Registered as a Charity in England and Wales Number 251087 and in Scotland Number SC009747
A full list of definitions can be found at the end of this document (Clause 11)
The Association shall be called "The Association for the Study of Medical Education" ("ASME" or "the Association").
"The Association seeks to improve the quality of medical education by bringing together individuals and organisations with interests and responsibilities in medical and healthcare education".
ASME's values are
ASME seeks to
Individual Membership shall be open to individuals who are interested in and wish to further the work of the Association, by application to the Association, in accordance with its published procedures.
Institutional Membership shall be open to Universities, Medical Schools, Licensing and other Bodies interested in medical education.
Student Individual Membership shall be open to students undertaking a primary medical education qualification or other healthcare degree and doctors who have been qualified for less
Honorary Membership shall normally be offered to those who are considered to have made an outstanding contribution to the Association over a prolonged period of time and to those invited to deliver the Lord Cohen Lecture at the Association's Annual Scientific Meeting.
ASME expects its Members and their representatives to behave in a responsible and professional manner, especially (but not exclusively) if/when they are representing ASME.
Annual Membership subscriptions shall rise annually in line with the UK rate of inflation.
Membership is terminated if:
Members may from time to time identify areas of particular interest to a subset of their number which merit, and so may apply to the Executive Committee for approval of, the formation of a Special Interest Group to concentrate on those areas. Any such application should be accompanied by:
The Executive Committee shall consider the application at its next meeting and either request additional information from the proposing Members or approve or reject the proposal within 14 days of its meeting.
Each Special Interest Group shall:
The Trustees (being charity trustees as defined in the Charities Acts, who in accordance with those Acts, have the general control and management of the administration of the Association) shall be all the members of the Executive Committee other than the Chief Executive Officer and the Journal Editors.
Subject to the provisions of the Charities Acts, the Trustees shall have the following powers in order to further the aims, goals and objectives of the Association (but not for any other purpose):
Each of the Trustees shall in exercising his or her functions as a Trustee, act in the interests of the Association, and, in particular, must:
No Trustee shall be entitled to receive salary or fees, or receive any remuneration or other benefit in money or money's worth from the Association, by virtue of his or her position as Trustee: PROVIDED ALWAYS THAT (subject always to the observance of the Charities Acts and other relevant statutory and other regulation) nothing herein shall prevent any payment in good faith, by the Association and/or the Trustees in accordance with this Constitution, of payments:
Any meeting of Trustees at which a quorum is present at the time the relevant decision is made, may exercise all the powers exercisable by the Trustees and the Trustees may delegate any of their powers or functions or functions to any committee of which at least two Trustees are members.
Any property may be acquired or leased for the Association and any lease, disposition of other document of title may be taken or entered into in the names of any three or more Trustees and their successors as trustees for and on behalf of the Association and any deed or document shall be validly executed on behalf of the Association and the Trustees in pursuance of their powers, if it is executed or subscribed by any three Trustees.
A Trustee shall cease to hold office if he or she:
No failure, or delay or defect in the appointment or co-option of any Trustee, and no Trustee vacancy shall prevent the Association from pursuing the Objects, nor shall any act or proceeding of the Trustees, or any committee appointed by them, be invalidated or be illegal by reason, or in consequence of, any such failure, delay, defect or vacancy.
5.2.1 Senior Officers and their roles
The Senior Officers of the Association shall be:
The Senior Officers of the Association shall in general be part-time and unpaid; with the exception of the Chief Executive Officer, the Director of Strategic Development and the Editors of Medical Education and The Clinical Teacher, which shall be remunerated positions, appointed by Council after advertisement and selection by the Appointments Panel. Honoraria shall be paid to the Treasurer and established Special Interest Group Leads, as notified in relevant job descriptions and as agreed in Service Level Agreements with appointees.
The President will act as a public ambassador for the Association, and so will require to have the standing to act as such and the personal stature and professional networking opportunities to keep the Association at the forefront of developments in medical education. The President will chair the Annual General Meeting and other meetings of the Members and take on roles and responsibilities within ASME as deemed feasible and appropriate by Council and the individual. The President will chair the Annual General Meeting, Ordinary General Meetings and Emergency General Meetings.
The Chair of Council will chair the Executive Committee and Council. S/he shall need to carry the confidence of the Members and Council in ensuring that their interests are served and the values of the Association sustained.
The Treasurer will work with the Chief Executive Officer, the Director of Strategic Development, the Administrative team and the Accountants to ensure a sound financial strategy is pursued to enable the Association to pursue the Objects and achieve its goals.
The Chief Executive Officer will lead the translation of ideas and policies formulated by Council and the Executive Committee into practical services and initiatives. S/he shall manage the Administrative team and be responsible for formulating business plans to enable the Association to reach its goals.
5.2.2 Election and Terms of Appointment of Senior Officers
An Appointments Panel shall exist in order to assist the Council in the making of appointments in accordance with its remit from time to time. The Appointments Panel will normally comprise the Chair of Council, the Chief Executive Officer and up to 3 other Senior Officers/Trustees and/or Council members dependent upon the nature of the role being advertised. Council reserves the right to invite external colleagues/members to sit on appointments panels to provide specific expertise as appropriate.
Senior Officers shall normally be elected or appointed for the following periods:
The President will be elected by the whole Membership for three years, with the possibility of re-election for a further three years.
The Chair of Council shall be elected by the Council and shall normally serve as such for a period of three years, with the possibility of re-election for a further three years. Any members who have served a period of not less than 3 years within the preceding 10 year period as members of Council or the Executive Committee shall be eligible for application to and appointment as Chair of Council.
The Treasurer shall be selected by the Appointments Panel and appointed for three years with the possibility of re-appointment for a further three years.
The Director of Strategic Development shall be selected by the Appointments Panel and appointed for three years with the possibility of re-appointment for a further three years.
With the exception of the President, all Senior Officers, Group Leads, Committee Chairs and Journal Editors will be subject to an annual review process.
Other Office Bearers will normally be elected for three years, with the possibility of reelection for a further three years.
The Chief Executive Officer will be employed by the Association.
It is the intention of the Association that the individual members of Council will reflect and represent both the different seniority and interests of Members of the Association, and their geographical distribution.
Council shall comprise:
Council Members will serve for a period of three years (other than ex officio members) and retire by rotation with approximately one third retiring (albeit in some cases being eligible for re-election) each year.
Members may be co-opted by the Council, either additional or to fill vacancies, should Council see fit at any time to do so.
The Editors of Medical Education and The Clinical Teacher, serve on the Council for five years and three years respectively, renewable as determined by Council. The editorial independence of the Editors is guaranteed by this Constitution. The Editors are accountable to the Chair of the Board of Management of the journals. The Full Board of Management comprises the Chair of Council, or the Director of Strategic Development (as alternates for one another), the Chief Executive Officer, the Treasurer of ASME, The Editorial Manager, representatives of Wiley-Blackwell or other publishers and the Editors of Medical Education and The Clinical Teacher. The Board of Management, is advised by the Editorial Boards of Medical Education and The Clinical Teacher, and is responsible for overseeing the business and managerial aspects of the journals and for resolving any issues of probity, quality and standards that may arise. The Board of Management will be chaired by a representative appointed by the Appointments Panel as advertised, interviewed and agreed by both ASME and the journal publishers, Wiley-Blackwell or other publishers.
Council may appoint a Finance Committee, of which the Treasurer shall be Chair.
There shall also be an Executive Committee consisting of the Chair of Council, the Chief Executive Officer, the Director of Strategic Development, the Treasurer, the Editors of Medical Education and The Clinical Teacher, the Lead of each Special Interest Group, and such other persons as the Council may appoint. The Executive Committee shall meet regularly, normally quarterly. It shall be responsible to Council, and shall deal with such matters as the Council entrusts to it.
The Executive Committee shall allocate special responsibilities (for example for a Special Interest Group) to and among its individuals members of Committee.
It shall be within the discretion of the Council to attach an honorarium to any Office, and to employ paid Administrative, Secretarial, Research, Information and clerical staff.
The Association shall keep a Register of Relevant Interests, in accordance with the Conflict of Interest Protocol.
The Association shall meet at least once in every year ("Annual General Meetings") to receive the Annual Report and the Annual Accounts from the Council, to discuss the Report and any other business. The Chief Executive Officer shall give not less than six weeks notice of the Annual General Meeting.
Any items for the Agenda of a General Meeting shall reach the Chief Executive Officer not less than twenty-eight days before the date of the meeting, and an Agenda shall be issued to all Members not less than three days before the meeting. Matters of which due notice has not been given in the Agenda shall not be considered unless urgency is voted by two-thirds of those present.
The Association may also hold such additional meetings during the year for business or other purposes as it or the Council may decide ("Ordinary General Meetings").
The Association may also organise meetings to which Members of the Association and members of other interested bodies or individuals may be invited to discuss matters pertaining to education.
The Council shall have the power to summon an Emergency General Meeting of the Association if it so decides. Not less than fourteen days' notice must be given. An Emergency General Meeting shall also be called by the Chief Executive Officer at the request of not less than 20 Members.
At Annual General Meetings, Ordinary General Meetings and Emergency General Meetings the quorum shall be 20 Members entitled to vote upon the business to be conducted at the meeting. The authorised representative of an Institutional Member shall be counted in the quorum for that meeting. If no quorum is present within half an hour of the appointed time or during a meeting a quorum ceases to exist, the meeting shall be adjourned to such time and place as the Chair (or nominated deputy) shall determine. If no quorum is present at the re-convened meeting within fifteen minutes of the start of the meeting, the Members present at that time shall constitute a quorum for that meeting.
Individual Members and the authorised representative of Institutional Members shall each have one vote.
At Executive Committee Meetings the quorum shall be 6 members of the committee entitled to vote upon the business to be conducted at the meeting, one of whom must be the Chair (or nominated deputy).
Subject to the relevant provisions of the Charities Acts the Association shall have power to:
PROVIDED ALWAYS such alteration, incorporation, transfer or amalgamation has been approved by at least two-thirds of responding Members (Institutional and Individual) after a written consultation, or having been previously circulated to all Members, is approved by Special Resolution passed at an Annual General Meeting or an Emergency General Meeting of the Association.
The Trustees must comply with their obligations under the Charities Acts and regulations relative thereto with regard to:
None of the Association's assets may be distributed or otherwise applied (on being wound up or at any other time) except in accordance with this Constitution, and/or the Charities Acts and/or to further the Objects.
A Trustee is entitled to be reimbursed from the income and property of the Association or may pay out of such property reasonable expenses properly incurred by him or her when acting on behalf of the Association and/or in the furtherance of the Objects, in accordance with this Constitution.
No Trustee or connected person may:
unless the payment is permitted by Clauses 5.1.4 or 9.2 or authorised by the court or a charity regulator. In this clause a "financial benefit" means a benefit, direct or indirect, which is either money or has monetary value.
Nothing in this constitution shall authorise an application of the property of the charity for purposes which are not charitable in accordance with section 7 for the Charities and Trustee Investment (Scotland) Act 2005.
Subject to compliance with the Charities Acts, the Members may resolve by Special Resolution that the Association be wound up. If on the winding up of the Association, any property remains after satisfaction of all the Association's debts and liabilities, such property shall not be paid to or distributed among the Members of the Association; that property shall instead be transferred to some other Charity or Charities (whether Incorporated or unincorporated) Association. whose objects are similar (wholly or in part) to the objects of the
In this Constitution:
The following definitions apply:
The following rules of interpretation shall apply: