BYLAWS OF THE SOCIETY ON NEUROIMMUNE PHARMACOLOGY
as of August 2006

Article 1. Name, Mission, and Nonprofit Status

1. The name of this society shall be the SOCIETY ON NEUROIMMUNE PHARMACOLOGY (SNIP).

2. MISSION STATEMENT. The mission of the SNIP is to: promote research and serve as a reliable source of information in the pharmacology, immunology, and neuroscience of the neuroimmune axis; foster exchange of information and ideas on neuroimmune pharmacology by holding an annual SNIP Conference, maintaining a Society web site (www.s-nip.org), and supporting and promoting the Society journal, the Journal of Neuroimmune Pharmacology (JNIP); increase understanding of the etiology, prevention, and treatment of neuroimmune disorders; define the neuroimmunomodulatory properties of neuroimmune innervations and regeneration, and of endogenous and exogenous neuroimmunomodulatory substances, such as hormones, neuropeptides, neurotransmitters, cytokines, chemokines, and substances of abuse; promote translational research and a better understanding of the role played by infectious diseases, such as AIDS, and of inflammation and stress in disorders of the neuroimmune axis; encourage financial support from funding agencies, industry, and the SNIP membership to effect the SNIP mission.

3. The Society shall be a NONPROFIT ORGANIZATION.

a. The organization is organized exclusively for scientific purposes under section 501 (c) (3) of the Internal Revenue Code.

b. No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in the purpose clause hereof. No substantial part of the activities of the organization shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of this document, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501 (c) (3) of the Internal Revenue Code or (b) by an organization, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code.

c. Upon the dissolution of the organization, assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code, or shall be distributed to the federal government, or to a state or local government, for a public purpose.

Article 2. Executive Committee and Board of Directors

1. The Society shall have five officers, President, President-elect, Past President, Secretary, and Treasurer. These officers shall comprise the EXECUTIVE COMMITTEE of SNIP and the President will serve as chair. The Executive Committee, in consultation with the Council (see below), shall be responsible for the day-to-day operation of the Society and the entire executive committee must approve all actions taken by individual members of the committee. The executive committee will also serve as the BOARD OF DIRECTORS of the Corporation.

2. The PRESIDENT shall serve a 1 year term. The President will have primary responsibility for the scientific meeting and other activities of the Society. The President shall act on behalf of SNIP and in consultation with the Council and Executive Committee. The President in consultation with the Council and Committees shall plan and implement the Society’s regular scientific meeting and will also represent SNIP in discussions with the general public and scientific communities.

3. The PRESIDENT-ELECT shall serve for 1 year before becoming President. During this time he/she will serve as a member of the Executive Committee and assist the President in the day-to-day operation of the society.

4. The PAST PRESIDENT shall serve for 1 year subsequent to being President. During this time he/she will serve as a member of the Executive Committee and assist the President in the day-to-day operation of the society.

5. The SECRETARY shall serve for 3 years. The duties of the secretary shall include: a) recording minutes of all business and Council meetings; b) maintaining society records; c) handling correspondence of the Society.

6. The TREASURER shall serve for 3 years. The duties of the Treasurer shall include: a) collecting dues, registration fees, etc.; b) handling financial arrangements for meetings; c) dispensing funds to pay SNIP expenses; d) preparing and submitting a yearly financial report at the Society’s regular scientific meeting.

Article 3. Council and Governance

1. The Society shall be governed by the COUNCIL. This body shall be composed of the Executive Committee and nine COUNCILORS. Six of the Councilors will be at-large members. The remaining three Councilors will be chairs of the key standing committees for Meetings, Membership, and Communications. Of the six at-large councilors, at least two will be from outside the United States. Councilors shall serve 3-year terms, shall be members of the society, and shall be representative of the Society’s interdisciplinary membership. The Council shall meet at the regular scientific meeting for the purpose of setting policy, goals, actions, and initiatives of the Society. As stated above, the day-to-day operation of the Society is the responsibility of the President and Executive Committee in consultation with the Councilors. The Council may be supplemented by APPOINTED COUNCILORS (up to 4) for the purposes of enhancing the society governance. These councilors are non-voting members of the council. These appointments are at the discretion of the Council and appointed councilors are appointed for one year, renewable for 1 additional year, according to the guidelines in the Society Policies and Procedures manual.

2. The business year for SNIP will be 1 year in length. This will coincide with the calendar year. The length of the business year can be changed by a majority vote of the Council.

Article 4. Committees

1. The Society shall have various STANDING COMMITTEES appointed by the council to facilitate the various initiatives of the Society. These committees may include, but are not limited to: a) meetings committee; b) membership committee; c) finance committee; d) communications committee; and e) journal publication committee. The Society has other STANDING COMMITTEES that have been approved by the council such as the nominating committee and awards committee. In addition, the President, with approval of the Executive Committee, may appoint various ad hoc committees to assist in the Society’s business. These committees may consist of both members and non-members of the Society.

Article 5. Newsletter and Web Page

1. A Society NEWSLETTER will be distributed at least annually. The Council in coordination with the Communication Committee will appoint an EDITOR to serve one-year renewable terms. The composition and content of the Newsletter will be the responsibility of the Editor in consultation with the Committee and the Council.

2. A Society WEB PAGE will be developed by a WEBMASTER appointed by the Council in coordination with the Communications/Publications Committee. The Web Page will publicize the initiatives and activities of the Society and disseminate expert information on the science of neuroimmune pharmacology.

3. A Society JOURNAL will be maintained through a contractual relationship with a Journal Publisher approved by the SNIP Council. The journal will be called the Journal of NeuroImmune Pharmacology (JNIP). JNIP will have an Editor-in-Chief (EIC) who is a SNIP member chosen by majority vote of the SNIP Council. The term of office of the EIC will be 5 years, renewable by majority vote of Council. The EIC will be an ad hoc, non-voting member of the SNIP Council. The operations of the journal will be guided and monitored for SNIP by a Journal Publication Committee (JPC) comprised of the EIC and the Society Past President, President, and President Elect. The JPC will function according to SNIP by-laws and the stipulations of contracts, agreements and guidelines between SNIP, the Publisher and the EIC.

Article 6. Election of Officers and Councilors

1. The NOMINATING COMMITTEE shall be composed of a chair, who is also the Secretary of the Society, and the other members of the Society Executive Committee.

2. The nominating committee shall develop a slate of nominees for officer and councilor terms that are ending according to the timetable in Article 6.6. There may be one or more nominees for each office. The proposed slate of nominees shall be announced to the membership 2 months before the election.

3. Additional nominations may be made by petition of 10 members of the society in good standing and must be received by the nominating committee 1 month before the election.

4. Ballots shall be sent via email to all charter, regular, and emeritus members at least 2 months prior to the regular scientific meeting with a return deadline of 1 month. Marked ballots shall be returned via email or land mail to a designate of the secretary for verification and recording.

5. Election of nominees shall be by a simple majority of the votes cast. In case of a tie vote, the council shall decide the winner by majority vote.

6. The TERMS OF OFFICE are as follows. The president, president-elect, and past-president will serve a term of 1 year. The secretary and treasurer will serve terms of 3 years. The councilors will serve staggered terms of 3 years with no more than half of the council turning over in any one year. The secretary may serve multiple consecutive terms, the treasurer may serve a maximum of 3 consecutive terms, while other officers and councilors may serve no more than two consecutive terms.

Article 7. Membership and Dues

1. There shall be six classes of membership in the SNIP: 1) charter member; 2) regular member; 3) emeritus member; 4) trainee member; 5) affiliate member; and 6) corporate member.

2. A CHARTER MEMBER is a special designation and will be solicited by the executive committee at the beginning of the Society. Charter members will be asked to contribute a special, one-time, membership fee of from $150 to $500. Thereafter, these members will pay regular dues. Charter members will hold a doctoral degree and will have made significant scientific contributions in the field of neuroimmune pharmacology.

3. A REGULAR MEMBER will normally hold a terminal degree in the individual’s discipline and will have a record of scientific publications in the field of neuroimmune pharmacology. Exceptions will be made for those individuals without terminal degrees who have made significant contributions to the advancement of the field. Applications for regular membership will be made in writing to the secretary. All applications shall be reviewed by the Membership Committee that must approve each new member. A list of membership nominees will be sent to Council for final approval. Regular members will be able to hold office, submit papers to the regular scientific meeting, and will have full voting privileges. The amount of dues will be proposed and set by a vote of the Council.

4. An EMERITUS MEMBER will be a person who has been a regular member for at least five years but is no longer actively engaged in research and wishes to maintain an interest in the field. Applications must be made in writing to the Secretary and reviewed and approved by the Membership Committee and Council. Emeritus members have full voting privileges. Annual dues for emeritus members are the same as for regular members but can be waived upon request to the Council.

5. A TRAINEE MEMBER will be a pre- or post-doctoral trainee, medical student, or resident physician who is conducting active research in the field. A recommendation to the Membership Committee by the trainee mentor or supervisor is required. Trainee members have no voting privileges. The annual dues for a trainee will be less than a regular member.

6. An AFFILIATE MEMBER will be an individual or corporation not wishing to be a member of the society, but wishing their names and addresses included in the membership list for reference purposes. Applications must be made in writing to the Secretary and reviewed and approved by the Membership Committee and Council. Affiliates may participate in the regular scientific meeting but cannot hold office in the Society and do not have voting privileges. The annual dues for an affiliate member are the same as the regular member.

7. A CORPORATE MEMBER will be a corporation or other organization wishing to support the mission and goals of the Society through the donation of unrestricted funds. The Council will set the various levels of support.

8. The deadline for payment of annual dues is January 1st of each year. Nonpayment of dues for one year shall be considered equivalent to a request for resignation from the Society. Membership can be reinstated upon resolution of the reason for termination including the payment of back dues.

9. All classes of membership in SNIP are entitled to a reduced registration fee for the regular scientific meeting.

Article 8. Financial

1. Dues will be used to pay for the general expenses of running the Society as well as costs associated with running the regular meeting of the Society. These expenses can include items such as postage, printing, rental of rooms, supplies, legal, travel, and accounting costs.

2. Other sources of revenue for the Society are meeting registration fees, advertisements on the Society web page, and funding from government, industry, and private foundations. Obtaining funds from these sources shall be the responsibility of the President, Executive Committee and the Council.

3. The financial assets, revenues, expenditures, and capital funds of the Society shall be reviewed annually by an independent Certified Public Accountant. A financial statement of the Society shall be presented to the membership at the annual business meeting.

Article 9. Regular Scientific Meeting

1. One scientific meeting will be held every year and shall be organized by the President in consultation with the Council. The interval between meetings can be changed by vote of the Council. This meeting will be held on a rotating basis at various geographical locations. Attempts will be made to periodically hold the meeting concurrently with a major national or international scientific organization.

2. The MEETING FORMAT may include symposia, workshops, platform presentations, roundtable discussion, and poster sessions. All papers submitted by members (except affiliate members) shall be included in the program without being subject to a review process.

3. The BUSINESS MEETING of the Society shall be held at the regular scientific meeting. The President shall be responsible for arranging and conducting the business meeting. The Secretary shall be responsible for recording the minutes of the business meeting. All the officers of the Society shall report on his/her activities for the Society during the past year. The treasurer shall present the financial statement of the Society. A quorum for this meeting is defined as 1/10 of the eligible voting membership. Resolutions will require a simple majority to pass.

Article 10. Amendments

1. Amendments to these bylaws may be proposed by any member at the annual business meeting. Amendments shall be approved by three-quarters of all responding eligible members via a mail ballot which shall describe the amendment and the justification for its adoption.

Article 11. Implementation

1. These bylaws shall be circulated for approval to individuals who have in the past actively been involved in promoting the mission and founding of the society and to others who indicate such an interest in writing. Ratification will require approval by more that 50% of the responders.

2. An initial slate of candidates for office is proposed. These candidates will become the founding council of the society upon ratification of the bylaws.

a. President -- Burt Sharp
b. President-elect -- Jean Bidlack
c. Treasurer -- Bob Donahoe
d. Secretary -- Tom Klein
e. Councilors -- John Madden, Sulie Chang, Tom Rogers
f. At-large Councilors -- Toby Eisenstein, George Stefano, Rick Weber, and Phil Peterson.