Oncofertility Consortium Bylaws

I.           The Society

The Oncofertility Consortium (“Consortium”) is a new medical organization.  The purpose of the Consortium shall be to educate its members, healthcare professionals, students, patients, policy makers, and the general public about fertility preservation in the face of cancer or other disease, which can affect a person’s reproductive capacity

II.          Membership

The membership of the Consortium shall be divided into four classes as described below.

Section 1.           Physician Members

The requirements for membership as a Physician Member are satisfactory evidence of the candidate’s good moral, ethical and professional standing; and

(a) A degree of Doctor of Medicine, Doctor of Osteopathy, or an equivalent; and

(b) A license to practice medicine in at least one state of the United States, its territories or possessions (including the District of Columbia), or in a province of Canada; such a license may be considered satisfactory evidence of a degree for purposes of (a) above.  The requirement of an active medical license is waived for physicians in training (residents and fellows) provided they are enrolled in a residency or fellowship program accredited by the Accreditation Council for Graduate Medical Education (ACGME), or the American Osteopathic Association (AOA), or Royal College of Physicians and Surgeons of Canada (RCPSC).

Section 2.           Non-Physician Members

The requirements for membership as a Non-Physician Member are satisfactory evidence of the candidate’s good moral, ethical and professional standing; and

(a) A degree in a scientific discipline, nursing, or other healthcare field (excluding the degrees of Doctor of Medicine, Doctor of Osteopathy, or an equivalent); and

(b) Practice or research interest focused on Oncofertility.

Section 3.           Student Members

Students in accredited schools (allopathic and osteopathic) successful completion of and graduation from which would entitle them to apply for membership under either Section 1 or Section 2 of this Article may apply to become student members of the Consortium.

Section 4.           International Members

Individuals who, but for the fact that they are not U.S. or Canadian residents, and are not licensed to practice medicine or a related discipline, in the U.S. or Canada, may apply to become international members of the Consortium.

Section 5.           Dues and Assessments

All members of the Consortium shall pay such annual or other dues or assessments as may from time to time be determined by the Board of Regents.  The Board may create categories of members exempt from dues.

III.         Meetings

The Consortium shall hold at least one Business Meeting per year.  The membership of the Consortium shall be notified of the time and place of such a Meeting at least three months prior to the Meeting. Additional meetings may be called by the Board of Regents, on no less than three months notice. Electronic notification of members, including notification by posting information on the Consortium’s website shall be considered sufficient for the purposes of this paragraph.

Members in attendance, however many in number, shall constitute a quorum, provided that the Meeting has been properly called, and further provided that Physician members constitute at least half of the attendees.

IV.        Board of Regents

The management and control of the business and affairs of the Consortium shall be vested in the Board of

Regents.

Section 1.           Board Composition

The Board of Regents shall consist of no less than three and no more than twenty one Regents.  The precise number of Regents shall be fixed in the Bylaws.  The majority of the Board shall be made up of Physician Members of the Consortium.  Each Regent shall serve a term of three years.  The terms of the Regents shall be staggered in such a way that one third of the Board will be subject to election at each annual Business Meeting of the Consortium.  The Board shall elect a chairman from among its members.

Section 2.           Nomination and Election

The Board of Regents shall form a Nominating Committee, which shall in turn propose candidates for election to the Board of Regents to the Consortium’s membership.  The procedures for the nomination process shall be established in the Bylaws.

The Regents shall be elected at the Business Meeting.  A majority of those voting shall be required to elect a Regent.

Section 3.           Vacancies

Should a Regent vacate his office prior to the expiration of the term, the Board shall appoint a

replacement to serve until the next Business Meeting of the Consortium.  At the next Business Meeting of the Consortium, the members shall elect a replacement Regent, in the same manner as provided in Section

2 of Article IV, to serve for the balance of the unexpired term.

Section 4.           Meetings of the Board

The Board of Regents shall hold meetings no less than annually.  That meeting shall coincide with the annual Business Meeting of the Consortium.  No notice, apart from the notice for the holding of the Business Meeting of the Consortium shall be necessary for this meeting of the Board.  The Chairman of the Board of Regents, or the majority of the Board, may call additional meetings provided that at least one month notice of the impending meeting is given to all of the Regents.  Notice by electronic means shall be considered sufficient.  Majority of the Board shall constitute a quorum.

Section 5.           Committees

The Board shall have the power to form advisory committees on such matters as are deemed of sufficient importance by the Board.

Section 5.           Other Board of Regents Powers

The Board of Regents shall have the powers to act on behalf of the Consortium in all matters permissible by law.

V.         Amendments

Any Amendment to this Constitution must be submitted to the Board of Regents at least eight months prior to the next Business Meeting of the Consortium.  The Board shall publish the proposed amendment in its call to meeting (i.e., six months prior to the next Business Meeting of the Society).  A two-third vote of those voting shall be required for the adoption of the amendment, provide further that there proposed amendment must achieve majority support within each class of membership (as defined in Article II) represented at the Business Meeting.