Articles of Association (edits after 2017 AGM)
ARTICLES OF ASSOCIATION OF THE ICA
THE INSTITUTE OF COMBINATORICS AND ITS APPLICATIONS
The Institute of Combinatorics and its Applications is a professional society whose mission is to promote the development of combinatorics and to encourage publications and conferences in the field of combinatorics.
The first draft of these articles was modelled on those of the British professional society The Institute of Mathematics and its Applications. Consequently, they are quite involved and probably cover a lot of contingencies that will never arise. They have been examined by Council, and Council has approved them as a suitable set of initial articles. If and when revisions become necessary, the Articles can be revised by a General Meeting of the Institute. The members are associated in the society according to the following ARTICLES OF ASSOCIATION.
1. If not inconsistent with the subject or context, certain words have specific meaning as given below:
These presentsThese articles of Association, and the current regulations of the Institute. The Institute of Combinatorics and its Applications. The CouncilThe Council of Management for the time being of the Institute. Voting MemberA Fellow or Associate Fellow of the Institute. The Office The registered office of the Institute, housed at FAU starting in 2017 The SealThe common seal of the Institute. Month Calendar month. In , printed or lithographed, or partly one and partly another, and other modes of representing or reproducing words in a visible form. Executive The Executive Committee or Officers of the Council shall be comprised of the President, Vice-President(s), and Secretary, as elected in Article 50.
Any words importing the singular number only shall include the plural number, and vice versa. Words importing the masculine gender only shall include the feminine gender. Words importing persons shall include corporations.
2. The Institute is established for the purpose of promoting the development of combinatorics and of encouraging publications and conferences in combinatorics and its applications.
3. The Council may from time to time decide on the size of the membership of the association.
4. Every duly elected/nominated member of the Institute shall assume the rights and responsibilities of these articles upon paying dues.
5. The Founding Fellows of the Institute and such other persons as the Council shall admit to membership in accordance with the provisions hereinafter contained shall be members of the Institute.
The Foundation Fellows of the Institute are those who were invited and joined the ICA during the period from May 1, 1990 to May 1, 1991.
6. The classes of membership are: Fellow, Honorary Fellow, Associate Fellow, Companion Member, , Student Member, Corporate Member, Institutional Member.
7. Fellows and Associate Fellows only shall be Voting Members.
8. The Council shall have power (but shall not be bound) to elect to Fellowship any person, duly nominated as hereinafter provided, who has complied with one of the following conditions:
(i) He shall be an Associate Fellow of the Institute or shall have obtained a degree or diploma of a standard acceptable to the Council. He shall, moreover, have had experience either for not less than seven years of responsible research work in combinatorics or its applications which in the opinion of the Council has constituted a valuable contribution to the subject or for not less than ten years in responsible work which in the opinion of the Council demands a sufficient knowledge of combinatorics or its applications to justify his election; or (ii) He shall have made such outstanding contributions either to combinatorics or its applications as shall make it desirable in the opinion of the Council that he become a Fellow of the Institute.
9. The Council may elect to Honorary Fellowship any person who has made pre-eminent contributions to combinatorics or its applications. The number of Honorary Fellows at any time shall not exceed ten.
10. Proposals for election to Honorary Fellowship shall be made in writing by at least three Fellows and submitted to the Secretary and shall contain the name, address, occupation, and qualifications of the person proposed together with a statement of the contributions made by such person as aforesaid.
11. Such election shall be valid only if at least three-quarters of the members of the Council approve the proposal in a duly constituted ballot.
12. Honorary Fellows shall be entitled to the ordinary privileges of membership but they shall not be required to contribute to the funds of the Institute, and shall not be eligible to vote, and shall not be eligible for the Hall, Kirkman, or Euler medals.
13. The Council shall have power (but not be bound) to elect to Associate Fellowship any person, duly nominated as hereinafter provided, who has complied with either conditions (i), (ii), and (iii) below, or condition (iv) below.
(i) He shall have received a general education approved by the Council.
(ii) He shall have obtained a degree or diploma acceptable to the Council.
(iii) He shall have had experience for at least three years
or (iv) He shall have made such contributions either to combinatorics or to its applications or shall have had such experience as is desirable in the opinion of the Council that he become an Associate Fellow of the Institute.
14. Companion members shall be persons who desire to participate in the activities of the Institute and to receive the privileges of membership but who do not, in the opinion of the Council, comply with the conditions for election as Associate Fellows. The Council, if satisfied that a candidate, duly nominated as hereinafter provided, has sufficient interest in combinatorics or its applications to be likely to profit from participation in the activities of the Institute, shall have power (but shall not be bound) to elect him to Companion Membership.
16. The Council shall have power (but shall not be bound) to elect to Student Membership any person, duly nominated as hereinafter provided, who is studying to acquire the qualifications appropriate to the class of Associate Fellow..
Corporate and Institutional Members
17. The Council may admit to regular, senior, or sponsoring Corporate Membership, any business or corporation interested in the promotion, encouragement, or development of combinatorics and its applications.
The Council may admit to Institutional Membership any group of persons or any educational organization that is desirous of participating in the encouragement, promotion, or development of combinatorics and its applications. Universities as Institutional members will be charged $500/year and will be awarded 4 complimentary student memberships. *(we'll have to adjust the dues structure accordingly)
Corporate and Institutional Members shall receive a copy of the BICA, but may not vote in general elections, and may not be elected to Council.
Nominations, Elections, and Transfers
18. (1) Prospective members will send an email to firstname.lastname@example.org, including a CV along with a request for membership at a specified level. (2) The Office reviews the CV. If there are any potential issues, he emails the Executive Committee. (3) If the application is sufficient the applicant is invoiced. (4) Every three months, the Executive Committee will ask Council to ratify the list of new members. The Office will keep digital copies of applications and attached CV until at least the Council has fully ratified the new member.
19. The Council may in its absolute discretion and without assigning any reason, refuse to admit any person to membership or to allow him to transfer to another class of membership.
By-laws, Entrance Fees, and Subscriptions
20. The Council shall have power to make, vary, and repeal by-laws, provided that any by-laws made, varied, or repealed shall not be effective until approved by a General Meeting of the Institute.
21. (A) Subject to any variations that may from time to time be made and approved in accordance by the membership at a General meeting, the entrance fee and subscription payable by applicants for membership and the subscriptions for persons who are already members of the Institute shall be the following amounts, quoted in US dollars:
FTICA One Year: $85 (Fellow) FTICA Two Years:$155 FTICA Three Years: $205 AFTICA One Year: $65 (Associate Fellow) MTICA One Year: $45 (Companion, Student) Institutional Members: $500 Corporate Members: $500 Senior Corporate Members: $1000 Sponsoring Corporate Members: $2500
Lifetime FTICA membership: $1000
Retired: 50% discount of lifetime membership, assumes 10 years of membership prior to retiring Retired: 50% discount of annual membership, does not require 10 years prior. (B) Members paying the annual subscription mentioned in sub-clause (A) of this article as varied from time to time shall be entitled to copies of the BICA.
(C) If the Council admits the applicant, he shall be notified by email at the address in his application but he shall not become a Member until he has paid the annual dues. All subsequent payments of subscription shall fall due on the anniversary of the date of admission to the Institute
(D) Any member transferring to another class of membership at a higher rate of subscription shall pay the subscription for the current year of the class to which he is transferred and the subscription already paid shall be treated as part payment thereof but no further entrance fee shall be required.
22. Every member shall furnish particulars of his address and of any change thereof from time to time to the Secretary and Registrar.
Rights of Members
23. Fellows and Associate Fellows of the Institute shall be entitled to use the initials FTICA and AFTICA respectively after their names. Companion Members, and Student Members shall be entitled to use the initials MTICA after their names.
All members of the Institute shall receive a diploma of membership signed by four members of the Council and bearing the Seal of the Institute to the effect that the member has been admitted to the Institute in the grade indicated.
Resignation and Removal of Names from the Register
25. Any member, provided he is under no liability to the Institute shall be entitled to resign on giving notice in writing of his intention to do so.
28. Any person who has resigned or otherwise ceased to be a member shall be entitled to apply for re-admission as a member. Such a person shall comply with the by-laws of the Institute and such other terms and conditions, including the payment of any entrance fee, as the Council may require.
29. The Council shall on being notified of the death of any Member cause his name to be removed from the Register.
30. Any member who has in the opinion of the Council duly expressed by a resolution thereof, been guilty of conduct which renders him unfit in their opinion to retain his membership shall, on a resolution to that effect passed by the Council at a meeting duly convened with notice of intention to consider the case, at which not less than one-third of the members of the Council are present, have his name struck off the Register of Members and shall cease to be a member accordingly, provided that no member shall be deprived of his membership for any other reason than to pay his annual subscription without at least fourteen days' notice thereof and an opportunity to be heard, either in person or by another in his defence, at a meeting of the Council specially convened for that purpose. A person who has been deprived of his membership under any of the provisions of this Article may be readmitted by the Council at any time upon such conditions as it may determine.
31. The Institute shall hold an Annual General Meeting every calendar year.
32. Only Voting Members have the right to receive notices of and to vote at General Meetings. Members have the right to attend but not to vote. By decision of Council, General Meetings may be held by mail or by electronic mail.
34. Notice of a meeting shall normally be given by publication in the Bulletin of the Institute.
35. The accidental omission to give notice of a meeting to, or the non-receipt of such notice by, any person entitled to receive notice thereof shall not invalidate any resolution passed, or proceeding had, at any meeting.
Proceedings at General Meetings
38. Seven Voting Members personally present shall be a quorum.
40. The President or in his absence a Vice-President (to be selected from the elected present by the meeting) shall preside as Chairman at every General Meeting.
42. Save for the election of members of the Council when there are more candidates than vacancies (in which case election shall be by email or online), a resolution put to the vote at any General Meeting shall be decided on a show of hands of the members present in person and entitled to vote, unless a poll is, before or upon the declaration of the result of the show of hands, demanded:
(A) by the Chairman; or
(B) by at least three Voting Members.
43. Email balloting should be made as secure as is reasonably possible.
45. In the case of an equality of votes, whether on a show of hands or on a poll, the Chairman of the meeting shall be entitled to a second or casting vote.
Votes of Members
47. At all General Meetings of the Institute, there will be no proxy or absentee voting. If an issue requiring a vote is considered disputable by one-third of the members present, its vote may be held by email within a 30 day period.
Voting may take place in person at an Annual General Meeting, or by email within a 30 day period after the vote is announced. Late votes will be considered invalid.
50. The officers of the ICA shall be a President, three Vice-Presidents, Secretary, Registrar, and Council Members. They are to be elected by the voting members of the ICA. Only ICA voting members can be elected to any of the above offices. Officers will serve until their successors have been elected and assume office. The Council shall serve as the advisory body to the President and other officials. Past Presidents, if able and willing to serve, and if they are still Voting Members of the Institute shall be ex-officio members of Council.
51. The Secretary shall be responsible to the Council for administration and for co-ordination of the affairs of the Institute generally. He shall be responsible to the Council for the administration of the financial affairs of the Institute and for ensuring that proper accounts are kept.
52. Following the adoption of this Article and until otherwise resolved in General Meeting, the Council shall consist of the Past Presidents (ex-officio unless elected) able and willing to serve together with the Founding Fellows (ex-officio unless elected) and with not less than twenty-four and not more than thirty other members (including the officers, twenty elected members, and not more than six co-opted members).
53. Council members shall serve three year terms, and one third of the council shall be voted into office each year.
54. Election of elected members of the Council shall be as follows:
Candidates will be solicited by email to the existing council. Candidate names will be distributed during the AGM to the membership (by overhead projector or equivalent). Nominations will be taken from the floor. The Chairman of the meeting will seek a majority vote.
55. The Council may co-opt any Member of the Institute to be a member of the Council; at any time the total number of co-opted members shall not exceed six.
56. The Council may at any time appoint or co-opt any eligible person to be an officer or member of the Council to fill a casual vacancy.
57. If the Council shall at any time be reduced to less than twenty (including the officers), the continuing members may act as the Council for the purpose of filling vacancies or for summoning a General Meeting but for no other purpose.
58. The office of an officer or a member of the Council shall be vacated: (A)If a receiving order is made against him or he makes any arrangement or composition with his creditors. (B)If he becomes of unsound mind. (C)If he ceases to be a member of the Institute. (D)If by notice in writing to the Institute he resigns his office.
Powers of the Council
59. The Council may pay all such expenses of, and preliminary and incidental to, the promotion, formation, establishment and registration of the Institute as it thinks fit, and may exercise all powers of the Institute, and do on behalf of the Institute all such acts as may be exercised and done by the Institute, and as are not by these presents required to be exercised or done by the Institute in General Meeting, subject nevertheless to regulations or provisions as may be prescribed by the Institute in General Meeting, but no regulation made by the Institute in General Meeting shall invalidate any prior acts of the Council which would have been valid if such regulation had not been made.
60. The Council may exercise all the powers of the Institute to borrow money, and to mortgage or charge its undertaking and property, or any part thereof.
61. All cheques and other negotiable instruments, and all receipts for moneys paid to the Institute, shall be signed, drawn, accepted, endorsed, or otherwise executed, in such manner as the Council shall from time to time determine.
Proceedings of the Council
62. The Council may meet in person or online for the dispatch of business, adjourn and otherwise regulate its meetings as it thinks fit, and determine the quorum necessary for the transaction of business. Unless otherwise determined, seven shall be a quorum. Questions arising at any meeting shall be decided by a majority of votes. In case of an equality of votes, the Chairman shall have a second or casting vote.
63. A meeting of the Council may be called by the President, Secretary, or any two members of the Council.
64. The President, or failing him a Vice-President, shall chair all meetings of Council
65. A meeting of the Council at which a quorum is present shall be competent to exercise all the authorities, powers, and discretions by or under the regulations of the Institute for the time being vested in the Council generally.
66. The Council may at any time set up committees consisting of members of the Institute for a specific purpose, and may regulate their procedure, quorum, and membership, and may, if it deems advisable, appoint to any committee thus set up persons possessing specialised knowledge whether from among the members of the Institute or not. The Council may dissolve any such committee at any time. The Council may delegate to any such committee the power to act for the Council subject to such limitations as may be imposed. Except in so far as the power to act is expressly delegated, no resolution of a committee shall be of any unless it is subsequently confirmed by a resolution of the Council.
67. The Council shall cause proper minutes to be made of all proceedings of all meetings of the Institute and of the Council and of committees of the Council, and all business transacted at such meetings, and any such minutes of any meeting, if signed by the Chairman of such meeting, or by the Chairman of the next succeeding meeting of the Institute, Council, or as the case may be, shall be sufficient evidence, without further proof, of the facts therein stated.
70. The Council shall have the power to appoint an executive officer to be called The Registrar, who shall be the general executive officer of the Institute, and such other executive officers and servants as the Council may think fit. The Council shall have power to determine their powers and duties and to make such arrangements and enter into such agreements with them, or any of them, as the Council shall think fit, and to pay them such salaries and wages, and such remuneration by way of pensions, gratuities or otherwise, and to make such provision for and grant such pensions and gratuities to them after their retirement from the service of the Institute as the Council may think proper. The Registrar shall be responsible to the Executive. The Registrar shall be an ex officio member of the Council.
71. The seal of the Institute shall not be affixed to any instrument except by the authority of the Council, and in the presence of at least two members of the Council and of the Registrar, and the said members and the Registrar shall sign every instrument to which the seal shall be so affixed in their presence, and in favour of any purchaser or person bona fide dealing with the Institute such signatures shall be conclusive evidence of the fact that the seal has been affixed.
72. The Council shall cause proper books of account to be kept with respect to:
(A) all sums of money received and expended by the Institute and the matters in respect of which such receipts and expenditure take place;
(B) all sales and purchases of goods by the Institute and
(C) the assets and liabilities of the Institute.
Proper books shall be deemed to be such books of account as are necessary to give a true view of the affairs of the Institute and to explain its transactions.
73. The books of account shall be kept at the office, and shall be open to inspection by members of the Council.
74. All members, and members of the general public have the right of inspecting any account or book or document of the Institute .
75. At each Annual General Meeting, the Council shall lay before the Institute an income and expenditure for the period since the last preceding account (or in the case of the first account since the incorporation of the Institute) made up to a date not more than six months before the Annual General Meeting.
76. Once at least in every year the accounts of the Institute shall be examined and the correctness of the income and expenditure account and balance sheet ascertained by the Audit Subcommittee of Council.
77. The Audit Subcommittee shall be appointed by the Council.
82. The ICA shall annually award four medals: The Kirkman, Hall, Euler, and Stanton.
a) Euler Medals recognize distinguished lifetime career contributions to combinatorial research by Fellows of the ICA who are still active in research. Normally, at most one medal per year is awarded.
b) Hall Medals recognize extensive quality research with substantial international impact by Fellows of the ICA in mid-career. Recipients must not have reached age 41 before the end of the year for which they are nominated. At most two medals per year are awarded.
c) Kirkman Medals recognize excellent research by Fellows or Associate Fellows of the ICA early in their research career, as evidenced by an excellent body of published research. Recipients must have earned their doctoral degree within the four years preceding the end of the year for which they are nominated. At most two medals per year are awarded.
d) Instituted in 2016, Stanton Medal honours significant lifetime contributions to promoting the discipline of combinatorics through advocacy, outreach, service, teaching and/or mentoring. Letters of nomination should establish the significance, duration, and impact of the nominee’s contributions other than research. At most one medal per year is to be awarded, typically to a Fellow of the ICA.
83. Nominations for medal recipients: Each nomination for a medal is to be made by two or more Fellows of the ICA. Nominees for the Stanton medal must not be current members of the ICA Council. Nominees for an Euler, Hall, or Kirkman medal must be ICA members in the year for which they are nominated, and not current members of the ICA Council and not Honorary Fellows. A nomination must include a complete curriculum vitae and a letter detailing the extent and importance of the nominee’s contributions, addressing the selection criteria. Nomination letters should be suitable for inclusion, in whole or in part, in a citation that may appear in the Bulletin.
84. Selection committee shall be comprised of Fellows, and the chair of the selection committee shall be a member of the Council.
85. Policies may be added to this document by petitioning the Council for inclusion, and receiving a majority vote of the Council. Policies may be edited or removed in the same way.
86. Policy on Conference support: A conference organizer or organizing committee consisting of largely ICA membership may petition the Executive Council for Conference support. If the Executive Council deems (a) the Conference topic of interest to a majority of members in the ICA, and (b) the Conference will be attended by a non-trivial proportion of members of the ICA, and (c) the organizer(s) allow the ICA to host a business meeting (if needed), and (d) the organizer(s) will use the ICA logo appropriately in all advertising (print and online), then the Executive Council will consult the budget for the year and award appropriately.
87. Policy on Program Review and Accreditation: At this time, the ICA does not accredit programs and has no formal structure for program review.