Constitution as ratified at the ISA membership meeting
Ghent, Belgium, July 23, 2001
This constitution concerns the role of ISA as an international umbrella organization of national and international associations of people who stutter.
National delegates talked about setting up such an organization when they met in San Francisco in 1992 at the Third World Congress of People Who Stutter. Discussions in 1993 and a questionnaire in 1994 led to a draft of the constitution. The first version was discussed and voted upon at the first ISA membership meeting in Linkoping, Sweden on July 25, 1995.
Following organizational changes that were agreed upon at the of the ISA membership meeting in Johannesburg, South Africa on July 5, 1998, and following further changes that had been agreed to by the newly-established ISA board of directors, we have arrived at the most recent version of the constitution.
- The name of the organization is the International Stuttering Association (ISA).
- The International Stuttering Association is an informal, not-for-profit, international umbrella association dedicated to close co-operation among independent national and international self-help organizations of people who stutter.The mission of ISA is: To improve the conditions of all whose lives are affected by stuttering in all countries, by:
- Sharing concepts and experiences in stuttering self-help and therapies.
- Facilitating thoughts related to the self-help movement.
- Helping to make the movement bigger in countries around the world.
- Facilitating interactions and communication among people who stutter, parents of children who stutter and therapists and researchers from all disciplines.
- Educating the general public about the nature and management of stuttering and the needs and capabilities of persons who stutter.
- Stimulating interdisciplinary thought and research about stuttering.
- Facilitating development of interdisciplinary approaches for prevention and management of stuttering.
- Facilitating co-operation between national and international organizations of people who stutter such as the European League of Stuttering Associations (ELSA) and other international organizations such as the International Fluency Association (IFA).
- Being an advocate at the level of politics, therapies, employment and educational institutions on matters concerning people who stutter to international bodies including international associations of therapists, for which there is a very strong consensus.
- Assisting in founding of international working groups.
- Initiating public relations projects at the international level.
- Publishing a newsletter at least once a year, to be sent out to ISA member associations, Special Friends, Honorary Members, and others as determined by the board. The newsletter will include reports from the board of directors and member associations, as well as occasional reports from Special Friends and similar categories.
- Maintaining a website.
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- ISA recognizes that all national self-help organizations are independent. They are free to organize projects in their own countries.
- ISA and national and international self-help organizations should work together and co-operate on all that is necessary.
- When ISA members issue press releases, give interviews, write articles, or in other ways create material on behalf of ISA for broadcast or publication, they should convey information that is accurate and broadly representative of ISA.
- ISA should encourage expression of varying points of view, on theoretical or debatable issues related to self-help, prevention, diagnosis and treatment of stuttering, rather than strive for consensus among ISA members on such issues.
- ISA should provide a forum for all points of view that are consistent with the mission of ISA.
- We can picture ISA, ELSA and IFA as located on a flat horizontal plane. In this model, instead of reporting to ISA, each organization would be reporting back and forth to each other. This is a decentralized approach to international networking.
- ISA, ELSA and IFA should maintain close communication and co-operation in order to avoid duplication of resources.
- International stuttering associations as for example ELSA are independent, too. They are free to organize projects in their own areas.
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- Membership is possible only for national or international self-help organizations of people who stutter, not for individual persons with the exception of non-voting special categories such as Special Friends and Honorary Members as defined in Section 4.G below.
- Every national and international self-help stuttering organization can be a member of ISA, even when there is more than one organization in one country.
- To become a member of ISA an association has to write to the Chair or Vice-Chair.
- To leave ISA an association has to write to Chair or Vice-Chair, too.
- ISA Representative: The Chairperson, Vice-chairperson, the ISA Contact Person, or other person appointed by the national board of an association will serve as the ISA Representative in their country.
- Each national member association may state ISA membership on its letterhead, in its newsletter, or on nameplates at their national offices, if they wish. It is requested that a copy be sent to the ISA Board for approval prior to finalization or publication.
- The ISA will have two special, non-voting membership categories. One category is that of Special Friends. The term Special Friends refers to individual memberships for people, from countries that are not yet members of the ISA, who wish to assist in ISA outreach efforts in their respective countries. The other category is that of Honorary Members. The term Honorary Members refers to individuals who have been given special membership in recognition of their work on behalf of people who stutter.
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- The member associations of ISA will decide on the regular membership fee for each of the next 3 years at each ISA membership meeting.
- In some cases the regular membership fee can be reduced. It will even be possible to be a member of ISA without paying any money, if there is a valid reason. Special Friends and Honorary Members are not required to pay membership fees.
- During the 3-year period between ISA meetings, the membership fee can also be changed by a decision of ISA members. But such a decision must be ratified at the next ISA meeting.
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- ISA membership meetings should be held every 3 years at the World Congress of People Who Stutter.
- The ISA membership meeting has two parts:
- Constitution.
- Other topics.
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- Part 1 of the membership meeting deals with:
- Constitution.
- Decision about the amount of the regular membership fee.
- Election of the board of directors.
- Procedure for changing the constitution.
- Procedure concerned with dissolution of ISA.
- Part 2 of the meeting deals with:
- Facilitating thoughts related to stuttering and the self-help movement.
- Discussion and decisions on important projects.
- Setting up of international working groups.
- Choosing the site of the next World Congress of People Who Stutter and the next ISA membership meeting.
- Part 1 of the membership meeting deals with:
- Participants at the ISA membership meeting:
- 2 or more delegates from each national self-help stuttering association (ideally: chair plus one delegate) and 3 or more delegates from each international self-help stuttering association as for example ELSA.
- 1 or more delegates from IFA and from other international organizations ISA has contact with.
- A number of speech professionals can be invited.
- Individuals in special categories such as Special Friends and Honorary Members are welcome to participate.
- Please note that the voting procedure will be as specified in the next section.
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- Each national member organization has 1 vote.
- Associations not attending the ISA membership meeting can assign their votes by proxy to:
- An international self-help association of people who stutter such as ELSA if they are members of the latter.
- A national self-help organization of people who stutter, if these associations are not members of an international self-help association of people who stutter such as ELSA.
- At ISA membership meetings:
- Decisions can be made by any percentage above 50 percent of the members voting, except amendments of the constitution and dissolution of ISA.
- The constitution can be amended by a two-thirds (2/3) majority of the members voting.
- Between ISA membership meetings:
- Decisions can be made by any percentage above 50 percent of the members voting, except amendments of the constitution and dissolution of ISA.
- The constitution may be amended by a two-thirds (2/3) majority of the members voting. The amendment of the constitution has to be included as an agenda item at the next ISA membership meeting.
- In the event that the board considers it appropriate to consider further revisions to this constitution, or the adoption of articles of incorporation, the board is authorized to arrange for these documents to be submitted to the associations for a vote using email and postal mail. It is not necessary in such a case to wait for the next scheduled three-year membership meeting.
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- There will be a board of directors of at least 5 to and no more than 9 members.
- Each board member will be eligible to serve no more than 3 consecutive terms of office, with each term of office being 3 years in length.
- The board members will be representing their own associations, not representing themselves as individuals.
- No association will have more than one-third representation on the board.
- In the event of a resignation from the board, the board may appoint a person to serve as a Board member for the duration of the remaining term of office.
- The board will have a Chair, Vice-Chair, and a Secretary. These officers must be members of the board. The ISA will also have a Treasurer as well as other officers as may be required, as determined by the board. These officers need not necessarily be members of the board.
- In addition to the positions of Chair, Vice-Chair, Treasurer, and Secretary, specified board members will take responsibility for portfolios such as Fundraising, Contact with Institutions and Organizations, Outreach, Website and related matters, and Contact with Therapists and their Organizations.
- The board of directors will have these responsibilities:
- Acting as executive directors on behalf of ISA and in accordance with policies and procedures established by ISA members.
- Working in co-operation with the ISA member organizations.
- Administering the finances of ISA.
- Arranging ISA membership meetings.
- Inviting a number of speech professionals to ISA membership meetings.
- Reporting at the ISA meeting on ISA affairs and finances.
- Consulting with ISA members to arrange for election or appointment of other persons to help in managing ISA affairs such as treasurer, media co-ordinator, editor, and ad hoc and standing committees.
- There shall be at least one meeting of the board of directors every year. Such meetings may be held through the use of telecommunications.
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- The voting delegates of the ISA member associations will elect the board members.
- The delegates will elect board members without regard to specific officer status, and the board members will elect the various officers (Chair, Vice-Chair, Secretary, Treasurer, and others as may be required).
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- A next step in the development of the ISA constitution will involve revision of the document such that there will be a brief basic document followed by a set of bylaws. The board of directors will create a draft of this stage of the revision of the constitution, and will submit it to member associations for ratification.
- The board of directors may enact, change, amend, suspend or appeal such bylaws as may be necessary for the proper conduct of the business and affairs of the ISA. Such enactments and changes must be submitted, within a period of no later than three months, to the associations for a vote using email and postal mail.
- Organizational Principles as a not-for-profit Organization
- Organizational purposes.The International Stuttering Association (ISA) is organized exclusively for charitable and educational purposes. The organization may, if there has been authorization by its Board of Directors, make distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code of the United States of America, or by the corresponding section of any future U.S. federal tax code.
- Operational restrictions.
- No part of the net earnings of the ISA shall inure to the benefit of, or be distributable to, the members of the ISA, or the officers or Board members of the ISA, or to other private persons. However, when authorized by its Board of Directors, the ISA may pay reasonable compensation for services rendered and make payments and distributions in furtherance of the mission and purposes of the organization.
- No substantial part of the activities or the ISA shall relate to the carrying on of propaganda or any attempts to influence legislation. If authorized by its Board of Directors, the ISA may encourage legislation that is in furtherance of the mission and purposes of the ISA. The ISA shall not participate in, or intervene in, any political campaign on behalf of any candidate for public office (including the publishing or distribution of statements).
- Notwithstanding any other provision of this Constitution, the ISA shall not carry on any other activities that are not permitted to be carried on by an organization that is exempt from U.S. federal income tax under section 501(c)(3) of the U.S. Internal Revenue Code or by a corresponding section of any future U.S. federal income tax code, or by an organization the contributions to which are deductible under section 170(c)(2) of the U.S. Internal Revenue Code, or by a corresponding section of any future U.S. federal income tax code.
- Distribution of assets upon dissolution of the organization. Upon dissolution of the ISA, any remaining assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the U.S. Internal Revenue Code, or by a corresponding section of any future U.S. federal income tax code, or shall be distributed to the federal, state, or local government, or similar governmental authority, for a public purpose. Any assets not disposed of shall be disposed of by the Court of Common Pleas (or similar court) of the county or jurisdiction in which the principal office of the ISA is then located, exclusively for such purposes or to such organization or organizations as the Court shall determine, which organizations are organized and operated exclusively for such exempt purposes.
- The ISA may be dissolved by a two-thirds (2/3) majority of members voting at an ISA membership meeting.