Article 1: Incorporation & Definitions
It is hereby established a scientific association named the Sudanese Association of Neurosurgeons.
The association’s registered office is to be situated in Sudan.
This Memorandum of association shall be cited as Memorandum of association of the Sudanese Association of Neurosurgeons.
Definitions: unless otherwise the context requires, the words and terms hereunder shall have the meanings stated before each:
a. “The association” means the Sudanese Association of Neurosurgeons.
b.”The General Assembly” mean all the members of the Sudanese Association of Neurosurgery (core members).
c.”The Council” means the scientific council of the Sudanese Association of Neurosurgeons.
d.”The Bureau” means the executive bureau of the Sudanese Association of Neurosurgeons.
e.”Member” means the member of the Sudanese Association of Neurosurgeons.
Article 2: The objects and powers of the association
- The objects
The Charity’s object (the Object) is the advancement of neurosurgery for the public benefit and the benefit of the community generally. In connection with the Object:
- To advance and improve generally the education, knowledge and training among Surgeons and other Medical Practitioners and all Professions Allied to Health or concerned with the general health of the public generally having a qualification recognized by the Ministry of health.
- To advance expertise, knowledge and understanding of neurosurgery by promotion and study of neurosurgery for the relief from sickness of persons suffering from Neurological Disorders.
- To carry out research and mentoring tuition and advice and assistance generally for the relief of sickness of persons suffering from the forms of sickness specified in sub-paragraph (ii) above.
- To promote for the benefit of the community above by associating with voluntary and other organizations and individuals with particular skills to advance their education and disseminate knowledge amongst them.
2- The powers
In addition to any other powers it may have, the Association has the following powers in order to further the Objects (but not for any other purpose):
a) to raise funds. In doing so, the Association must not undertake any substantial permanent trading activity and must comply with any relevant statutory regulations;
b) to buy, take on lease or in exchange, hire or otherwise acquire any property and to maintain and equip it for use;
c) to sell, lease or otherwise dispose of all or any part of the property belonging to the Association.
d) to borrow money and to charge the whole or any part of the property belonging to the Association as security for repayment of the money borrowed.
e) to co-operate with other associations, voluntary bodies and statutory authorities and to exchange information and advice with them;
f) to establish or support any charitable trusts, associations or institutions formed for any of the charitable purposes included in the Objects;
g) to acquire, merge with or to enter into any partnership or joint venture arrangement with any other association formed for any of the Objects;
h) to set aside income as a reserve against future expenditure but only in accordance with a written policy about reserves;
i) to employ and remunerate such staff as are necessary for carrying out the work of the Association.
- deposit or invest funds;
- employ a professional fund-manager; and
- arrange for the investments or other property of the Association to be held in the name of a nominee; in the same manner and subject to the same conditions as the trustees of a trust are permitted to do.
k) to pay out of the funds of the Association the costs of forming and registering the Association as an association;
l) to do all such other lawful things as are necessary for the achievement of the object.
Article 3: Membership
Kinds of membership
There shall be two kinds of membership as follows:
- Core membership that enjoys all rights and assume all duties, consisting of neurosurgeons that are registered with the Sudanese Medical Council.
- Other types of membership, and those don’t have the right to nominate, vote or run for the presidency or the executive Bureau of the association, namely:
- Associate membership, includes the vice-consultants neurosurgeons that are enrolled in recognized training programs, and people working in the field of neurosurgery of non-physicians.
- Participating membership that consists of specialists in other disciplines complementary to neurosurgery.
- Honorary membership, for people who have rendered outstanding services to Neurosurgery.
2– Obligations of Members
- Who wants to join the association may make a written application to the Bureau to consider his request; two of the members should endorse the applicant.
- The Bureau may nominate any individual or entity to acquire honorary membership, this nomination shall be submitted to the General Assembly for approval on its first subsequent meeting.
- Core members, associate members and participants must pay their membership fees as determined by the internal regulations.
- The member who does not pay his dues is not entitled to attend the activities of the association.
- No member shall run for the presidency of the Bureau for more than two consecutive terms.
- Membership expires by resignation or death or by a resolution of the Bureau; a member whom such resolution is issued against may appeal this decision to the General Assembly.
In case of violation of the rules contained herein, the Bureau may choose to apply any of the following sanctions:
- Give notice.
- Give written warning.
- Suspension of membership for a certain period to be determined on a case-by-case basis.
- Termination of membership, the General Assembly may approve the sanction, amend it, revoke it or replace it by another.
Article 4: The Organs of the Association
- The Executive Bureau:
- The Bureau is the legal representative of the General Assembly and consists of seven members, elected by the General Assembly as follows:
- Vise President.
- Secretary General.
- Financial Secretary.
- Secretary of Scientific and Research Affairs.
- Secretary of membership affairs.
- Secretary of external affairs.
- The term of the Bureau in office shall be two years, when completed the Bureau should call on the General Assembly to convene and elect a new Executive Bureau, the meeting shall not be postponed or delayed unless such is necessary, provided that two thirds of the members of the General Assembly gave approval to the same.
- The bureau shall be responsible for keeping the association’s documents and managing all its activities, and in particular the following:
- Implementation of policies and goals adopted by the General Assembly.
- The formation of committees and scientific sub-offices.
- Managing the association’s property and financial resources and the acceptance of gifts and donations on the association’s behalf.
- Appointment of the editorial boards of the publications and periodicals issued by the association.
- Nomination of new members and honorary members of the association.
- The General Assembly
- The General Assembly shall meet at least once a year; a legal quorum is established upon the presence of half of the members who meet the membership conditions provided herein.
- The General Assembly shall issue its resolutions by simple majority except the resolution; to amend this memorandum, to dismiss the bureau; and to terminate a membership, those are to be issued with the consent of two thirds of the members of the Assembly.
- The General Assembly shall elect the bureau, hold it responsible for its actions, accept its resignation and dismiss it in accordance to this Memorandum of association.
- The General Assembly shall decide on the members’ appeals against resolutions of the bureau.
- The General Assembly shall determine the categories of membership and registration fees.
- The General Assembly shall hold an extraordinary meeting at the request of two thirds of the members or at the request of the bureau.
- In the absence of a quorum at the first meeting, another meeting, which does not require a quorum, shall be held after two weeks.
- Amending this Memorandum of association shall be in a general meeting of the General Assembly dedicated for this purpose with the approval of two thirds of the members of the General Assembly and the presence of a representative of the Medical Society, the amendment shall apply from the date of ratification by the General Assembly.
- The General Assembly may not be dissolved unless by approval of four-fifths of the members of the General Assembly at a meeting dedicated to this purpose and with the presence of a representative of the Medical Association. In the event of dissolution, the ownership of the property of the General Association shall be transferred to the Sudan Medical Association, provided fulfillment of the Association’s debts, if any.
Article 5: Finance Resources
The Association’s Finance consists of the registration fee, membership dues, any fees established by the Bureau and any donations for the Association, whether monetary or otherwise.
Article 6: Elections
- General Assembly shall elect by direct voting, every two years, seven of its working members for the membership of the Bureau, the General Assembly shall elect from among the afore-said seven the President and the Secretary-General and the Bureau shall distribute the other offices among its members as provided for in Article 6.
- The term of the bureau shall be two years, when completed the bureau shall call the General Assembly to convene to elect a new bureau. This meeting may not be postponed unless absolutely necessary and with the consent of two thirds of the members of the General Assembly.
- The General Assembly shall complete all the work related to completion of bureau’s term in just one day, namely reading and approving of the reports, nomination and voting and the counting of votes.