ARTICLE I

NAME

This Association shall be known as “Australasian Academy Dental Sleep Medicine” (“AADSM”)

ARTICLE II

OBJECT

The object of the Academy shall be to advance all aspects of Dental Sleep Medicine and Treatment of Orofacial Pain in Australia and New Zealand and its relation with Medical Association

ARTICLE III

MEMBERSHIP

The membership of the Association shall consist of persons who have been approved as doctor, Dentist or allied health care practitioners.
Active Members must be interested in the development of Dental Sleep Medicine in Australian and New Zealand. Members need not be resident in Australia or New Zealand and all except Life and Honorary Members shall have the right to vote and to hold office in the Association.
Life membership may be conferred on members who have retired from practice and have been Active members of the Association for at least 10 years; or at the discretion of the Council, and confirmed at a members meeting. Life members shall not be required to pay an annual fee. Active members must apply to become Life members. Life members will not be entitled to take part in the management of the Association’s affairs.
Honorary membership may be conferred on members who have rendered distinguished service to the promotion of Dental Sleep Medicine knowledge or have otherwise advanced the interests of OSA and Orofacial pain. Honorary members shall not be required to pay an annual fee and are not entitled do take part in the management of Association’s affairs.

ARTICLE IV

GOVERNANCE OF THE ASSOCIATION

    • The Council shall consist of:
      • The President
      • The Vice President
      • The Secretary
      • The Treasurer
      • One Member at large

The Council shall be responsible for the management of Academy affairs, and shall have the power to co-opt one or two other members.

The quorum for all meetings of the Council shall be three, present in person, or via teleconferencing.
The quorum for all meetings of the Council shall be three, present in person, or via teleconferencing.
The Council shall meet at least quarterly and more often if necessary.
The President, the Secretary, the Treasurer and the Vice President shall conduct the business of the Association in the intervals between Council meetings.
The business of the Academy shall be ratified at the next Council meeting and approved at the Annual General Meeting which shall be open to all members in good standing.

ARTICLE V

ELECTION OF MEMBERS

(a) Active Membership Applicants for membership of the Academy, other than the founders, must be nominated by two members and approved by the Council.

(b) Honorary Membership Nomination for Honorary membership must be made in writing by any three Members of the Academy and should be received by the Secretary at least one month before the Members Meeting at which it is to be considered. At that Members Meeting there should be a vote by paper ballot and at least a three quarters majority of the members present is required for the nomination to be approved.

ARTICLE VI

ELECTION OF OFFICERS

The Executives of the Academy, who must be Active Members, shall be elected annually at the Annual General Meeting.

The Executive shall constitute the Council

The Executives shall serve no more than 3 consecutive 1 year terms, unless there is an unfilled vacancy.

The Members may remove a member of the Executive by Ordinary resolution.

ARTICLE VII

MEETINGS OF THE ACADEMY

The President shall conduct all the proceedings of the Academy, interpret the application of the Constitution and decide doubtful questions. The President shall check irregularities and enforce the observance of the Constitution and By-Laws (if any). He shall sign the Minutes of all Meetings of the Association.

COUNCIL MEETINGS

The Council meetings shall be chaired by the President of the Academy who shall sign the minutes of the Council meetings.

In the absence of the President, the Vice President shall perform the President’s duty and in his absence, the Secretary.

Normal Association business shall be decided by a majority vote. In the event of a tie, the President shall have a second and casting vote.

MEETINGS

The Annual Membership fee shall be AUD$90 + GST or such other amount recommended by the Council for approval at the annual General Meeting of the Academy and is payable pro-rata to the end of the calendar year of application for membership, and subsequently on January 1 st annually.

ARTICLE IX

WITHDRAWAL AND EXPULSION OF MEMBERS

Any member whose annual fee is in arrears for one complete year, after a second warning, shall be deemed to have forfeited membership.

A Member may be expelled from the Academy by a ¾ vote of the Council, after the Member has been given the opportunity to be heard by the Council.

ARTICLE X

ADMINISTRATION

The Accounts shall be presented to the Annual General Meeting by the Treasurer.

All cheques over an amount determined by the Council shall be countersigned by another member of the Council.

The Headquarters of the Academy shall be at such place as the Council may determine.

ARTICLE XI

LANGUAGE

The official language of the Academy shall be English. All papers submitted for publication shall be written in English.

ARTICLE XII

AMENDMENTS

Amendments to the Constitution can be made only at a Members Meeting. amendments must be circulated to members by the Secretary at least four weeks before the Meeting at which they are to be considered and must be approved by a three-quarters majority of those members present and eligible to vote.

Amendments to the Rules (if any) may be made by a majority vote of the Council and are effective immediately but must be ratified at the next Members meeting to remain effective.

ARTICLE XIII

WINDING UP

If at any time ⅔ of the members entitled to vote, resolve to wind up the Academy, it shall be wound up. In the case of dissolution or of cancellation of certificate of incorporation, the net assets of the Academy shall be given to another non-profit organisation within the medical or dental field, no member being allowed to benefit.