ARTICLE I — NAME
The name of this organization shall be the Indiana Urologic Association, Inc, (hereinafter “IUA” or “Society”).
ARTICLE II — DURATION
The duration of IUA was perceived as perpetual originally. This Association, however, may be proposed to be altered, combined with other organizations or disbanded at any business meeting. Such action shall require positive votes of two-thirds of Active members present plus those Active members whose proxies are in hand at the time of the meeting.
ARTICLE III — PURPOSE
The purposes and objectives for which IUA is organized are:
- To provide a quality support system for the urologic physicians in Indiana and those practicing this specialty in surrounding environs adjacent to this State in their efforts to better serve patients, people and community areas.
- To improve the practice and elevate the standards of Urology by providing a forum for the free interchange of ideas in this specialty field with programs relating to continuing education, office practice, research and social-economic issues, for examples.
- To disseminate knowledge of Urology within the medical profession as a whole and when appropriate to educate the public through proper channels utilizing the posture of the Association.
- To foster good will, cooperative efforts and friendship amongst its members.
- To serve as a liaison organization to the North Central Section of the American Urological Association, to the American Association of Clinical Urologists, to the Indiana State Medical Society, and other medical and medical specialties societies as needed.
ARTICLE IV — NOT-FOR-PROFIT
The Association shall not engage in any business of any kind which is ordinarily carried on for profit and nothing in these Articles or the Bylaws shall authorize this organization to do so. Any income received by the organization shall be applied exclusively for the not-for-profit purposes of the IUA as set forth herein. No part of any income shall ever inure to the benefit of any private member or individual.
ARTICLE V — MEMBERSHIP
Membership in said Society shall consist of Active Members, Affiliate Members, Candidate Members and Emeritus Members as these classes are defined by the Bylaws.
ARTICLE VI — BOARD OF DIRECTORS
The management of the Society shall be vested in the Board of Directors of the Corporation and shall be elected or appointed in the manner provided in the bylaws. The number of directors shall be fixed in the bylaws, except that there shall not be less than three (3) in number.
ARTICLE VII — COMMITTEES
The Association shall have such Standing Committees as are deemed necessary and as are provided for in the Bylaws. Ad Hoc Committees may be approved for special purposes at Annual Meetings or by the Executive Committee or the Board of Directors.
ARTICLE VIII — MEETINGS
The Society shall hold an annual business meeting and an annual scientific meeting at a time and place specified in the Bylaws or as otherwise provided. The Society may sponsor other meetings of educational or scientific interest to the Society when approved by the Board of Directors.
ARTICLE IX – AMENDMENTS
This Constitution may be altered, amended or repealed, or a new Constitution may be adopted, at the annual business meeting of the Society, by a vote of a majority of the members present if at least thirty days’ written notice is given to the membership of the intention to take such action at such meeting.
Amendments made necessary by law will become effective immediately without membership consent unless a vote is requested by the Board of Directors. The membership will be notified of any amendments instituted under this article by their being posted on the Society’s website or by mailed announcement.
Bylaws may be amended by a simple majority of the Active Members responding to ballot for the proposed change or those present and voting at the annual business meeting.
ARTICLE X — TERMINATION OF THE SOCIETY
The Corporation may be directed to dissolve by a two-thirds (66%) vote of the Members of the Corporation in a Special Meeting called for such purpose. In the event of the dissolution of the Corporation, or if it permanently ceases to operate, and upon termination or dissolution of the Corporation, any surplus of property or assets remaining after all of the debts and obligations of the Corporation have been paid and satisfied, shall not either directly or indirectly inure to the benefit of any private member of the Corporation or individual, but all such property and assets shall be expended in their entirety, for the Not-for-Profit purposes as set forth in the Indiana code 23-17-22-5.