Gay Doctors Ireland (GDI)

NAMES AND OBJECTS

1. The Association formed on Saturday 8th May 2010, known as 'Gay Doctors Ireland', hereinafter referred to as 'the Association', is formally constituted.

2. The aim of the Association shall be:

-  to provide professional and social support to lesbian, gay, bisexual and transgender (LGBT) doctors and medical students;

- to combat discrimination and homophobia in healthcare settings, for doctors and patients alike;

- to provide education on and promote awareness of LGBT issues relevant to the practice of medicine;

-  to facilitate and promote research on LGBT health issues.

MANAGEMENT

3. The affairs of the Association shall be managed by a Committee elected annually by the members.

4. The Committee shall consist of nine Members: the Honorary Officers, as listed in section 5, and Ordinary Members. At each AGM, the Committee shall nominate four members to remain in place for a second term, with the remaining five standing down or seeking re-election.  There shall be no term limit, however no Member may sit on the Committee for more than 2 years without standing for re-election.

5. The Association shall have as Honorary Officers: Chair, Secretary, Treasurer, Events & Research Officer, Information Technology Officer, and at least one Student Representative.

MEMBERSHIP

6.    Membership of the Association is open to all LGBT individuals supporting the aims of the association who are registered as medical practitioners or medical students.

7.   Applications for membership of the Association shall be accepted on a rolling basis. Applicants must be able to furnish evidence of registration as a medical practitioner or medical student.

8.   The amounts of the subscriptions (if any) shall be such sums as may from time to time be adopted by resolution passed at a General Meeting of the Association.  A bare majority of the members eligible to vote and present at such meeting shall be sufficient for the adoption of such resolution.

9.  Subscriptions (if any) are payable, at the latest, by the date of the Annual General Meeting.  At the discretion of the Committee, failure to pay subscriptions may be considered grounds for the termination of membership.

TERMINATION / SUSPENSION OF MEMBERSHIP OF THE COMMITTEE

10. A member may resign their membership by giving the Honorary Secretary notice to that effect.

11. Should circumstances arise which, for the well-being of the Association, would require the suspension or expulsion of any member, power to that effect shall be vested in the Committee. This power may only be exercised at a Special Committee Meeting called for the purpose of considering the matter. The member complained of shall be afforded the opportunity of a hearing at the Special Committee Meeting.  The passing of a Resolution to suspend or expel a member requires the support of three quarters of the Committee members present at the meeting.

12. Any member expelled in accordance with the rules or otherwise ceasing to be a member of the Association shall forfeit all such rights to or claims upon the Association or its property or funds as he/she would have had by reason of membership apart from any monies advanced to the Association funds in excess of the normal membership fee.

GENERAL MEETINGS

13. The Annual General Meeting of the Association shall be held not more than eighteen months after the previous AGM, at such time and venue as the Committee shall appoint and shall specify the meeting as such in the notices calling it.

14. All General Meetings other than the Annual General Meeting shall be called Extraordinary General Meetings. An Extraordinary General Meeting shall be called by the Honorary Secretary on the instruction of the Committee whenever they think fit. An Extraordinary General Meeting shall also be called by the Honorary Secretary on receipt of a requisition to that effect, signed by at least ten Ordinary Members. The requisition must state the object for which the meeting is to be called.

15. Notices convening General Meetings shall be posted, emailed or given to members at least 14 days in advance. The accidental omission to give notice of a Meeting to, or the non-receipt of notice of a Meeting by, any person entitled to receive such notice shall not invalidate the proceedings at that meeting.

PROCEEDINGS AT GENERAL MEETINGS

16. At all General Meetings of the Association, the Chair shall be taken by the Chairperson, or in his/her absence by an Ordinary Member selected by the Ordinary Members present by means of a simple majority.

17. No business shall be transacted at any General Meeting unless a quorum of voting members is present at the time when the Meeting proceeds to business. 5 Ordinary Members or one third of the ordinary membership (which ever is less) present in person shall be a quorum.

18. If, within an hour from the time appointed for any General Meeting, a quorum is not present, the Meeting, if convened on the requisition of members, shall be dissolved. In any other case, it shall stand adjourned to the same day in the next week, at the same time and place, unless otherwise notified in writing to the members by the Honorary Secretary.

19. The Chairperson may, with the consent of any General Meeting at which a quorum is present (and shall, if so directed by the meeting), adjourn the meeting from time to time and from place to place, but no business shall be transacted at any adjourned meeting other that the business left unfinished at the meeting from which the adjournment took place. When a meeting is adjourned for 30 days or more, notice of the adjourned meeting shall be given as in the case of the original meeting. Save as aforesaid, it shall not be necessary to give any notice of an adjournment or of the business to be transacted at an adjourned meeting.

MEMBERS' VOTING ENTITLEMENT AT GENERAL MEETINGS

20. Each Ordinary Member shall have one vote at General Meetings. Votes must be given in person.

21. Where there is an equality of votes, the Chairperson of the meeting shall be entitled to a second or casting vote.

22. No member with voting rights shall be entitled to vote at any General Meeting unless any or all monies immediately payable by him/her to the Association have been paid.

23. No objection shall be raised to the qualification of any voter except at the meeting or adjourned meeting at which the vote objected to is given or tendered and every vote not disallowed at such meeting shall be valid for all purposes. Any such objection shall be referred to the Chairperson of the meeting whose decision shall be final and conclusive, subject to the said decision being in accordance with these Rules.

VOTING ON RESOLUTIONS AT GENERAL MEETINGS

24. No resolution or proposal at General Meetings shall be deemed to be carried unless a majority of those present who are entitled to vote, support it, except as otherwise provided for in these Rules.

25. At any General Meeting a resolution put to the vote of the meeting shall be decided on a show of hands unless a poll is (before or after the result of the show of hands) demanded: (a) by the Chairperson, or (b) by at least two members. Unless a poll is so demanded, a declaration by the Chairperson that a resolution has on a show of hands been carried or carried unanimously or by a particular majority or lost and an entry to that effect made in the book containing the minutes of proceedings of the Association shall be conclusive evidence of the fact without proof of the number or proportion of the votes recorded in favor of or against such resolution. The demand for a poll may be withdrawn.

26. Except as provided in Rule 27, if a poll is duly demanded it shall be taken by secret ballot of members present and eligible to vote and the result of the poll shall be deemed to be a resolution of the meeting at which the poll was demanded

27. A poll demanded on the election of a Chairperson or on a question of adjournment shall be taken forthwith. A poll demanded on any other question shall be taken at such time as the Chairperson of the meeting directs and any business other that that upon which a poll has been demanded may be proceeded with pending the taking of the poll.

SELECTION OF COMMITTEE

28. The honorary officers and committee then in office shall retire at each Annual General Meeting. Members of the outgoing committee are eligible for re-election if nominated as here and after provided for. Nominations for positions as honorary officers, or to the committee, shall be proposed and seconded by two Ordinary Members at the Annual General Meeting. Election to all positions on the committee shall be by secret ballot of the ordinary members present and entitled to vote at the Annual General Meeting. Election to the positions of honorary officers shall be by simple majority. Election to the other positions on the committee shall be by means of a single ballot in which the candidates receiving the highest number of votes will be elected.

29. Membership of the Committee shall be vacated if the member resigns his/her office by notice to the Honorary Secretary.

30. Without prejudice to the powers of the Ordinary Members, under Rule 32 the Committee shall have power to appoint an Ordinary Member to fill a vacancy on the Committee. Any member so appointed shall hold office only until the next Annual General Meeting.

31. A member may be removed from the Committee by the passing of a Resolution to that effect at an Extraordinary General Meeting which has been called for that purpose.

32. The ordinary members may, by passing a resolution to that effect at an Extraordinary General Meeting, appoint an ordinary member in place of a Committee member removed from office under the foregoing Rule.

PROCEEDINGS OF THE COMMITTEE

33. The Chairperson, or in their absence the Vice-Chair, shall act as Chairperson at all meetings of the Committee. In the event of their absence, the Committee members present shall elect one of their number as Chairperson by simple majority.

34. The Committee shall meet together for the despatch of business, adjourn, or otherwise regulate their meetings as they think fit. Questions arising at any meetings shall be decided by a majority of votes. Where there is an equality of votes, the Chairperson shall have a second or casting vote. The Honorary Secretary shall, on receipt of a requisition signed by at least three (3) Committee members, summon a meeting of the Committee to be held within two (2) weeks. All Committee members shall be notified by the Honorary Secretary of Committee meetings at least seven (7) days in advance of the proposed date. The Committee shall meet at least once every two (2) months.

35. The quorum necessary for the transaction of the business of the Committee shall be seven (7).

36. The continuing members of the Committee may act notwithstanding any vacancy in their number but if and so long as their number is reduced below the number fixed by, or pursued to, these Rules as a necessary quorum of the Committee, the continuing Committee members or Committee member, may act for the purpose of increasing the number of Committee members to that number or summoning a General Meeting of the Association but for no other purpose.

POWERS AND DUTIES OF THE COMMITTEE

37. The Committee shall have authority to pay all expenses incurred in promoting the interests of the Association . No direction given by the Association in general meeting shall invalidate any prior act of the Committee which would have been valid if that direction had not been given.

38. All cheques, promissory notes, drafts, bills of exchange, and other negotiable instruments and all receipts for monies paid to the Association shall be signed, drawn, accepted, endorsed or otherwise executed, as the case may be, by such person or persons and in such manner as the Committee shall, by Resolution, determine.

39. The Committee shall have power to make, amend any decisions as they may deem necessary or convenient for the proper conduct and management of the Association , and in particular, regulate: (a) the use of the Association 's premises (b) the time of opening of any Association house belonging to the Association or any part thereof (c) the terms as to payment or otherwise of admission to members to participate in the benefit of any of the privileges of the Association and the use by or supplies to members of any property of the Association (d) the admission of visitors to the premises and the benefits of the Association (e) the rules to be observed by members or visitors to the Association (f) the conduct of members on relation to one another (g) the setting aside of any part or parts of the Association premises for particular purposes (h) the agenda at general meetings and meeting of the Committee of the Association .

40. The Committee shall bring to the notice of the members all such decisions as they become effective.

41. The Committee formed in accordance with these Rules shall cause minutes to be made in books provided for the purposes of: (a) recording names of members of the Committee present at such meetings of the Committee; (b) recording all resolutions and proceedings at all such meetings.

42. The Committee shall effect insurance covers as directed by the Annual General Meeting and if it is not possible to effect such covers the committee shall convene an Extraordinary General Meeting.

43. The Committee may delegate any of their powers to sub-committees consisting of such member or members of the Committee or Association as they think fit. Any sub-committee so formed shall, in the exercise of the power so delegated, conform to any regulations that may be imposed on it by the Committee or by the direction of the Annual General Meeting.

44. The Committee shall appoint a Chairperson of each sub-committee. If the Chairperson of a Sub-Committee is not present at a sub-committee meeting, the members of the sub-committee present at such meeting shall elect a Chairperson from their number by simple majority.

45. A sub-committee may meet and adjourn as it deems proper. Questions arising at any meeting shall be determined by a majority of votes of the members present and when there is an equality of votes the Chairperson shall have the second or casting vote. The quorum necessary for the transaction of the business of each sub-committee is to be fixed by the Committee.

ACCOUNTS

46. The Committee shall cause proper books of accounts to be kept relating to: (a) all sums of money received and expended by the Association, and the matters in respect of which the receipt and expenditure takes place. (b) all sales and purchases of goods by the Association, and (c) all assets and liabilities of the Association .

47. Proper books shall be deemed to be kept if there are kept such books or accounts as are necessary to give a true and fair account of the state of the Association 's affairs and to explain its transactions.

49. The Books of Accounts shall be kept by the Honorary Treasurer at such place as the Committee thinks fit and shall at all reasonable times be open to the inspection of the Committee Members.

50. Authorisation to inspect all or part of the Accounts and books of the Association shall be at the discretion of the Committee or of the Association in General Meeting.

51. Committee shall cause to be prepared annually and to be laid before the Annual General Meeting of the Association, Income and Expenditure Accounts, Balance Sheets and Reports for the financial year just completed.

52. When required, the Committee shall make its Accounts, Balance Sheets and Reports available for inspection.

ASSOCIATION PROPERTY AND PREMISES

53. All property and premises owned by the Association shall be vested in the Association’s Trustees, such Trustees to be appointed by the General Meeting of the Association.

54.  The Trustees shall jointly and severally be indemnified by all and every member of the Association against all liabilities and expenses incurred by them by reason of their position as Trustees insofar as the assets of the Association may be deficient. The Annual General Meeting shall discuss and decide on insurance covers for the coming year and the Committee shall be obliged to call an Extraordinary General Meeting if it is not possible to effect the required covers.

CONSTITUTION

55.  The Constitution may only be amended, altered or repealed by a two-thirds majority of votes at an Annual General Meeting, or at an Extraordinary General Meeting called for that purpose.

56.   Notice of any proposed new Rules, or of the repeal of, or amendment to existing Rules, for submission to a General Meeting must be sent to the Honorary Secretary in writing not later than thirty calendar days before the Meeting.

57.  Proposals to amend the Rules must be proposed and seconded respectively by Ordinary Members of the Association.