(approved 2014-08-23)

§ 1

The Scandinavian Physiological Society is a society of researchers from Denmark, Finland, Iceland, Norway and Sweden working in the field of physiology and related areas of science. The society is registered in Sweden.

§ 2

The purpose of the Society is to promote and disseminate knowledge of research and to preserve the interests of physiological science in the Nordic countries.

This purpose is forwarded by owning and publishing the journal Acta Physiologica, by organizing scientific meetings for the free exchange of knowledge, and other activities.

To the extent that the financial resources of the Society allow, the journal is given first priority and participation in the Society’s meetings is then encouraged by awarding grants for traveling costs, especially to younger members of the Society. Grants may be given to other activities in addition to the above. Distribution of profits cannot take place.

§ 3

The Society consists of ordinary members, student members, honorary members and associated members.

Researchers at Nordic universities and colleges working in the area of the Society can gain admission to the Society as ordinary members by applying to the general secretary.

Students working in science subjects may be accepted as student members by applying to the secretary-general after recommendation by their supervisors.

Other persons that show an interest in the Society may be selected as ordinary members through proposal by a member of the Society.

Companies, organisations and persons that wish to support the Society may gain admission as associated members by applying to the board.

Persons who in a significant way promote the activities of the Society may be selected as honorary members. Proposals for selection as honorary member are submitted to the board, which subsequently makes a decision on the matter.

§ 4

All members pay an annual fee, the amount of which is determined by the general meeting for a period of four years. The annual fee for ordinary members may be replaced by a determined one-off payment.

Members may notify the secretary-general in writing of their withdrawal. Members that do not pay their annual fee for three consecutive years are considered to have withdrawn from the Society.

§ 5

The board of the Society, consisting of 14 members, represents and leads the activities of the Society between the general assemblies.

The board consists of a president, a president-elect, two national representatives from each of the countries of Denmark, Finland, Norway and Sweden, and one member from Iceland. The mandate of the national representatives is limited to two four-year periods.

The board includes as natural members the editor-in-chief of Acta Physiologica, the secretary-general of the Society and the meetings secretary. These members are elected for four-year periods with the option of being re-elected.

The president is elected by the general meeting for a period of four years. The presidency should alternate between the Nordic countries.

The president-elect is elected by the general meeting ordinarily 2 years prior to the termination of the term of a president. The transition to president shall be approved by the general assembly.

A quorum consists of at least 8 present members and at least one national representative from each of three (3) different countries.

The board shall appoint specialist editors from proposals submitted by the editor-in-chief.

The board may, if required, appoint a capital committee that shall manage the Society’s capital in accordance with the guidelines issued by the board.

§ 6

The general meeting of the Society shall take place at least every second year.

Only ordinary members and honorary members that are present have the right to vote at general meetings.

The following items shall be taken up at the general meeting:

Ia) Election of chairman and secretary for the general meeting.

Ib) The secretary-general shall submit the board`s annual report, with the annual accounts for the time from the preceding general meeting.

Ic ) The editor-in-chief of Acta Physiologica shall submit the report for the journal for the same time period.

Id) Presentation of the audit report for the Society for the relevant time period.

Ie) Discharge of liability for the board members.

If) Information regarding the financial management and profit of the Acta Physiologica Jubilee fund and the Foundation for Nordic Physiology, for the time period from the previous general meeting.

The following items shall be taken up when appropriate according to §5:

IIa) Election of president and/or president-elect for the Society.

IIb) Election of national representatives and from each country one deputy member to the board. Ordinarily the national representatives from one member country are elected so that their mandate periods do not terminate at the same time.

IIc) Election of general-secretary.

IId) Election of editor-in-chief.

IIe) Election of meetings secretary.

IIf) Election of two auditors and one deputy auditor, with mandate periods of four years with the option of re-election.

IIg) Election of representatives to the board for the foundation, Acta Physiologica Jubilee fund.

IIh) Election of three members from three different countries for an election committee that shall prepare nominations for all elections that take place at the general meeting. Members of the elected election committee shall appoint a chairman to convene their meetings and the mandate period for the election committee is four years between re-elections.

IIi) Determination of the annual fee.

The general meeting may issue instructions for the work of the board.

Notice to attend the general meeting shall be sent out at the latest one month before the meeting.

Proposal for other issues to be decided at the general meeting shall be submitted to the board at the latest two months before the general meeting in which it is desired that the proposal be discussed

An extra general meeting may be called by the board or when at least 30 members so demand. Notice to attend shall be sent out at the latest 3 months before the meeting.

§ 7

The executive committee consists of the president, the secretary-general and the meeting secretary. The executive committee shall manage the ongoing activities of the Society. The president and the secretary-general are representatives of the Society and can sign on behalf of the Society. The board may issue instructions for the work of the executive committee.

The secretary-general shall manage the Society’s accounts, archive and list of members and shall collect membership fees and reports on ongoing activities to the board.

The editor-in-chief is responsible for the journal, the editorial contents and practical issues related to printing, distribution etc.

The meetings-secretary is responsible for the maintenance of standards regarding content and accomplishment that are prescribed by the Society for scientific meetings arranged in the name of the Society. The secretary is also the contact person between the Society and local organizers.

§ 8

Unless otherwise stated in the regulations, decisions are made at the general meeting and in the board by straightforward majority. In cases of tied votes in the board, the chairman has the casting vote.

§ 9

Proposals for amendments to these regulations that in turn replace earlier issues from 1969, 1973, 1992, 1994, 1996, 2000, 2001, 2005 and 2014 shall be submitted to the board at the latest two months before the general meeting in which it is desired that the proposal be discussed. In order to be approved at the general meeting, proposals for amendments of the regulations must be included into the notice for attending the general meeting together with comments of the board. The board will present the amendment proposal to the general meeting. A majority of at least two thirds of votes of the members present at the general meeting is required for the proposal to be adopted.

Decision regarding the dissolution of the Society, or regarding amendments to §2, shall be valid only if approved by a three-quarters majority at two consecutive general assemblies. The decision on dissolution shall state to which organization the Society’s assets shall be transferred, and that organization shall have the primary purpose of promoting physiological sciences.