Bylaws

As approved December 17, 2021

ARTICLE I. NAME

The name of this corporation shall be the American Society for Radiation Oncology, hereinafter referred to as the “Society” or “ASTRO”..

ARTICLE II. MEMBERSHIP

Section 1 Classes of Membership

Membership in this Society shall be divided into nine (9) categories: Active, Affiliate, International, Associate, Postdoctoral Fellow, Member-in-Training, Student/Graduate Student/PGY-1, Emeritus and Honorary Membership. 

Section 2 Qualifications for Membership

1. Active Membership shall be reserved for physicians, radiation therapy medical physicists (medical physicists) and radiation or cancer biologists who satisfy the requirements set forth in any one of the following paragraphs (1) through (3):
   1. A physician who is certified in radiation oncology or therapeutic radiology by the American Board of Radiology or by another board recognized by the Board of Directors of the Society (the Board) as being of equivalent rank and who devotes a substantial portion of his/her clinical time to radiation oncology; or 
   2. A medical physicist who is certified in radiological physics or therapeutic radiological physics by the American Board of Radiology or by another board recognized by the Board of Directors of the Society as being of equivalent rank and who devotes a substantial portion of his/her professional time to radiation oncology or radiation sciences; or 
   3. A radiation or cancer biologist who holds a doctoral degree and devotes a substantial portion of his/her professional time to radiation oncology or radiation sciences. 
2. Affiliate Membership shall be open to physicians who have successfully completed residency training in radiation oncology in an accredited radiation oncology program but who have not been certified in radiation oncology by the American Board of Radiology or by another board recognized by the Board of Directors of the Society as being of equivalent rank or to physicians who have not received residency training in radiation oncology, but who are certified in another specialty by a board recognized by the American Board of Medical Specialties or by another board recognized by the Board of Directors of the Society as being of equivalent rank and have a demonstrated interest in the management of patients with cancer.
3. International Membership shall be open to physicians in radiation oncology, medical physicists and radiation or cancer biologists who devote a substantial portion of their professional time to radiation oncology or radiation sciences and who reside outside of the United States. International physician members shall either be board certified by the American Board of Radiology (ABR) or a board recognized by the Board of Directors of the Society as being of equivalent rank to the ABR, or shall hold membership in a national or regional radiation oncology society in their country or region of practice.
4. Associate Membership shall be reserved for non-physician clinical health care specialists or other individuals who work in a clinical health care environment who have recognized interests in the aims of the Society, including, but not by way of limitation, medical physicists, medical dosimetrists, radiation or cancer biologists, physician assistants, radiation therapists, radiation oncology nurses and practice administrators.
5. Postdoctoral Fellow Membership shall be offered to individuals who hold a doctoral degree, do not hold a faculty position, and are engaged in mentored research for the purpose of acquiring the professional skills needed to pursue a career in radiation oncology.
6. Member-in-Training Membership shall be offered only to residents and fellows in full-time training in therapeutic radiology or radiation oncology. A Member-in-Training must apply for Active, Affiliate or International Membership within thirty (30) days of completion of training or his/her membership in the Society shall automatically terminate.
7. Student/Graduate Student/PGY-1 Membership shall be offered to U.S. and international medical students enrolled full-time in an accredited school of medicine, graduate students enrolled in a doctoral program and PGY-1 residents.
8. Emeritus Membership may be conferred by the Board of Directors of the Society upon request to the Secretary/Treasurer of any Active, Associate, Affiliate, or International Member who has been a member for at least five (5) of the prior seven (7) years and who has voluntarily retired from active practice or who has been retired for at least one (1) year by reason of physical disability. Emeritus Membership status will be terminated should the member resume active practice.
9. Honorary Membership may be conferred by the Board of Directors of the Society on those individuals who have made significant contributions to the objectives of the Society.

Section 3 Application

1. Each application for membership in the Society must be made on a form authorized by the Board of Directors of the Society. Active, Affiliate and Associate applications for membership shall include at least one (1) affirming sponsors from Active or International Members in good standing of the Society. Each application for Member-in-Training and Student/Graduate Student/PGY-1 membership shall include the name of the residency/training program and anticipated completion date. Each application for Postdoctoral Fellow shall include the name of his/her mentor. Completed applications shall be forwarded to the Membership Committee for review and evaluation. The Board shall establish a process appropriate for consideration of membership applications.
2. The Board of Directors of the Society shall consider membership applications at least four (4) times per year. Prior to each Board meeting, the Membership Committee shall submit to the Board its findings and recommendations with respect to pending applications. The Board shall have the authority to hold over for further consideration or reject any application that does not fully comply with all applicable requirements.  

Section 4 Rights of Members

Except as otherwise specifically provided in the Bylaws of the Society, each member of the Society shall have full membership rights as recognized under Illinois law, including, but not by way of limitation, the right to receive notice of and attend membership meetings, to participate in discussions and to accept appointment to committees of the Society. Only Active, Affiliate, and International Members shall have the right to vote at membership meetings and to vote by ballot. Furthermore, only Active Members shall have the right to hold elective office. Each Active, Affiliate, and International Member must maintain the applicable requirements for his/her category of membership in the Society.

Section 5 Associate Membership Election

Any radiation physicist or radiation or cancer biologist who is an Active Member of the Society may at any time elect Associate Membership by giving written notice of such election to the Membership Committee of the Society. Such an election shall become effective on the January 1 next, following such written notice to the Membership Committee. 

Section 6 Automatic Membership Upgrade

Any member who otherwise fulfills the requirements of Active membership shall be automatically upgraded to Active Member upon obtaining board certification in radiation oncology or therapeutic radiology by the American Board of Radiology or by another board recognized by the Board of Directors of the Society as being of equivalent rank. 

ARTICLE III. BOARD OF DIRECTORS

Section 1 Composition

The property and affairs of the American Society for Radiation Oncology shall be managed by or under the direction of the Board of Directors. The Board shall be composed of the Chair of the Board, the President, the President-elect, the Secretary/Treasurer, the Immediate Past Chair of the Board, twelve (12) additional members representing the six (6) Councils, and the Chief Executive Officer. Every third year there shall also be a Secretary/Treasurer-elect who, with the Chief Executive Officer, shall be non-voting ex-officio Board members. The Board shall each year hold a regular meeting in conjunction with the Annual Meeting of the Society and shall also hold additional regular meetings during the year at the time and place selected by the Chair of the Board. Special meetings of the Board may be called by the Chair of the Board, by the President or by any three (3) voting members of the Board. 

Section 2 Board Members Representing the Councils

The twelve (12) Board Members representing the Councils shall be Active Members of the Society entitled to vote in good standing, and shall be designated as follows:

One (1) shall be held by the Chair of the Clinical Affairs and Quality Council 
One (1) shall be held by the Vice-chair of the Clinical Affairs and Quality Council
One (1) shall be held by the Chair of the Education Council
One (1) shall be held by the Vice-chair of the Education Council
One (1) shall be held by the Chair of the Government Relations Council
One (1) shall be held by the Vice-chair of the Government Relations Council
One (1) shall be held by the Chair of the Health Equity, Diversity and Inclusion Council
One (1) shall be held by the Vice-chair of the Health Equity, Diversity and Inclusion Council
One (1) shall be held by the Chair of the Health Policy Council
One (1) shall be held by the Vice-chair of the Health Policy Council
One (1) shall be held by the Chair of the Science Council
One (1) shall be held by the Vice-chair of the Science Council

Of these individuals at least one (1) should satisfy the membership requirements for a medical physicist, at least one (1) should satisfy the membership requirements for a radiation or cancer biologist, at least one (1) should be an academic clinician (defined as a Radiation Oncologist who holds a full time faculty appointment), and at least one (1) should be a community practice clinician (defined as a Radiation Oncologist who does not hold a full time faculty appointment).  

Section 3 Quorum Rule

A quorum of ten (10) voting members of the Board of Directors shall be required to be registered to take action at any session. A simple majority vote of the voting directors shall be necessary for approval of anything requiring action from the Board, except as otherwise specified. 

ARTICLE IV. OFFICERS

Section 1 President-elect

The duties of the President-elect shall be to: 

1. Prepare a list of Standing Committee appointments, not otherwise specified in the Bylaws, for approval by the Board of Directors. At the discretion of the Board, the Council Chair and the President, he/she can expand the membership of a committee to include individuals whose expertise in a particular aspect of the specialty provides value to the Committee. These additional members of the Committee shall be subject to yearly appointments; 
2. Represent the Society at national and international meetings in the absence of the Chair of the Board and the President or upon the delegation of such duty by the Chair of the Board; 
3. In the absence of the President or in the event of his/her death, inability or refusal to act or perform the duties of the President, upon being so instructed by the Board and when so acting, have all the powers and be subject to all the restrictions upon the President; and
4. Perform such other duties that the Chair of the Board or the Board may assign.

The President-elect shall serve for a term of one (1) year commencing at the conclusion of the Annual Business Meeting of the membership which next follows his/her election to that office and terminating at the conclusion of the next Annual Business Meeting of the membership. Upon completion of said term as President-elect, he/she shall automatically assume the office of President.

Section 2 President

The duties of the President shall be to: 

1. Be responsible for planning the Annual Meeting of the Society that takes place during his/her term as President; 
2. Deliver the Presidential Address during the Annual Meeting; 
3. Serve as Vice-chair of the Board of Directors; 
4. Represent the Society at national and international meetings in the absence of the Chair of the Board or upon the delegation of such duty by the Chair of the Board;
5. In the absence of the Chair of the Board or in the event of his/her death, inability or refusal to act, perform the duties of the Chair of the Board and when so acting, have all the powers of and be subject to all the restrictions upon the Chair of the Board; and
6. Perform such other duties that the Chair of the Board or the Board may assign. 

The President shall serve for a term of one (1) year commencing with the completion of his/her term as President-elect and terminating at the conclusion of the next Annual Business Meeting of the membership. Upon completion of said term as President, he/she shall automatically assume the office of Chair of the Board. 

Section 3 Chair of the Board

The duties of the Chair of the Board shall be to:

1. Preside at all Business Meetings of the membership of the Society;
2. Serve as the Chair of the Board of Directors and preside at all meetings of the Board, including establishing date, time and location;
3. Serve as the Chair of the Executive Committee and preside at all meetings of the Committee, including establishing date, time and location;
4. Appoint the members of any special Committee or task force not otherwise provided for in the Bylaws, with the approval of the Board; 
5. Chair the Awards Committee and vote in the case of a tie;
6. Serve as a non-voting ex-officio member of all Standing Councils, Standing Committees, Special Committees or task forces, except as otherwise specified;
7. Act in the event of any exigency or emergency not covered by the Bylaws;
8. Perform all duties incident to the office of Chair and such other duties that the Board may prescribe; and
9. Represent the Society at national and international meetings.

The Chair of the Board shall serve a one-year term, commencing with the completion of his/her term as President and terminating at the conclusion of the next Annual Business Meeting of the membership. Upon completion of said term as Chair of the Board, he/she shall automatically assume the office of Immediate Past-Chair of the Board.

Section 4 Immediate Past Chair of the Board

The Immediate Past Chair of the Board shall serve as a member of the Awards Committee, Chair of the Nominating Committee and shall perform such other duties and exercise such other powers as may be determined by the Chair of the Board or the Board. The Immediate Past Chair of the Board shall also represent the Society at national and international meetings upon the delegation of such duty by the Chair of the Board.

The Immediate Past Chair of the Board shall serve a one-year term, commencing with the completion of his/her term as Chair of the Board and terminating at the conclusion of the next Annual Business Meeting of the membership.

Section 5 Secretary/Treasurer

The duties of the Secretary/Treasurer shall be to:

1. Ensure that proper procedures are followed for recording minutes, record maintenance, and membership activities;
2. Serve as the principal accounting and financial officer of the Society and assume responsibility for the receipt and disbursement of the funds of the Society (including collection of dues) in accordance with the authorization and direction of the Board of Directors; and
3. Present financial and investment reports to the Board.
4. Serve as an ex-officio nonvoting member of the Membership Committee.

The Secretary/Treasurer shall serve for a term of three (3) years, commencing with the completion of his/her term as Secretary/Treasurer-elect and terminating at the conclusion of the third succeeding Annual Business Meeting of the membership.

Section 6 Secretary/Treasurer-elect

The duties of the Secretary/Treasurer-elect shall be to:

1. Assist the Secretary/Treasurer in the performance of such tasks and responsibilities as commonly performed by the Secretary/Treasurer;
2. Serve as the designee of the Secretary/Treasurer in his/her absence or non-availability;
3. Serve in the stead of the Secretary/Treasurer in such functions where a conflict of interest would exist for the Secretary/Treasurer; and
4. In the event of death or the inability or refusal to act by the Secretary/Treasurer, perform the duties of the Secretary/Treasurer and when so acting, have all the powers of and be subject to all the restrictions upon the Secretary/Treasurer.

The Secretary/Treasurer-elect shall serve for a term of one (1) year as a non-voting member of the Board commencing at the conclusion of the Annual Business Meeting of the membership which next follows his/her election to that office and terminating at the conclusion of the next Annual Business Meeting of the membership. Upon completion of said term as Secretary/Treasurer-elect, he/she shall automatically assume the office of Secretary/Treasurer.

Section 7 Council Chairs

The duties of the Council Chairs shall be to:

1. Coordinate the activities of the committees in their Council;
2. Provide leadership and direction to the committees within their Council in carrying out the wishes of the Board of Directors;
3. Communicate the activities and proposals of the committees to the Board;
4. Communicate and coordinate activities and programs that are cross-council in nature with the leadership of the other Councils; and 
5. Assist the President-elect in identifying leadership within the membership and recommending committee appointments to their Council’s committees. The Council Chairs will consult with committee leadership to make recommendations to the President-elect.

Each Council Chair shall serve a term of two (2) years, commencing at the conclusion of his/her term as Council Vice-chair and terminating at the conclusion of the Annual Business Meeting of the membership two years hence.

Section 8 Council Vice-chairs

The duties of the Council Vice-chairs shall be to:

1. Assist the Council Chairs in their activities; and
2. In the absence of the Council Chair or in the event of his/her death, inability or refusal to act, perform the duties of the Council Chair and when so acting, have all the powers and be subject to all the restrictions upon the Council Chair.

The Council Vice-chairs shall serve a term of two (2) years, commencing at the conclusion of the Annual Business Meeting of the membership which next follows his/her election to that office and terminating at the conclusion of the Annual Business Meeting of the membership two years hence. Upon completion of said term as Council Vice-chair, he/she shall automatically assume the office of Council Chair.

Section 9 Term Limits, Succession and Removal from Office

1. Term Limits - No Officer or Board Member shall be eligible for re election to the same line of succession of Office (i.e., Immediate Past Chair of the Board may not be eligible for election to President-elect; Secretary/Treasurer is not eligible for election to Secretary/Treasurer-elect) or to Vice-chair of the same Council until at least one (1) year after completion of his/her previous term.
2. Removal of Officers and Board Members - Any Officer or other Board Member may be removed by a three-quarters (3/4) vote of the voting Directors, whenever in their judgment the best interest of the Society will be served thereby. Such action shall require confirmation by a majority vote of the voting Membership.
3. Vacancies - A vacancy or vacancies shall be deemed to exist upon the death, resignation, removal, or succession to a higher office of an Officer or Council Chair or Council Vice-chair as provided for in these Bylaws. Upon such an occurrence, the members of the Board of Directors then remaining in office shall vote to fill any such vacancy or vacancies and each Officer of the Society or Council Chair or Council Vice-chair. Those selected shall hold such office until the close of the Annual Business Meeting of the Society following the election of a member of the Society to complete the original term of office.
4. Board Composition-Compliance - In the case where a nomination from the membership and subsequent election causes non-compliance of the composition in Article III, Section 2, the Chair shall promptly appoint an additional Board member to meet the requirements.

Section 10 Chief Executive Officer

The Board of Directors shall be authorized to employ a Chief Executive Officer of the Society. The Chief Executive Officer shall possess such authority and be subject to whatever limitations the Board may impose. The Chief Executive Officer may delegate to any other employee such responsibilities, as he/she deems appropriate.

ARTICLE V. STANDING COUNCILS

Section1 Clinical Affairs and Quality Council

The charge of this Council shall be to promote patient care through practice guidelines, clinical expertise and a focus on quality and safety.

Section 2 Education Council

The charge of this Council shall be to provide high quality, cutting edge educational opportunities for the Society's members utilizing a broad array of teaching tools and a variety of venues to maximize accessibility to its members and other specialties.

Section 3 Government Relations Council

The charge of this Council shall be to maintain the Society's recognition as the primary source of expertise by government branches and other organizations on regulatory and health policy issues relating to radiation oncology so as to enhance the impact of our Society on these issues.

Section 4 Health Equity, Diversity and Inclusion (HEDI) Council

The charge of this Council shall be to advance and operationalize a culture of inclusive excellence through the Society's membership body, programs and policies that will foster a diverse workforce and improve health equity in radiation oncology.

Section 5 Health Policy Council

The charge of this Council shall be to enhance patient care and the practice of medicine, as well as promote an understanding of the relationship between economics and health policy.

Section 6 Science Council

The charge of this Council shall be to promote basic, translational, and clinical research in radiation oncology and to help facilitate the transmission of that information to other scientific and governmental bodies.

ARTICLE VI. STANDING COMMITTEES

Section 1 Committee Terms

Unless otherwise specified, all members will be appointed by the Board of Directors for one (1) year terms. The term of office shall commence at the close of the Annual Business Meeting of the Society and shall continue until the succeeding Annual Business Meeting. Members may ordinarily be reappointed for four (4) additional successive one year terms. A member reappointed for four (4) such additional terms shall ordinarily be ineligible for further reappointment to the committee until at least one (1) year after completion of such service, but in special circumstances, the Board of Directors at its discretion may extend the service of a committee Chair or member for such additional period as is deemed to be in the best interest of the Society. Tenure as Chair and Vice-chair may extend the typical term of a committee member.

Section 2 Executive Committee

The Executive Committee shall consist of the Immediate Past Chair of the Board of Directors, the Chair of the Board of Directors, the President, the President-elect, Secretary/Treasurer and the Chief Executive Officer. The Chair of the Board of Directors shall serve as Chair of the Executive Committee. The Executive Committee shall function as the operational body of the Society between meetings of the Board of Directors. The Executive Committee shall be authorized to approve actions within a funding limit of $25,000, unless pre-set by the Board of Directors. Each member of the Executive Committee shall have full voting rights, except the Chief Executive Officer who shall be a non-voting ex-officio member. Approval of any action by the Executive Committee will require an affirmative vote of four of the Executive Committee members.

Section 3 Nominating Committee

The Nominating Committee shall consist of thirteen (13) members. The Chair of the Nominating Committee shall be the Immediate Past Chair of the Board of Directors. The six (6) Council Chairs shall be members. The other six (6) members of the Committee shall be members of the Society who are not then serving on the Board of Directors. These six (6) members shall be elected to serve one (1) three (3) year term. The Nominating Committee shall stagger the elections of the six (6) elected members.

Of the six (6) elected members:
Two (2) shall be academic radiation oncologists;
Two (2) shall be community practice radiation oncologists;
One (1) shall satisfy the membership criteria for a radiation or cancer biologist; and
One (1) shall satisfy the membership criteria for a medical physicist.

Each calendar year, the Nominating Committee shall prepare a slate of nominees for each elective position of the Society to be filled by election that year.

As requested by the Board of Directors, the Nominating Committee shall provide recommendations for representatives to other societies.

Section 4 Annual Meeting Steering Committee

The Annual Meeting Steering Committee shall consist of the President, the President-Elect, plus members of the Society who shall be appointed by the President-elect of the Society for one (1) year terms. The Committee must at all times include clinicians, biologists, and medical physicists. The Committee shall be chaired by the President of the Society.

The Annual Meeting Steering Committee shall be charged with planning and conducting the Annual Meetings of the Society, including all related educational programming.

Section 5 Awards Committee

The Awards Committee shall consist each year of the Chair of the Board of Directors, the Immediate Past Chair of the Board, the individual who has completed service most recently as Immediate Past Chair of the Board; plus four (4) additional members of the Society appointed by the Chair of the Board for a one-year term ending with the next Annual Business Meeting of the membership. At least one (1) of those four (4) additional appointed members shall be a prior recipient of the Gold Medal of the Society. The Chair of the Board shall be the Chair of this Committee and shall vote only in the case of a tie.

The Committee will be responsible for annually selecting the recipient or recipients of the Gold Medal of the Society, utilizing the guidelines for the award selection process provided by the Board of Directors. At the discretion of the Board of Directors, the Awards Committee may be charged to make recommendations for the recipient or recipients of other awards to be conferred by the Society.

Section 6 Conflict of Interest Review Committee

The Conflict of Interest Review Committee will review conflict of interest disclosure forms and any related potential conflict of interest issues for all candidates for ASTRO-elected positions, as well as for positions in which candidates are to represent ASTRO on government advisory committees. The Committee will oversee the overall process for review and resolution of any apparent conflict of interest issues in accordance with the ASTRO Conflict of Interest Policy.

Section 7 Bylaws Committee

The Bylaws Committee shall consist of a minimum of five (5) members of the Society. The Committee shall be responsible for studying all proposed changes or additions to the Bylaws and for making recommendations to the Board of Directors and the membership.

Section 8 Ethics Committee

The Ethics Committee will develop ethical principles for ASTRO and advise the Board of Directors on further plans and activities to promote integrity and ethics in the field of radiation oncology.

Section 9 Finance/Audit Committee

The Finance/Audit Committee shall consist of the Chair of the Board of Directors, the President, the Secretary/Treasurer and the Secretary/Treasurer-elect of the Society; plus at least two (2) non-Board Active Members of the Society appointed by the President-elect of the Society for one-year terms. The Chair of the Finance/Audit Committee is the Secretary/Treasurer.

The Finance/Audit Committee shall be responsible for developing a prospective budget for the Society, supervising adherence to the budget and overseeing the investment of the financial reserves of the Society to obtain the maximum secure return. All budget recommendations developed by the Committee shall be referred to the Board of Directors for final review and disposition. The basic investment policies for the Society shall be established by the Board, and the Finance/Audit Committee shall have the responsibility and authority to make and implement specific investment decisions consistent with those basic policies. In addition, the Committee will oversee the independent audit conducted each year of the Society’s finances and investments.

Section 10 Fellows Selection Committee

The Fellows Selection Committee prepares a slate of recommended Fellows for the Board of Directors for final approval. All Committee members must hold the FASTRO designation.

Section 11 Membership Committee

The Membership Committee shall consist of a minimum of five (5) members of the Society. The Membership Committee shall study all applications for membership and requests for transfer to Emeritus membership, make any necessary inquiries, and report recommendations to the Board of Directors.

Section 12 Removal of Committee Members

Any Committee Member may be removed by a three-quarters (3/4) vote of the Board of Directors whenever, in their judgement, the best interest of the Society will be served thereby. The removal of Committee Members elected by vote of the membership shall require confirmation by a majority vote of the voting membership.

ARTICLE VII. NOMINATIONS

Section 1 Nominating Committee Procedures

1. A quorum of at least eight (8) members must be present to finalize the slate of candidates.
2. The six (6) members of the Nominating Committee elected from the membership shall be ineligible to be considered for elective office during their terms on the Nominating Committee.

Section 2 Notice of Nominations

The nominations prepared by the Nominating Committee shall be forwarded to the Board of Directors and then communicated to the membership of the Society at least one hundred and twenty (120) days prior to the Annual Business Meeting of the membership of the Society.

Section 3 Nominations for Elected Positions

The following positions shall be filled by contested elections: President-elect, Secretary-Treasurer-elect and the six (6) members of the Nominating Committee. The Council Vice-chair positions (i.e., Clinical Affairs, Education, Government Relations, HEDI, Health Policy and Science) may be filled by either contested or uncontested elections. Any vacancy resulting from death, resignation, removal or assumption of a higher office shall be filled in accordance with Article IV, Section 9.

Only Active members can hold elective office in the Society. For President-elect they must have been a voting member for at least 10 years, have previous Board experience or significant committee leadership experience and have documented experience/expertise in a broad range of ASTRO activities. For Council Vice-chair, they must have been a voting member for at least 5 years and have documented experience/expertise in the area of their Council's purview, preferably in a senior leadership role. For Secretary/Treasurer-elect, they must have been a voting member of ASTRO for at least 5 years and have an understanding of financial management. The ASTRO Board of Directors can modify the requirements for expertise for potential Board members if they feel it is in the best interest of the Society.

Nomination of candidates for election may be made by the Nominating Committee or from the membership.

Since the intent of a contested election is to provide a choice of candidates to the membership, the Nominating Committee shall nominate two candidates for each of the offices of President-elect and Secretary/Treasurer-elect, as well as for any contested Council positions. For the Council positions, in any given year, any or all Councils may be contested or uncontested slates at the discretion of the Nominating Committee. Two candidates shall be nominated for each position on the Nominating Committee for which a specific discipline is required (e.g., academic radiation oncologist, community practice radiation oncologist, radiation or cancer biologist or medical physicist). Any vacancy resulting from death, resignation, removal or assumption of a higher office shall be filled in accordance with Article IV, Section 9.

Section 4 Nominations from the Membership

Additional nominations may be made from the membership by at least thirty (30) supporting signatures of members of the Society entitled to vote. Nominations shall be received by the Secretary/Treasurer within 30 days of the Notice of Nominations to the membership (Section 3). The Secretary/Treasurer or designee shall verify the membership status of the nominators. Candidates for Council Chair, Vice-chair or Nominating Committee must fulfill the requirements for discipline/practice setting as specified in Article III, Section 2 and Article V, Section 3. Valid nominations shall be added to the ballot.

ARTICLE VIII. ELECTIONS

Section 1 Election of Board Members and Nominating Committee

By a secret ballot conducted in accordance with Article VIII, Section 2 of these Bylaws, the membership of the Society shall elect Board members and Nominating Committee and as necessary, replacements to fill any vacancies occurring in elected offices due to death, resignation, removal or assumption of higher office.

Section 2 Ballots

1. The ballot shall include the names of all candidates duly nominated by the Nominating Committee or the membership and shall also include, for each elective position presented on the ballot, a blank line on which the voting member may write in the name of an additional candidate. The ballot shall be distributed to all members entitled to vote within thirty (30) days of the close of nominations from the membership. Only properly marked ballots which are returned to the Secretary/Treasurer or his/her designate within thirty (30) days after the distribution of the ballot shall be valid. The candidate who receives the largest number of votes for that position shall be declared elected.
2. In the case of a tie, a runoff election will be held for that position. At the end of fifteen (15) days, voting will end and the candidate who receives the largest number of votes for that position will be declared elected.
3. Voting procedures will be conducted in a manner providing for secrecy of the ballots. The results are to be reported to the Chair of the Board of Directors for presentation to the Board and subsequently to the membership.
4. The results of all elections conducted pursuant to this Section shall be announced at the Annual Business Meeting of the membership of the Society and may also be reported to the membership prior to that meeting.
5. Voting may be conducted by any means permitted by applicable law, including but not limited to electronic, internet, or email-based alternatives.

ARTICLE IX. MEETINGS

Section 1 Annual Meeting

An Annual Business Meeting of the membership of the Society shall be held in connection with each Annual Meeting of the Society. Special Business Meetings of the membership of the Society may be called by the Board of Directors or by the Chair of the Board.

Section 2 Notice of Membership and Board Meetings

1. Notice stating the place, day and hour of each Business Meeting of the membership of the Society and, in the case of a special meeting, the purpose or purposes for which the meeting is called, shall be delivered not less than twenty (20) days before the date of the meeting to each member of the Society entitled to vote.
2. Notice stating the place, day and hour of each meeting of the Board of Directors shall be given to each director at least ten (10) days before the date of the meeting.

Section 3 Quorum

The presence of not less than ten percent (10%) of the members entitled to vote shall be required to constitute a quorum at any Business Meeting of the membership of the Society.

ARTICLE X. DUES

Section 1 Setting of Dues

Membership dues and application fees, except as specified below, shall be set by the Board of Directors with the approval of the membership of the Society through a secret ballot vote conducted in the manner provided for in Article VII of these Bylaws. Any proposed change in such dues or fees shall be adopted upon receiving the affirmative votes of a majority of the members voting thereon. Benefits of various membership categories, other than those benefits described herein, shall be determined by the Board.

Section 2 Billing

Dues shall be payable on a calendar year basis. The Board of Directors shall determine the specific schedule for the billing and payment of dues. The Board may, in its discretion, waive, in whole or in part, the obligation of any member of the Society to pay dues for a particular period or to pay a particular special assessment.

Section 3 Lapse in Dues

Any Active, Affiliate, International or Associate Member whose payment has not been received for their current dues four (4) months after official billing shall automatically cease to be a member of the Society upon written notification from the Society. Lapsed members may be reinstated. The Board may establish a reinstatement fee or fees to be charged to former members whose membership has been terminated for non-payment of dues. Such a reinstatement fee or fees shall be required to re-establish the membership of lapsed members.

Section 4 Special Assessments

No special assessment can be levied on the members of the Society except upon recommendation of the Board of Directors and approval by the membership of the Society through a secret ballot vote conducted in the manner provided for in Article VIII, Section 2 of these Bylaws. Any proposed special assessment shall be adopted upon receiving the affirmative votes of a majority of the members voting thereon.

Section 5 Fiscal Year

The fiscal year of the Society shall be fixed by the Board of Directors and may be changed from time to time as the Board shall deem appropriate.

ARTICLE XI. PARLIAMENTARY AUTHORITY

All questions of parliamentary procedure or practice regarding the affairs of the Society, including the conduct of meetings of members, of the Board of Directors or of any committee, shall be governed by the current edition of the Standard Code of Parliamentary Procedure, except as otherwise specifically provided by law or these Bylaws.

ARTICLE XII. AMENDMENTS

Section 1 Amendment Procedure

1. These Bylaws may not be amended except by strict adherence to the procedures set forth in this article. Proposals for amendments may be presented by the Board of Directors, by the Bylaws Committee, or by a petition signed by at least twenty-five (25) members entitled to vote in good standing.
2. Proposals for amendments shall be presented to the Chair of the Bylaws Committee at least ninety (90) days prior to the Annual Business Meeting of the membership of the Society. The Bylaws Committee shall report its recommendations on proposed amendments at the Annual Business Meeting where an opportunity for discussion shall be afforded.
3. Within 90 days of the Annual Business Meeting, the proposed amendments shall then be presented to the membership for a secret ballot for final approval or rejection. Any proposed amendment to these Bylaws shall be adopted upon receiving the affirmative votes of a majority of the members voting thereon. If a single ballot is used for voting on more than one proposal, the number of members voting shall be determined separately as to each proposal.

ARTICLE XIII. DISSOLUTION

If the American Society for Radiation Oncology shall be dissolved, liquidated or otherwise cease to exist, all assets will be distributed only to organizations which have been granted exemption from federal income tax under the provisions of Section 501(c)(3) of the Internal Revenue Code, or equivalent provision, or to a local, state or the federal government for exclusively public purposes, as determined by the Board of Directors at that time.