Polish Society
for Emergency Medicine

BYLAWS OF POLISH SOCIETY FOR EMERGENCY MEDICINE

• Chapter I - General provisions
• Chapter II - Objectives and manner of operation
• Chapter III - Members, their rights and duties
• Chapter IV - Organizational structure of the Society bodies
• Chapter V - Regional organizational units of the Society – Branches and their bodies
• Chapter VI - Assets and funds
• Chapter VII - Amendments to the Bylaws and dissolution of the Society
• Chapter VIII - Final provisions

General provisions

§ 1

§ 2

§ 3

§ 4

§ 5

1. 1. The Society’s activity is based on voluntary work done by its members. It may employ people to run its affairs.
2. 2. The Society may engage in economic activity. All profit from the Society’s economic activity shall be used to pursue its statutory purposes and may not be distributed among its members.

§ 6

§ 7

§ 8

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Objectives and manner of operation

§ 9

1. the promotion of development of emergency medicine in Poland;
2. the popularization and development of knowledge about emergency medicine as a medical and scientific discipline;
3. the co-operation in initiating and co-ordinating educational programmes in the field of emergency medicine at various levels of training;
4. the initation and co-ordination of research programmes in the field of emergency medicine, with a special emphasis on epidemiology, prevention and treatment of sudden threats to health or life;
5. the shaping of opinion and assessments, programmes of standardization and high quality emergency treatment assurance with a view to limiting the incidence of disease, invalidity, suffering and mortality as a result of injuries, sudden diseases resulting from internal causes or environmental factors;
6. the expression of opinion on matters relating to emergency medicine, medical rescue and the relevant regulatory issues;
7. the formulation of expert opinions in the field of emergency medicine;
8. the taking care of proper professional ethics, high qualifications and the professional solidarity of persons engaged in saving health or life in emergencies.

§ 10

1. popularizing knowledge and improving the professional qualifications of persons engaged in emergency medicine;
2. co-operating in the initiation and co-ordination of scientific research in the area of emergency medicine;
3. organizing courses, conferences, symposia, seminars, discussions, exhibitions, shows and lectures in the field of emergency medicine, medical rescue and medical coverage of disasters;
4. protecting the professional interests of persons engaged in emergency medicine;
5. co-operating with government and local administration agencies, institutions and organizations interested in the Society’s activity;
6. co-operating with related domestic and foreign organizations;
7. organizing various forms of mutual assistance by fellow doctors

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Members, their rights and duties

§ 11

1. Both private individuals and legal persons may be members of the Society.
2. A legal person may be exclusively an affiliate member of the Society.

§ 12

1. ordinary members;
2. affiliate members;
3. honorary members.

§ 13

1. private individuals – physicians professionally engaged in pre-, inter-hospital and hospital emergency medicine in Poland;
2. private individuals – lecturers at high schools of medicine in Poland engaged in training or research in the field of basic or clinical sciences of sudden emergencies.

§ 14

1. An affiliate member may be a private individual endowed with the full capacity to enter into legal transactions or a legal person interested in the Society’s activity who has declared their willingness to assist the Society organizationally, financially or materially in the pursuance of its goals.
2. Each affiliate member shall pay the respective membership fee.

§ 15

§ 16

§ 17

§ 18

§ 19

1. to nominate and to be nominated for positions within the Society’s bodies;
2. to participate in meetings, lectures, conferences, symposia and other events organized by the Society’s bodies;
3. to use the Society’s facilities and to take advantage of the benefits and assistance provided by the Society;
4. to carry the Society’s official badge;
5. to appeal against the resolutions and decisions of the bodies of the Society regarding its members. Such appeals shall be heard by the body superior to the body which made the decision challenged.

§ 20

1. actively participate in the Society’s work and the promotion of its goals and programme;
2. comply with these Bylaws, the Society’s other internal regulations and resolutions;
3. the membership fees and other charges as required by the Society.

§ 21

1. An affiliate member shall have the rights specified in § 19 hereof, save for the right to elect and to be elected.
2. An affiliate member shall pay all the respective charges as required by the Society and observe its bodies’ resolutions and other regulations.

§ 22

1. The membership of a member shall terminate upon the occurrence of any of the following events:
   1. the member’s voluntary resignation made in writing and delivered to the Main Management Board or the relevant Branch Management Board;
   2. death of a member or loss of legal personality by an affiliate member being a legal person;
   3. the member being struck off due to their failure to pay, for a period in excess of 12 months, of the membership fee or other charges;
   4. the member being expelled from the Society as a result of a valid decision of the Main Disciplinary Committee or a Branch Disciplinary Committee made after the member has failed to comply with any of the provisions of these Bylaws, the Society’s resolutions or other internal regulations or after they have acted to the detriment of the Society;
   5. the member being expelled from the Society by a decision of the Main Disciplinary Committee or a Branch Disciplinary Committee made as a result of their being deprived of the public rights by a valid decision of a common court;
   6. the member being deprived of the title of honorary member as a result of a decision by the body which conferred the said title upon them.
2. In the case specified in 1.(3) above the Main Management Board or the appropriate Branch Management Board, and in the cases detailed in 1.(4) and (5) above the Disciplinary Committee, shall notify the member concerned of their having been struck off or expelled, present the reasons for such action, indicate the body competent to hear an appeal and the date by which such an appeal should be lodged. Resolutions and decisions regarding the matters referred to above may be appealed within 14 days after the date of their delivery.
3. Former members of the Society who have lost their ordinary or affiliate membership under 1.(3) above shall resume their membership by resolution of the Main Management Board or the appropriate Branch Management Board.

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Organizational structure of the Society bodies

§ 23

1. The Society’s main bodies shall be::
   1. the General Meeting of Society Members;
   2. the Main Management Board;
   3. the Main Board of Auditors;
   4. the Main Disciplinary Committee.
2. If the Society’s membership exceeds 300, the General Meeting of Society Members shall be replaced by a Meeting of Delegates elected according to the following principle: 1 delegate for each 5 ordinary members. Delegates’ term of office shall last until the next elections.
3. The detailed delegate election procedure shall be adopted by the Main Management Board.
4. The Society’s regional units shall be Branches. A Branch shall be established at the request of 15 persons declaring their wish to join the Society or already being its ordinary members. When setting up a Branch, the Main Management Board shall determine its seat and geographical reach.
5. The Branch’s bodies shall be:
   1. the General Meeting of the Branch Members;
   2. the Branch Management Board.

§ 24

1. The Society’s bodies shall be elected for four years by secret ballot by an absolute majority of votes cast, in the presence of at least 50% of all the members entitled to vote. The members of the Society’s bodies shall be chosen from among an unlimited number of candidates.
2. Members elected to the Society’s bodies shall not hold the same office for more than two successive terms.
3. Unless otherwise provided in these Bylaws, the Society’s bodies shall pass their resolutions in open voting by a simple majority of votes cast, in the presence of at least 50% of all the members entitled to vote. Members present at the voting may decide to vote by secret ballot.
4. In the case of resignation, expulsion or death of a member of a Society’s body during their term of office the vacancy shall be filled by a member from among the candidates who were not elected, in the descending order of the number of votes received by them during the election.

General Meeting of Society Members

§ 25

1. The General Meeting of Society Members shall be the Society’s highest body.
2. General Meetings of Society Members shall be attended:
   1. with the full voting right – by ordinary members (delegates) and honorary members;
   2. in an advisory capacity – by affiliate members (members of the main bodies if they are not delegates) and invited guests.
3. Members (delegates) shall be informed of the time, place and agenda of each General Meeting of Society Members by the Main Management Board at least 14 days before the date of the Meeting.

§ 26

1. A General Meeting of Society Members may be ordinary or extraordinary.
2. The General Meeting of Society Members shall be held in compliance with the rules of procedure adopted by the Meeting
.
3. General Meetings of Society Members shall be conducted by the Executive Board composed of a chairman, a deputy chairman and two secretarie
s.
4. A member of a retiring body may not become a member of the Executive Board of the General Meeting of Society Members or any of the committees set up by the Meeting.

§ 27

1. An extraordinary General Meeting of Society Members shall be called by the Main Management Board:
   1. on their own initiative;
   2. at the request of the Main Board of Auditors.
2. The Main Management Board shall call an extraordinary Meeting of Society Members within one month after the receipt of a request referred to in 1. (2) or (3) above.
3. An extraordinary Meeting of Society Members shall consider exclusively the matters for the discussion of which it was called.

§ 28

1. at the first voting - in the presence of at least 50% of all the members entitled to vote;
2. at the second voting, on the same day, 30 minutes after the first voting - irrespective of the number of members entitled to vote present at the Meeting.

§ 29

1. the adoption and amendment of these Bylaws;
2. the formulation of the main directions of the Society''s activity;
3. the adoption of any bylaws not reserved for the Society''s other bodies;
4. the election and removal of the chairman and members of the Society's main bodies;
5. the adoption of the Society''s employment and remuneration bylaws;
6. the hearing of appeals against resolutions of the Main Management Board;
7. the consideration and approval of the report on the operation of the Main Management Board, the Main Board of Auditors and the Main Disciplinary Committee as well as the passing of resolutions on the acknowledgement of the fulfilment of duties by the retiring bodies, at the request of the Main Board of Auditors;
8. the granting and deprivation of the title of honorary member of the Society, at the request of the Main Management Board;
9. the adoption of resolutions on the dissolution of the Society and the distribution of its assets.

Main Management Board

§ 30

§ 31

1. The Main Management Board shall consist of a chairman and five members. At its first meeting the Main Management Board shall elect from among themselves one deputy chairman, a secretary and a treasurer
2. The Main Management Board may elect from among its members the Executive Board, composed of a chairman, a deputy chairman and a treasurer.
3. The principles and manner of operation of the Main Management Board shall be specified in the rules of procedure adopted by the Main Management Board.
4. The Main Management Board shall meet when necessary, but in no case less frequently than once every calendar year.
5. If the chairman of the Main Management Board is unable to perform their function for a prolonged period of time their rights and duties shall be taken over temporarily by the deputy chairman.

§ 32

1. The rights and duties of the Main Management Board shall include:
   1. the calling of the General Meeting of Society Members (delegates);
   2. the implementation of the resolutions of the General Meeting of Society Members;
   3. the formulation of detailed areas of the Society's activity;
   4. the adoption of the Society's periodic work programmes and the approval of its annual report;
   5. the adoption of the Society's financial plan and the approval of its annual accounts;
   6. the representation of the Society before other bodies;
   7. the setting up and dissolution of the Society's regional units - Branches, the determination of their seat and geographical reach;
   8. the co-ordination of the operations of the Society's regional organizational units;
   9. the suspension of the Branch Management Boards if their operation fails to comply with the law in force, the provisions of these Bylaws or resolutions of the Society's bodies;
   10. the determination of the amounts of the upfront charge and membership fees;
   11. the suspension of resolutions of the Branch Management Boards if they fail to comply with the law in force, the provisions of these Bylaws or resolutions of the Society's bodies;
   12. the management of the Society's assets;
   13. the adoption of resolutions on the acquisition, disposal and encumbrance of the Society's movables and immovables;
   14. the adoption of bylaws and rules of procedure set forth in the detailed provisions of these Bylaws, including framework rules of procedure for the Branch Management Boards;
   15. the adoption of resolutions on the Society's membership in domestic and international organizations and the delegation of the Society's representatives to such organizations and events held abroad;
   16. the conclusion of agreements regarding co-operation with the administration and the main bodies of other organizations;
   17. the organization and conduct of economic activity;
   18. the putting forward of motions for the granting by the General Meeting of Society Members of the title of honorary member of the Society;
   19. the hearing of appeals against resolutions of the Branch Management Boards regarding the rejection of applications for membership (ordinary, affiliate, associated);
   20. the putting forward of requests to the Main Disciplinary Committee for the expulsion of an ordinary member holding an office within the Society's bodies;
   21. the presentation of reports on their own activities to the General Meeting of Society Members;
   22. the performance of other tasks not reserved by these Bylaws for other bodies of the Society.
2. In the event that a Branch Management Board has been suspended (1.(9) above) the Main Management Board shall elect a temporary management board, which shall perform its duties until a new Branch Management Board has been chosen by the General Meeting of Society Members of the respective Branch.
3. Resolutions on matters specified in 1.(6), (8) and (10) above shall be passed by a qualified majority of two thirds of votes.
4. 4. Resolutions of the Main Management Board on matters detailed in 1.(6), (8), (9), (10) and (12) above may be appealed against, through the Main Management Board, to the General Meeting of Society Members within 30 days after receipt of a given resolution from the Main Management Board.

§ 33

§ 34

§ 35

§ 36

1. The Executive Board of the Main Management Board shall:
   1. implement the resolutions of the Main Management Board;
   2. prepare the Society’s draft work programmes and financial plans;
   3. supervise the day-to-day operations of the Society's regional organizational units;
   4. set up temporary and opinion-giving teams (commissions).
2. The meetings of the Executive Board of the Main Management Board shall be called by the chairman or, in their absence (e.g. due to a long trip, ill health), the deputy chairman. The meetings shall be held as necessary, however not less frequently than once a month.
3. The Executive Board of the Main Management Board shall submit to the Main Management Board a report on its activity in the period in between the successive meetings of the Main Management Board.
4. In order to be valid, resolutions of the Executive Board of the Main Management Board must be approved by the Main Management Board at its next meeting.

Main Board of Auditors

§ 37

§ 38

§ 39

1. The Main Board of Auditors shall:
   1. check, at least once a year, all the Society's operations, with the exception of those of the Main Disciplinary Committee;
   2. supervise the lower-level Boards of Auditors;
   3. call the General Meeting of Society Members if it has not been called by the Main Management Board, at the time or in the manner specified in these Bylaws;
   4. demand that a meeting of the Main Management Board be called in order to consider the comments, conclusions and recommendations resulting from an internal or external audit. In such a case the Main Management Board shall meet not later than within 30 days after the demand was made;
   5. adopt its own rules of procedure and the framework rules of procedure of the regional Boards of Aauditors;
   6. submit reports on their own activities to the General Meeting of Society Members and proposals to acknowledge the fulfilment of duties by the Society’s main bodies.
2. The Main Board of Auditors may demand that any member or body of the Society submit a written or oral explanation regarding the matter under examination.

§40

1. Members of the Main Board of Auditors may participate, in an advisory capacity, in meetings of the Main Management Board and its Executive Board.
2. Members of the Main Board of Auditors may not hold any other position in the Society’s bodies.

Main Disciplinary Committee

§41

1. exercise general supervision over the Disciplinary Committees of individual Branches;
2. hear appeals against the decisions of the Disciplinary Committees of individual Branches;
3. consider matters submitted by the Main Management Board or the Main Board of Auditors relating to persons holding positions within the Society's bodies;
4. adopt the rules of procedure of the Society's Disciplinary Committees;
5. make decisions on matters regarding the compliance of the Society's internal regulations and decisions of its bodies with these Bylaws.

§42

1. The Main Disciplinary Committee shall consist of five members, who, at their first meeting, shall elect from among themselves a chairman, a deputy chairman and a secretary.
2. Members of the Main Disciplinary Committee may not hold any other position in the Society's bodies.

§43

1. The Main Disciplinary Committee, as the first instance in matters specified in § 41(3.), shall make its decisions with at least three fifths of its members present. The chairman of the Main Disciplinary Committee or its deputy shall manage the work of the team considering individual matters.
2. Appeals against the decisions of the Main Disciplinary Committee made at the first instance shall be heard by the General Meeting of Society Members and appeals against decisions made by the Branch Disciplinary Committees shall be heard by the General Meeting of Society Members of the respective Branch.
3. Members of the Society may not be punished if one year has passed since their breach of these Bylaws or a resolution of the Society's bodies.
4. The chairman of the Main Disciplinary Committee may participate, in an advisory capacity, in meetings of the Main Management Board and the Main Board of Auditors.

§44

1. a warning;
2. a reprimand;
3. the suspension in the member's rights for a period from 6 to 12 months;
4. the expulsion from the Society.

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Regional organizational units of the Society - Branches and their bodies

§45

1. In order to ensure efficient fulfilment of the tasks under these Bylaws the Main Management Board may set up Branches, in accordance with § 6 and § 23(4.) of these Bylaws.
2. A Branch shall be officially dissolved by resolution of the Main Management Board if:
   1. the Branch genuinely stops its operation or the number of its members has stayed below the minimum required to set it up for longer than 12 months;
   2. the Branch's Management Board has filed a request to dissolve the Branch.

§46

1. The bodies of the Branch shall be the bodies specified in § 23(5.) of these Bylaws.
2. The provisions of § 24 of these Bylaws shall be applied accordingly to the Society's Branches.

General Meeting of Branch Members

§47

1. The General Meeting of Branch Members shall be the highest body of the Branch.
2. The General Meeting of Branch Members may be ordinary or extraordinary.

§48

1. adopt the Branch's work programme;
2. elect and remove the chairman and members of the Branch's bodies;
3. elect and remove delegates and their deputies to the General Meeting of Society Members;
4. consider and approve reports of the Branch's bodies and acknowledge the fulfilment of duties by the retiring bodies.

§49

1. with the full voting right - by the Branch's ordinary and honorary members;
2. in an advisory capacity - by representatives of the affiliate members from the area in which the Branch operates, members of the Society's main bodies and invited guests.

§50

1. The General Meeting of Branch Members shall call a meeting of the Branch Management Board by notifying its members of the time, place and agenda of the meeting at least 14 days prior to the meeting.
2. The provisions of § 26(2), (3) and (4) of these Bylaws shall be applied accordingly to the Society's Branches.

§ 51

1. An extraordinary General Meeting of Branch Members shall be called by the respective Branch Management Board:
   1. on their own initiative;
   2. at the request of the Main Management Board;
   3. at the request of the Main Board of Auditors or the Branch Board of Auditors;
   4. at the written request of at least 50% of the Branch’s ordinary members entitled to vote.
2. The Branch Management Board shall call an extraordinary General Meeting of Branch Members within 30 weeks after the day on which the request referred to in 1.(1), (2), (3) or (4) above was made.
3. In the event that the Branch Management Board fails to call an extraordinary General Meeting of Branch Members within the time limits or in the manner specified in these Bylaws, such a meeting may be called by the Branch Board of Auditors.
4. An extraordinary Meeting of Branch Members shall consider exclusively the matters for which it was called.
5. The provisions of § 28 of these Bylaws shall be applied accordingly to the Society’s Branches

Branch Management Board

§ 52

§53

1. The Branch Management Board shall be composed of a chairman and four members. At its first meeting the Branch Management Board shall elect from among themselves one deputy chairman, a secretary and a treasurer.
2. The Branch Management Board shall meet when necessary, but in no case less frequently than once every calendar year.
3. In order to deal with individual economic or organizational matters and to propose suitable motions the Branch Management Board may set up special support teams, determining their composition and duties.
4. The Branch Management Board shall meet on their own initiative or at the request of at least two of its members within 30 days after the request was made.
5. If the chairman of the Branch Management Board is unable to perform their function for a prolonged period of time their rights and duties shall be taken over temporarily by the deputy chairman.

§54

1. implement the resolutions of the General Meeting of Society Members, the Main Management Board and the General Meeting of Branch Members;
2. formulate detailed areas of the Branch's activity;
3. adopt the Branch's financial plan and approve its annual accounts;
4. represent the Branch outside;
5. manage the Society's assets within the powers held by the Branch;
6. organize and conduct economic activity;
7. assume financial obligations within the powers held by the Branch;
8. admit ordinary and affiliate members and remove them due to a breach of the principles specified in § 20(3), § 21(2) or § 22(1)(3) of these Bylaws;
9. adopt resolutions on the dissolution of the Branch;
10. co-operate with the related societies operating in the area covered by the Branch’s activity;
11. call ordinary and extraordinary General Meetings of Branch Members;
12. report on its operations to the General Meeting of Branch Members.

§55

Branch Board of Auditors

§ 56

§57

§58

1. control the operation of the Branch Management Board in terms of its compliance with the Society's goals, the provisions of these Bylaws and the resolutions of the Society's main bodies as well as the observance of the law in force;
2. co-operate with the Main Board of Auditors;
3. present to the Branch Management Board post-audit comments, conclusions and recommendations regarding the Branch's statutory and financial operation;
4. put forward to the Main Management Board substantiated requests to reverse the resolutions of the Branch Management Board which are contrary to the law in force, the provisions of these Bylaws or resolutions of the Society's superior bodies
5. submit to the General Meeting of Branch Members reports on its activity and request that the Meeting acknowledge the fulfilment of duties by the Branch Management Board.

§ 59

§ 60

§61

§62

Branch Disciplinary Committee

§63

1. Branch Disciplinary Committees shall:
   1. consider matters connected with breaching the provisions of these Bylaws or the resolutions of the Society's bodies or acting to the detriment of the Society by its members;
   2. resolve disputes between the Society's members.
2. The Branch Disciplinary Committees shall consider the matters referred to in 1. above at the request of:
   1. the Main Board of Auditors or the Branch Management Board;
   2. the Main Board of Auditors or the Branch Board of Auditors;
   3. at least 10 members;
   4. the member concerned - in personal matters.

§64

1. The Branch Disciplinary Committee shall consist of three members, who, at their first meeting, shall elect from among themselves a chairman, a deputy chairman and a secretary.
2. Members of the Branch Disciplinary Committee may not hold any other positions in the Society's bodies.

§65

1. The provision of § 44 of these Bylaws shall be applicable accordingly to the Society's Branches.
2. The Branch Disciplinary Committee shall make their decisions with all their members present.
3. Decisions of the Branch Disciplinary Committee may be appealed against to the General Meeting of Branch Members or the Main Disciplinary Committee within 14 days after receipt of the decision.

§66

1. The Branch Disciplinary Committee shall report on their activity to the General Meeting of Branch Members.
2. The Branch Disciplinary Committee shall act under the rules of procedure adopted by the Main Disciplinary Committee.

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Assets and funds

§ 67

1. The Society's assets shall be composed of immovables, movables and funds.
2. The sources of the Society's assets shall be:
   1. membership fees;
   2. revenues from the immovables and movables owned or beneficially owned by the Society;
   3. grants;
   4. gifts, bequests and legacies;
   5. revenue from the statutory activity;
   6. money donated by the public.
3. All money, irrespective of its source, shall be kept exclusively in the Society's bank account. All cash received by the Society shall, taking account of its day-to-day needs, be paid without undue delay into the Society's bank account.
4. The Society's membership fees shall be paid by the end of the first half-year of each year. 50% of the membership fees collected shall be paid by each Branch Management Board into the bank account of the Main Management Board by the date specified above.
5. New members shall pay their membership fee due within 14 days after receipt of the notice of their admittance.
6. The Society shall manage its financial affairs and keep its accounts as required by the law in force.

§68

1. The signatures of two persons, including the Society's chairman or its deputy chairman and an authorized member of the Main Management Board, shall be required for the validity of all declarations of will, letters and other documents regarding the Society's property rights and commitments.
2. The signatures of two authorized members of the Main Management Board shall be required for the validity of other letters and documents.
3. The provisions of 1. and 2. above shall apply accordingly to the Branch Management Boards.

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Amendments to the Bylaws and dissolution of the Society

§ 69

1. The Society's Bylaws shall be adopted or amended and the resolution on the Society's dissolution shall be passed by the General Meeting of Society Members by a qualified majority of two thirds of the votes cast, in the presence of at least 50% of the Society members entitled to vote.
2. The adoption or amendment of the Society's Bylaws or the dissolution of the Society may be considered by the General Meeting of Society Members exclusively if such a matter has been put on the agenda of such a meeting. The notice specified in § 26(3) of these Bylaws shall be accompanied by copies of draft resolutions.
3. The resolution on the dissolution of the Society adopted by the General Meeting of Society Members shall specify the manner of the dissolution and the designated use of the Society’s assets.
4. Matters concerning the dissolution and liquidation of the Society not regulated in these Bylaws shall be governed by the provisions of the Associations Law Act of 7 April 1989 (Dziennik Ustaw No. 20. Item 104, as amended).

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Final provisions

§ 70

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