Bylaws

Approved 13/9 2025

§ 1

The Scandinavian Physiological Society is a society for 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 since 1925.

§ 2

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

The Society works toward this purpose by owning and publishing Acta Physiologica, by organizing scientific meetings, and by awarding travel grants for the free exchange of knowledge, and though other activities in agreement with the purpose of the society.

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 secretary general.

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, organizations and persons that wish to support the Society may gain admission as associated members by applying to the secretary general.

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

§ 4

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

Researchers at Nordic universities and colleges working in the research area of the Society can gain admission to the Society as ordinary members by applying via the membership portal on the homepage.

Students working at Nordic universities and colleagues in the research may be accepted as student members by applying via the membership portal on the homepage.

Others with an interest in the Society may be elected as ordinary members by applying via the membership portal on the homepage.

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

Individuals who in a significant way promote the activities of the Society may be elected as honorary members. Proposals for election as an honorary member are submitted to the board, which subsequently decides on the matter.

§ 5

The board of the Society represents and leads the activities of the Society between the general assemblies.

The board has a maximum of 12 members and consists of the president, the secretary general, the executive officer and two national representatives from each of the countries of Denmark, Finland, Norway and Sweden, and one from Iceland. A national representative can maximally serve for two consecutive four-year periods. The national representatives must be affiliated with an institution located in the respective country. For each country a deputy representative is also appointed to take over the voting rights when a national member is not able to appear at a board meeting.

The president is elected by the general assembly for a period of four years. A new president should come from a different Nordic country than the past president.

One year before the end of the termination of the presidential four-year term a new president is elected by the general assembly and serves on the board as president elect for one year before taking office as president. During this time the board has 13 voting members.

A quorum consists of at least 8 present members and at least one national representative from at least three countries.

The board appoints the Editor-in-Chief for Acta Physiologica. The Editor-in-Chief can be present at a board meeting per invitation.

The board may appoint any committee it sees fit.

Board meetings and their minutes can be requested from the Executive Committee unless the president, or the board decide otherwise for special cases. If a board member has a potential conflict of interest, the rest of the board handles the case in the absence of this board member.

§ 6

The general assembly of the Society takes place at least every second year.

Only ordinary members, lifelong members, and honorary members who are present have the right to vote at general assembly.

The following items must be on the agenda for each ordinary general assembly:

Ia) Election of a chairman and a secretary for the general assembly.

Ib) The secretary general shall submit the board’s annual report, with the annual accounts for the time period since the previous general assembly.

Ic) The Editor-in-Chief of Acta Physiologica presents the report for the journal for the time period since the previous general assembly.

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 for the time period since the previous general assembly.

The following items should be on the agenda when appropriate according to §5:

IIa) Election of president, general secretary and executive officer.

IIb) Election of national representatives from each country each with one deputy member to the board.

IIc) Election of two auditors and one deputy auditor. These are elected for four years with the option of re-election once.

IId) Election of three members from three different countries for an election committee. The task of this committee is to prepare nominations for all elections that take place at the general assembly. The 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.

Members of the executive committee may propose any other issue to be voted on by the assembly. The general assembly may issue instructions for the work of the board.

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

Proposal for other issues to be decided at the general assembly can be made by any member by submission to the executive committee at least five weeks prior to the general assembly.

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

§ 7

The executive committee consists of the president, the secretary general, the executive officer, and may include an administrative coordinator. The executive committee manages 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 executive committee appoints (co-)organisers of meetings arranged or co-organised by the Society.

§ 8

Unless otherwise stated in the regulations, decisions are made at the general assembly and on the board by direct majority. In cases of tied votes in the board, the chairman has the deciding vote.

§ 9

Proposals for amendments to these regulations that replace earlier issues from 1969, 1973, 1992, 1994, 1996, 2000, 2001, 2005, 2014, 2015, 2020, and 2022 must be submitted to the board at the latest two months before the general assembly where they are to be discussed. To be approved at the general assembly, proposals for amendments must be included in the notice for attending the general assembly together with comments from the board. The board will present the amendment proposal, with its own comments, to the general assembly. A majority of at least two-thirds of votes of the members present at the general assembly is required for the proposal to be adopted.

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