SINO-AMERICAN NETWORK FOR THERAPEUTIC RADIOLOGY AND ONCOLOGY BYLAWS
ARTICLE I: NAME
ARTICLE II: MISSIONS
ARTICLE III: MEMBERSHIP
ARTICLE IV: EXECUTIVE OFFICERS
ARTICLE V: STANDING COMMITTEES
ARTICLE VI: EXECUTIVE BOARD OF DIRECTORS
ARTICLE VII: ADVISORY BOARD OF DIRECTORS
ARTICLE VIII: SCHOLARS
ARTICLE IX: AMENDMENTS
ARTICLE I: NAME
This non-profit organization shall be known as the Sino-American Network for Therapeutic Radiology and Oncology, hereafter referred to as “SANTRO” or the “Organization”.
ARTICLE II: MISSIONS
Section 1. Mission Statement
SANTRO aims to bridge Chinese and American Radiation Oncology communities for medical and educational exchange. SANTRO fosters communication among medical professionals from the United States and China for the delivery of high-quality radiation therapy to cancer patients. The specific mission of SANTRO is to:
1. Facilitate scientific and educational collaborations between the United States and China in the field of Therapeutic Radiology and Oncology.
2. Promote exchanges of state-of-the-art technologies and scholars between the United States and China in the field of Therapeutic Radiology and Oncology.
3. Establish a network for international clinical trials between the United States and China in the field of Therapeutic Radiology and Oncology.
ARTICLE III. MEMBERSHIP
Section 1. Membership categories
Memberships of the Organization are classified into following categories: Full Membership, Associate Membership, Honorary Membership, Corporate and Institutional Membership, and Lifetime Membership. The Organization shall have the sole jurisdiction of moral, ethical, and professional qualifications requisite for elections or terminations of the membership.
Section 2. Full Membership
A Full Member on the American side shall be a board certified radiation oncologist, a board certified radiologist, a board certified physician of other fields involved in care of cancer patients, a board certified medical physicist, an independent radiation biologist or its equivalent in North America whose interests and professional activities are concurrent with SANTRO’s missions.
A Full Member on the Chinese side shall be a government accredited physician practicing in the field of radiation oncology, radiology, and other fields involved in care of cancer patients, a medical physicist or an independent radiation biologist in the field of therapeutic radiology and oncology whose interests and professional activities are concurrent with SANTRO’s missions.
B. Rights of a Full Member:
Except as otherwise specified in the Bylaws of the Organization, each member shall have full membership rights including (but not limited by):
1) Access to all resources of the organization.
2) Attending SANTRO sponsored Meetings/Symposiums at a discounted rate.
3) Possibility of becoming a SANTRO scholar, as defined by the Bylaws, who may be invited to give lectures or to participate in training program sponsored by SANTRO.
4) Voting on all matters submitted to a vote of the membership.
5) Being candidates for elective officers, and being appointed to all committees or Board of Directors of the Organization.
Section 3. Associate Membership
An Associate Member is granted to a person in-training in the field of radiation oncology, a radiation oncologist or a medical physicist, or an individual who have not received their Board Certifications.
An Associate Member may be a post-doctoral fellow, a medical student, or a graduate student in the fields of radiation biology and radiation physics, or a board certified professional who does not wish to be a Full Member.
An Associate Member may also be a dosimetrist, a therapist, a nurse/nurse practioner,a physician assistant, a computer programmer, an administrative staff or any individual involved in the care of cancer patients and the field of Therapeutic Radiology and Oncology. B. Rights of an Associate Member:
An Associate Member have all of the rights of a full member except for voting on all matters submitted to a vote of the membership and being candidates for elective officers, and being appointed to all committees or Board of Directors of the Organization.
An Associate member may transfer to a full member upon completion of their training and payment of full membership dues.
An Associate member may not have membership dues/fees.
Section 4. Honorary Membership
Honorary membership shall be granted to those individuals who are highly recognized as senior professionals in the field of radiation oncology or other related fields, or to those who have made important contributors from government or other organizations and who are willing to support SANTRO to realize its missions.
Honorary member shall be regarded as a privilege of the SANTRO.
Honorary member shall be nominated by the executive committee, reviewed by membership committee, and approved by the board of directors.
An Honorary Member may be elected as the members of the Advisory Board of Directors.
An Honorary Member has all rights and privileges of a Full Member, except for being elected to the Board of Directors of the Organization.
Section 5. Lifetime Membership
Members who are willing to pay a large sum of membership dues as determined to be appropriate by the Board will be granted a lifetime membership. The current rate is 10-fold of the Full Membership due.
Section 6. Institution Membership
Institution Membership shall be conferred by the Board of Directors, in its discretion, on those organizations, such as academic institutions, which are involved in a substantial way with activities in connection with the missions of the Organization.
An Institution Member shall be given priority when nominating SANTRO scholars from the institution and hosting SANTRO scholars within the institution.
An Institution Member shall be given priority for SANTRO sponsored international clinical trials. Faculties from Institution members shall be given priority for the principal investigators of SANTRO trials.
An Institution Member has the right to organize a SANTRO symposium at the approval of the board.
An Institution Member shall be recognized by SANTRO and its members from both USA and China through listing on the SANTRO website and acknowledgments during SANTRO activities.
An Institution Member shall have no membership voting rights.
An Institution Member shall pay such membership dues as may be determined by the Board and shall enjoy such membership benefits as may be determined by the Board.
Section 7. Corporate Membership
Corporate Membership shall be conferred by the Board of Directors, in its discretion, on those organizations, such as commercial enterprises, which are involved in a substantial way with activities in connection with the missions of the Organization.
A Corporate Member shall pay such membership dues as may be determined by the Board and shall enjoy such membership benefits as may be determined by the Board.
A Corporate Member shall have no membership voting rights.
Section 8. Application and Election to Membership
Any individual in standing of the Organization, agrees with SANTRO’s missions and follows this bylaw, who falls into any one of above categories, pays the membership dues in a timely fashion when required, may submit an application to become a member. Applications will be reviewed by the Membership Committee for eligibilities and approval
Section 9. Membership Dues/Fees
Membership dues and application fees, except those for Corporate and Institution Memberships, shall be set by the Board of Directors with the approval of the membership of the Organization. Dues shall be payable on an annual basis except for lifetime members and advisory board members.
Section 10. Membership Discipline/Termination
The membership of the Organization may be terminated for non-payment of dues.
Any member may be disciplined for actions that violate the Bylaws, discredit the Organization, or are otherwise inimical to the best interest of the Organization. Such discipline may include, without limitation, censure, suspension or termination of the membership. Any discipline or termination should be proposed by the membership committee and be approved by the executive committee.
Any member may resign from their position by submission of a formal letter of resignation to the SANTRO committee.
ARTICLE IV. OFFICERS
Section 1. Qualifications:
The Officers of the Organization shall be the President, two Vice-Presidents, Secretaries/Treasurers, and the Chair of the Executive Board of Directors. These Officers shall perform those duties associated with their offices and those duties outlined in these Bylaws. An officer shall be a Full or Lifetime Member of the Organization who devotes a substantial portion of his/her professional time to therapeutic radiology and oncology. The Vice-President’s positions shall be filled by two full members: one from the United States and certified by the American Board of Radiology, and the other from China. The positions of Secretaries and Treasurers shall be elected from full members in a similar pattern: one from the United States and the other from China.
The Executive Committee shall function as the operational body of the organization. The Executive Committee shall be authorized to approve actions within of an immediate funding limit of not more than $10,000, unless pre-approved by the Board. The President should be the chair of the executive committee.
Section 2. President and Vice-Presidents
The duties of the President and Vice-Presidents shall be:
A. The president shall preside over all general meetings of SANTRO. The Vice-president-in-US shall preside over the meetings in the United States when the President is absent. The Vice-President-in-China shall preside at the meetings in China when the President is absent.
B. With the assistance of the Vice-Presidents, the President shall lead organizational activities and ensure the success of the whole Organization. Specifically, the President shall identify funding resources for SANTRO activities and establish outreach programs with other organizations.
C. With the assistance of the Vice-Presidents, and the approval of the Board of Directors, the President shall make nominations and final appointments of all standing committee chairs except for the Chair of Executive Committee for SANTRO functions.
D. With the assistance of the Vice-Presidents, and the approval of the Board of Directors, the President shall identify and appoint the members of any special committee or task force not otherwise provided for in the Bylaws.
E. With the assistance of the Vice-Presidents, the President shall assign, review and approve all committee proposals to fulfill the mission of the Organization.
F. The President shall represent SANTRO at national and international meetings.
Section 3. Secretaries
The duties of the Secretaries shall be to:
A. Ensure that proper procedures are followed for recording minutes, record maintenance, membership activities, ballot counting, and alerting the membership to upcoming SANTRO related activities.
B. Assist the President to preside the meetings and in correspondence to the members of the Organization.
Section 4. Treasurers
The Treasurers shall:
A. Serve as the principal financial officer of the Organization and assume responsibility for the receipt and disbursement of the funds of the Organization (including collection of dues) in accordance with the authorization and direction of the Board of Directors.
a. The treasurer in China collects the dues from members in China, while the treasurer in the States collects the dues from members of the United States.
b. The treasurers may assign accountants to help as indicated with the growth of the organization.
B. Present audited financial and investment reports to the Organization at the business meeting.
C. Be responsible for developing a prospective budget for the Organization, supervising adherence to the budget and overseeing the investment of the financial reserves of the organization to obtain the maximum secure return. All budget recommendations developed by the treasurer shall be referred to the Board of Directors for final review and disposition.
a. The treasurers may establish a finance/audit committee as needed with the growth of the organization.
D. Have the responsibility and authority to make and implement specific investment decisions consistent with the basic policies of the Organization.
E. Be authorized to approve actions within an immediate funding limit of not more than $200 on him/herself, $1,000 with a written co-approval from the President.
Section 5. Chair of the Executive Board
The duty of the Chair of the Executive Board among the Officers shall be limited to ensure that all the actions carried out with this committee is to fulfill the mission of the Organization, according to the basic policies of the Executive Board. The detailed responsibilities of the Chair of the Executive Board are listed in Article IV, section 3.
Section 6. Nomination and Election
The Board of Directors shall make nominations for the President, Vice-Presidents, Secretaries, and Treasurers. The President shall nominate the Chairs for all Standing Committees for approval by the Board. Members shall elect the Officers except for the Chair of the Board of Directors.
Section 7. Terms of Office
A term of office for the President, Vice-President, Secretary, and Treasurer shall last for two years. The President may not directly succeed him- or herself. The Vice-Presidents, Secretaries and Treasurers may be elected for a second two-year term.
ARTICLE V. STANDING COMMITTEES
Section 1. Appointments and Tenure
The President, with the concurrence of the Board of Directors, shall appoint the Chairs for all Standing Committees, except for the Executive Committee. The appointed committee chair shall select a co-chair from China if the chair is from US or select a co-chair from US if the chair is from China. Members of each committee shall be nominated by the Chair of the committee. All selections by the committee chair shall be approved by the Executive Committee.
Membership of Standing Committees shall be limited to active members of the Organization who are in good standing. Their tenure shall last as the same as elected Officers.
The President, with the concurrence of the Board, may establish other committees as the need arises or as required by the Bylaws.
Standing committees may appoint sub-committees. The Chair of the sub-committee must be a member of the Standing Committees.
Section 2. Standing Committees
The Standing Committees shall be the Executive Committee and the following:
A. Scientific Committee
B. Educational Committee
C. Clinical-trial Committee
D. Membership Committee
E. Scholar Exchanging Committee
F. Website and Public Relations Committee
Section 3. Executive Committee
The Executive Committee shall be comprised of the President, the Vice-presidents, the Secretaries, the Treasurers, and the Chair of the Board of Directors.
Additional members may be appointed by the Board. The President shall be the Chair of the Executive Committee.
The Executive Committee shall function as the operational body of the Organization and be exercising general supervision of the business of the Organization as well as approval of the nominations of committee members and SANTRO scholars.
Section 4. Scientific Committee
The Scientific Committee shall consist of members from both the United States and China.
The Scientific Committee shall define the differences between China and the United States in sciences and technologies. It shall be responsible to organize scientific sections for SANTRO symposium and approve scientific merits of proposed clinical trials.
Section 5. Educational Committee
The Educational Committee shall consist of members from both the United States and China.
The Educational Committee shall define differences between China and the United States in education and training for professionals in the field of radiation oncology. It may be responsible to organize educational sections for SANTRO symposium.
Section 6. Clinical-trial Committee
The Clinical-trial Committee shall consist of members from both the United States and China.
The Clinical-trial Committee shall define differences between China and the United States in clinical trials. It shall be responsible to organize clinical trial sections for SANTRO symposium, approve, and conduct quality controls of proposed clinical trials.
Section 7. Membership Committee
The Membership Committee shall consist of members from both the United States and China.
The Membership Committee shall be responsible for recruiting and retaining SANTRO members, defining and protecting rights and benefits of SANTRO members. It shall maintain the membership list and identify potential leaders for the Organization.
Section 8. Scholar Exchanging Committee
The Scholar Exchanging Committee shall consist of members from both the United States and China.
The Committee shall be responsible for establishing SANTRO scholar operational system. It shall identify potential candidates and sponsoring Institution/advisors and ensure financial resources of the exchange scholars.
Section 9. Website and Public Relation Committee
The Website and Public Relation Committee shall consist of members from both the United States and China and shall be responsible for designing, maintaining the Organization’s website and keeping it up to date. This Committee shall also be responsible for propagating the Mission of the Organization, activities, progress and achievement of the Organization. The Committee shall identify strategic planning for raising funds and supports from other organizations and institutions that are deemed to be appropriate by the Board.
Section 10. Ad hoc Committee
An ad hoc Committee shall be responsible for a special function called by the organization as it deems necessary. The purposes and authority of this Committee shall be set forth by resolution of the Board of Directors, and the composition and terms of members of the Committees shall be recommended by the President and approved by the Board of Directors.
ARTICLE VI: EXECUTIVE BOARD OF DIRECTORS
Section 1. Founding Board of Directors
The members of the Founding Board of Directors are the individuals who found the Organization. Members of the Founding Board of Directors shall be permanent members of the Board, except for those who resign the position, or who have not attended the Board Meeting for three consecutive times.
Section 2. Members of the Executive Board of Directors
The Members of the Executive Board shall be composed of all the members of the Founding Board of Directors, all the elected and current officers, and all the immediate past officers of the Organization. Any individual who has made an outstanding contribution to the organization may be specially nominated and approved by the Executive Board as a member of the Executive Board or Advisory Board. The Founding Board of directors shall serve as the first Board.
Removal of Board Members - Any Officer or Board Member may be removed by a three-quarters (3/4) vote of the participating Directors, whenever in their judgment the best interest of the Organization will be served thereby.
Section 3. Chair of the Executive Board of Directors
The immediate Past President shall serve as the Chair of the Executive Board of Directors. He/She shall preside over all the meetings of the Executive Board, and call a board meeting if it is necessary. The first elected President shall also be the Chair of the first Executive Board.
The Chair of the Executive Board shall:
A. Serve as the Chair of the Board of Directors and preside over all meetings of the Board, including establishing date, time, and location.
B. Sign, with any other proper officer, employee or agent of SANTRO authorized by the Board, any contracts or other instruments which the Board has authorized to be executed.
C. Serve as a non-voting ex-officio member of all Standing Committees, ad hoc Committees or task forces, except as otherwise specified.
D. Act in the event of any contingency or emergency not covered by the Bylaws.
E. Perform all duties incident to the office of Chair and such other duties that the Board may prescribe.
Section 4. Immediate Past Chair of the Board of Directors
The Immediate Past Chair of the Executive Board of Directors shall serve as a member of the Executive Board of Directors, and shall assume the duty as the Chair of the Board in the absence of the Chair of the Board or upon the delegation of such duty by the Chair of the Board.
Section 5. Quorum Rule
Each member of the Executive Board shall have full voting rights as a director of the Organization. A simple majority of members of the Executive Board of Directors shall be necessary for approval of anything requiring action from the Board.
Section 6. Duties of the Executive Board of Directors
The duties of the Executive Board of Directors are to carry out objectives of the Organization as stated in the Bylaws, including but not limited to:
A. Approve, amend and interpret Bylaws.
B. Nominate and approve the election of the Officers of the Organization as stated in the Bylaws.
C. Nominate and approve the election of special members of the Executive Board of Directors, and members of the Advisory Board of Directors.
D. Approve the President’s nominations of committee chairs, operational plans, and the annual report as well as annual budget.
E. Establish the basic policies on finance and budget for the Organization.
F. Create special committees (ad hoc committees) from the membership of the Executive Board of Directors to act on specific matters, when necessary.
G. Exercise a final authority over the business and financial affairs of the Organization, including, but not limited to, the acquisition, management, control and disposition of property and the authorization of all contracts on its behalf. The Executive Board of Directors may delegate portions of such authority to the Executive Committee.
ARTICLE VII: Advisory Board of Directors
The Advisory Board of Directors shall include reputed senior radiation oncologists, medical physicists or radiation biologists, and radiologist who actively support SANTRO activities in various ways. The Advisory Board has two sub-boards, one based in China, the other based in US. Each sub-Advisory Board may have one to four chairpersons.
The Board shall nominate and elect an individual who is qualified as a member of the Advisory Board of Directors with consent of the individual to be in this position. Members of the Advisory Board shall be awarded the Honorary Membership of the Organization.
Members of the Advisory Board of Directors may be invited to attend the Board of Director meetings.
ARTICLE VIII: Scholars
SANTRO scholars are SANTRO sponsored or co-sponsored medical professionals who conduct clinical, scientific or educational activities in accordance with the SANTRO mission. SANTRO scholars may be teaching scholars, exchanging scholars, or trainees.
If a scholar is financially supported by SANTRO, the Scholar shall be nominated by appropriate committees and approved by the Board of Directors. The hosting institutions for trainees shall also be nominated by appropriate committees and approved by the Board of Directors.
Members from a SANTRO Institution shall have the priority to be elected as SANTRO Scholars and a SANTRO Institution shall have the priority to be elected as a hosting institution for SANTRO Scholars.
ARTICLE IX. AMENDMENTS
These Bylaws may not be amended except by strict adherence to the procedures set forth in this article. Proposals for amendments may be presented by the Executive Board of Directors, or by a petition signed by at least ten (10) members entitled to vote in good standing.
Within 90 days of the next Business Meeting, the proposed amendments shall then be presented to the membership for a secret ballot for final approval or rejection in the manner provided for. Any proposed amendment to these Bylaws shall be adopted upon receiving the affirmative votes of a majority of the members voting thereon. If a single ballot is used for voting on more then one proposal, the number of members voting shall be determined separately as to each proposal