter and held after giving notice as required for special meetings of the Council.

(6) Special Meetings: Special meetings of the Council may be called at any time by the President, or in his/her absence, by any two Councilors, to be held at the registered office of the corporation or at such other place or places as the Council may from time to time designate.

(7) Notice: Notice to all special meetings of the Council shall be given to each Councilor by one day’s service of the same by telephone, email, letter, or personally. Such notice need not specify the business to be transacted at, nor the purpose of, the meeting.

(8) Quorum: A majority of the whole Council shall be necessary at all meetings to constitute a quorum for the transaction of business.

(9) Waiver of Notice: Attendance of a Councilor at a meeting shall constitute a waiver of notice of such meeting, except where a Councilor attends for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. A waiver of notice signed by any Councilor, whether before or after the time stated for the meeting, shall be equivalent to the giving of timely notice.

(10) Consent to Action: A Councilor who is present at a meeting of the Council at which action on a corporate matter is taken shall be presumed to have assented to such action unless his/her dissent shall be entered in the minutes of the meeting, or unless he shall file his/her written dissent to such action with the person acting as the secretary of the meeting, before the adjournment thereof, or shall forward such dissent to the Secretary-Treasurer immediately after the adjournment of the meeting. Such right to dissent shall not apply to a Councilor who voted in favor of such action.

(11) Executive and Other Committees: Standing or temporary committees may be appointed from its own number by the Council from time to time and the Council may from time to time invest such committees with such powers as it may see fit, subject to such conditions as may be prescribed by Council. An Executive Committee may be appointed by resolution passed by a majority of the full Council. It shall have and exercise all of the authority of the Council. However, no committee appointed hereunder shall have the authority of the Council in reference to amending the Articles of Incorporation, electing, appointing or removing any member of any such committee or any Councilor or officer of the corporation; adopting a plan for the distribution of the assets of the corporation; amending, altering or repealing any resolution of the Council which by its terms provides that it shall not be altered, amended or repealed by such committee; adopting a plan of merger or consolidation; authorizing or recommending the sale, lease or exchange or other disposition of all or substantially all the property and assets of the corporation otherwise than in the usual and regular course of business; authorizing or recommending a voluntary dissolution or a revocation thereof; or amending, altering or repealing these Bylaws. All committees so appointed shall keep regular minutes of the transactions of their meetings and shall cause them to be recorded in books kept for that purpose in the office of the corporation. The designation of any such committee and the delegation of authority thereto, shall not relieve the Council, or any member thereof, of any responsibility imposed by law.

(12) Remuneration: No stated salary shall be paid Councilors, as such, for their service, but by resolution of the Council, a fixed sum and expenses of attendance, if any, may be allowed for attendance at each regular or special meeting of such Council; provided, that nothing herein contained shall be construed to preclude any Councilor from serving the corporation in any other capacity and receiving compensation therefore. Members of special or standing committees may be allowed like compensation for attending committee meetings.

(13)  Loans: No loans shall be made by the corporation to the Councilors.

(14)  Action by Councilors Without a Meeting: Any action required or which may be taken at a meeting of the Councilors may be taken without a meeting if a consent in writing, setting forth the action so to be taken, shall be signed by all of the Councilors. Such consent shall have the same effect as a unanimous vote.

(15) Council of Academic Societies: In the event that the corporation is admitted to constituent membership in the Council of Academic Societies of the Association of American Medical Colleges, two Councilors shall be elected by the Members at the first annual meeting of Members following such admission to serve as representatives of the corporation to said Council. One such representative shall be elected for a two-year term and until his/her successor is elected and qualifies and the other representative shall be elected for a one-year term and until his/her successor is elected and qualifies. Thereafter, one Councilor shall be elected as such a representative at each annual meeting of members for a two-year term and until his/her successor is elected and qualifies.

Article V

Officers

(1) Designations: The officers of the corporation shall be a President, a President-Elect, and a Secretary-Treasurer. The Secretary-Treasurer-Elect shall succeed to the office of Secretary- Treasurer following the expiration of the term of the preceding Secretary-Treasurer and shall hold office until the fifth subsequent annual meeting of members and until his/her successor qualifies. The President-Elect shall succeed to the office of President following the expiration of the term of the preceding President and shall hold office until the next annual meeting of members and until his/her successor qualifies; and the succeeding President-Elect shall be elected by the Members at each annual meeting of members to hold office until the next annual meeting of members and until his/her successor is elected and qualifies. The President-Elect may not reach the age of 55 in the calendar year of election.

(2) The President: The President shall preside at all meetings of Members, shall serve as Chairperson of the Council, shall have general supervision of the affairs of the corporation, and shall perform all such other duties as are incident to his/her office or are properly required of him by the Council. He/she shall appoint the members of all ad hoc and standing committees and shall designate the chairman of each such committee from among its members, unless otherwise provided in the Bylaws or by action of the Members. Subject to the consent of the Council, he/she may create, combine or discontinue all appointive committees. He/she shall be an ex officio member of every committee, elected or appointed.

(3) President-Elect: The President-Elect shall act as a Vice-President and shall assume the duties of the President during the absence or disability of the President.

(4) Secretary-Treasurer: The Secretary-Treasurer shall issue notices for all meetings, except for notices for special meetings of the Members and special meetings of the Councilors which are called by the requisite number of Members or Councilors, shall keep minutes of all meetings, shall have charge of the seal and the corporate books, and shall make such reports and perform such other duties as are incident to his/her office, or are properly required of him by the Council. The Secretary-Treasurer shall also have the custody of all monies and securities of the corporation and shall keep regular books of account. He/she shall disburse the funds of the corporation in payment of the just demands against the corporation or as may be ordered by the Council, taking proper vouchers for such disbursements, and shall render to the Council from time to time as may be required of him/her, an account of all his/her transactions as Secretary- Treasurer and of the financial condition of the corporation. He/she shall perform such other duties as are incident to his/her office properly required of him/her by the Council. The Secretary-Treasurer shall arrange the agendas of meetings of both the Council and of the Members, provided that no question which five or more Members desire to have placed on the agenda of an annual Meeting of Members shall be omitted, and provided that there shall be at each meeting of members an opportunity for items of business to be introduced from the floor for action at a subsequent meeting. The Corporation shall set aside a portion of funds each year for support for the Secretary-Treasurer’s office. The amount of support will be determined by Council. This will include, but not be limited to, support of an administrative assistant to the Secretary-Treasurer in the form of an honorarium of $7,000 USD. Payment of this honorarium must be approved yearly by the Council during the first Council Meeting following the annual Meeting of the Members. The amount may be increased with a vote of the Membership. The Council may, with advisement from the Secretary-Treasurer, also approve an honorarium of $2,000 USD to the administrative assistant to the past Secretary-Treasurer who facilitates the transition of the Office of the Secretary-Treasurer. The amounts of the honoraria will be disbursed by the Secretary-Treasurer after the approval by the Council. The Secretary-Treasurer may not reach the age of 55 in the calendar year of election.

(5) Secretary-Treasurer-Elect: In the fourth annual meeting of the Secretary-Treasurer’s term an election for the Secretary-Treasurer-Elect shall be undertaken. The Secretary-Treasurer- Elect shall then participate in the activities of the Secretary-Treasurer in both running the society and arranging the meeting solely for the purpose of learning the responsibilities of the position. The Secretary-Treasurer will also prepare administrative support structure necessary for their term of office and the necessary financial accounts for their term of office. The Secretary-Treasurer may transfer funds as needed for the establishment of such accounts. At the conclusion of the fifth annual meeting of the Secretary-Treasurer’s term, the Secretary-Treasurer-Elect shall assume responsibility for the society and the powers vested in that office, and assume control of the finances and documents of the society. As such the past Secretary-Treasurer will transition powers and finances to the newly appointed Secretary-Treasurer and will only retain document copies sufficient to conclude his/her office with the completion of that transfer and an audit of the society accounts for his/her five-year term.

(6) Delegation: In the case of the absence or inability to act of any officer of the corporation of any person herein authorized to act in his/her place, the Council may from time-to-time delegate the powers or duties of such officer to any other officer or other person whom it may select.

(7) Vacancies: If the President dies, resigns, is incapacitated or ceases to be a Member, the President-Elect shall immediately become President. If the unexpired term to be served is less than six months, he/she shall serve as President and a Councilor until the second annual meeting of members following his/her becoming President and until his/her successor is elected and qualifies; if the unexpired term to be served is six months or more, he/she shall serve as President until the first annual meeting of members following his/her becoming President and until his/her successor is elected and qualifies. In all other cases, vacancies in any office arising from any cause may be filled by the Council at any regular or special meeting of the Council; and officers appointed to fill such vacancies shall serve for the unexpired terms of office of their immediate predecessors and for said predecessors’ unexpired terms as Councilors.

(8) Other Officers: The Council may appoint such other officers and agents as it shall deem necessary or expedient, who shall hold their offices for such terms and shall exercise such powers and perform such duties as shall be determined from time to time by the Council.

(9)  Loans: No loans shall be made by the corporation to the officers.

(10)  Term-Removal: Any officer or agent elected or appointed by the Council may be removed at any time, with or without cause, by the affirmative vote of a majority of the whole Council, but such removal shall be without prejudice to the contract rights, if any, of the so removed.

(11) Bonds: The Council may, by resolution, require any and all of the officers to give bonds to the corporation, with sufficient surety or sureties, conditioned for the faithful performance of the duties of their respective offices, and to comply with such other conditions as may from time to time be required by the Council.

Article VI

Elections

(1) Manner of Elections: Officers and Councilors required by these Bylaws to be elected by the Members shall be elected at each annual meeting of Members in the following manner:

  1. At the annual Council meeting, preceding the start of the annual meeting of members, the whole Council will act as a nominating committee. For the positions of Councilor, two candidates who will not reach the age of 55 in the calendar year of election from the Membership roster will be chosen in each of the three disciplines, obstetrics, pediatrics and basic sciences. For the office of president-elect, two candidates who will not reach the age of 55 in the calendar year of election from one of the three disciplines will be selected. The discipline selected will rotate from year to year on a regular basis among the three disciplines, obstetrics, pediatrics and basic sciences.
  2. For the office of Secretary-Treasurer, or of Secretary-Treasurer-Elect as required, Council will solicit from the membership at least 90 days in advance of the next annual meeting of members any interested candidates who will not reach the age of 55 in the calendar year of election for the position. Such candidates will be required to submit supporting documents of Council’s choosing attesting to the candidate’s qualifications and interest in the position of Secretary-Treasurer. Council will choose one or two appropriate candidates for nomination as Secretary-Treasurer-Elect.

(2) The President shall present the slate of nominees to the membership present at the subsequent annual meeting of members for a vote. A simple majority of members present will be sufficient for election. In the case of a tie vote, Council will reconvene and vote to break the tie. Successive Terms: A President may not succeed him/herself. No more than two successive terms may be served by a Councilor.

Article VII

Finance

The monies of the corporation shall be deposited in the name of the corporation in such bank or banks or trust company or trust companies as the Council or Secretary-Treasurer shall designate, and shall be drawn out only as authorized by the Secretary-Treasurer.

Article VIII

Notices

Except as may otherwise be required by law, any notice to any Member or Councilor may be delivered personally or by telephone, mail or email. If mailed, the notice shall be deemed to have been delivered when deposited in the United States mail, addressed to the addressee at his/her last known address in the records of the corporation, with postage thereon prepaid.

Article IX

Indemnification of Officers, Trustees, Employees and Agents

(1) Criminal Actions / Proceedings: The corporation shall indemnify every person who was or is a party or is threatened to be made a party to any threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative (other than an action by or in the right of the corporation) by reason of the fact that he/she is or was a Councilor, officer, employee, or agent of the corporation, or is or was serving at the request of the corporation as a Councilor, officer, employee, trustee, or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses up to the limits of the Society’s insurance coverage of $5,000 including: attorneys’ fees, judgments, fines, and amounts paid in settlement actually and reasonably incurred by him/her in connection with such action, suit or proceeding if he/she acted in good faith and in a manner he/she reasonably believed to be in or not opposed to the best interests of the corporation and with respect to any criminal action or proceeding, had no reasonable cause to believe his/her conduct was unlawful. The termination of any action, suit or proceeding by judgment, order, settlement, conviction, or upon a plea or nolo contendere or its equivalent, shall not of itself create a presumption that the person did not act in good faith and in a manner which he/she reasonably believed to be in or not opposed to the best interests of the corporation and, with respect to any criminal action or proceeding, had reasonable cause to believe that his/her conduct was unlawful.

(2) Negligence or Misconduct: No indemnification shall be made in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable for negligence or misconduct in the performance of his/her duty to the corporation unless and only to the extent that the court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability but in view of all circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which such court shall deem proper.

(3) Any indemnification under subsections (1) and (2) hereof (unless ordered by a court) shall be made by the corporation only as authorized in the specific case upon a determination that indemnification of the Councilor, officer, employee or agent is proper in the circumstances because he/she has met the applicable standard of conduct set forth in subsections (1) and (2) hereof. Such determination shall be made (a) by the Council by a majority vote of a quorum consisting of Councilors who were not parties to such action, suit or proceeding, or (b) if such a quorum is not obtainable, or even if obtainable, a quorum of disinterested Councilors so directs by independent legal counsel in a written opinion, or (c) by the Members.

(4) Upon the majority vote of a quorum of the Council, the corporation may purchase and maintain insurance on behalf of any person who is or was a Councilor, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a Councilor, officer, employee, trustee, or agent of another corporation, partnership, joint venture, trust, or other enterprise against any liability asserted against him/her and incurred by him/her in any such capacity, whether or not the corporation shall have indemnified him/her against such liability under the provisions of this Article.

Article X

Books & Records

The corporation shall keep correct and complete books and records of account and shall keep minutes of the proceedings of its Members and Council and committees having any of the authority of the Council, and shall keep at its registered office or principal place of business, or at the office of the Secretary-Treasurer, a record of its Members, giving the names and addresses of all Members and the class of the membership held by each. In the event these records are electronic, reasonable effort shall be made to establish backup copies against loss.

Article XI

Amendments

(1) By Members: These Bylaws may be altered, amended, or repealed by an affirmative, simple majority vote of the Members at any regular or special meeting of the Members.

(2) By Council: The Council shall have power to make, alter, amend, and repeal the Bylaws of this corporation. However, any such Bylaws, or any alteration, amendment or repeal of the Bylaws, must be approved by a simple majority of the Members entitled to vote at any Members’ meeting.

Article XII

Committees

Standing or ad hoc committees may be established by the Members at the annual meeting of Members or by the Council acting between such annual meetings. Members of standing committees shall be chosen from among the Members. Members of ad hoc committees may be selected from the academic community-at-large. Such committees shall carry out such duties and make such reports as are assigned and required by the Members or Council. However, no committee created or maintained under this Article shall exercise any powers of the Members or Council.

Article XIII

Miscellaneous

(1) Singular and plural: As used herein, the singular shall include the plural and the plural shall include the singular.

(2) All meetings of Members, the Council, and any Committee of either shall be governed by Robert’s Rules of Order, revised, except as otherwise provided in these Bylaws.

Article XIV

International Interchange

(1) Relationships that promote the mutual interest of the PRS and Established (determined by PRS Council) International Research Societies are encouraged as they promote the identity of PRS as an international research society.

(2) Pre-requisite: already established informal relationship defined as:

  1. The interested Society nominates and supports young investigator travel from their country to the annual RPS meeting OR
  2. The interested Society agrees to invite a PRS member as a speaker to their annual meeting, selected from a list provided by Council.

(3) Process for consideration: International Interchange Status

  1. PRS and the International Research Society will exchange notices of mutual interest.
  2. Council will vote at a regularly scheduled Council meeting considering the financialposition of PRS.
  3. Majority affirmation is required to move forward.
  4. The relationship will take effect following this Council vote in the affirmative.
  5. Affirmative votes will be reported by the Secretary-Treasurer at the next annualBusiness meeting.
  6. Reconsideration can be requested in cases where affirmation is not received.

(4)  Benefits to International Interchange Society:

  1. PRS will reserve a space at the pre-meeting Young Investigator Grant Writing Workshop for the young investigator selected and supported by the International Society.
  2. PRS will provide a travel stipend for a member of the leadership of the International Society to attend the annual PRS meeting. The amount of the stipend will be determined by Council at the time of affirmation and, subject to a satisfactory financial position, shall remain consistent year to year unless determined by Council that the stipend amount should change. Notice of a benefit change will be provided to the international society six months prior to the PRS annual meeting.

(5)  As part of the process for International Interchange Status, PRS will negotiate a reciprocal relationship with the partner International Society. This reciprocal relationship does not necessarily have to be equitable in terms of monetary investment. Council will determine what constitutes an appropriate reciprocal relationship.

(6) Either PRS or the International Society can void the Interchange agreement upon notice and within six months of the subsequent annual meeting. Termination of the agreement by PRS requires a majority vote by Council at a scheduled Council meeting.

Version: Latest amendments approved by general membership vote at the Annual Meeting September 2023; Reviewed and Approved; additional modifications by Council Vote 10/2023.

Laura Goetzl Secretary-Treasurer 12/2023