BY-LAWS OF THE INTERNATIONAL SOCIETY FOR ARTERIAL CHEMORECEPTION, INC.

ARTICLE 1. INTERNATIONAL SOCIETY FOR ARTERIAL CHEMORECEPTION

Section 1: The name of this organization is the Intemational Society of Arterial Chemoreception (herein after known as ISAC).

ARTICLE II. PURPOSES

Section 1: The purposes of ISAC are to promote an increase in knowledge of the arterial chemoreception in various organs of the body, associated phenomena and the utilization of such knowledge. The interchange of knowledge, ideas and data can be realized through publication and interaction at national and international scientific meetings.

ARTICLE III. MEMBERSHIP

Section 1: ISAC shall consist of regular members, honorary members and sustaining members.

Section 2: Regular members. Any person who has contributed to the increase in knowledge of arterial chemoreception, and is presently engaged in such work shall be eligible for nomination to regular membership in ISAC. Except in unusual circumstances, a regular member shall hold a doctoral degree. A regular member may attend and participate in the business meetings of the society and is entitled to one vote.

Section 3: Honorary members. Individuals who have distinguished themselves by outstanding contributions in the study of arterial chemoreception phenomena may be elected, by a special act of commendation, honorary members. Honorary members may attend and participate in the business meetings of ISAC and are entitled to one vote.

Section 4: Sustaining members. Individuals and organizations that have an interest in the purposes of ISAC and wish to contribute to its support may be invited by the President, with the approval of the Council, to become sustaining members. Any such membership may be terminated by the President with the approval of the Council. Sustaining members may not attend or participate in business meetings of ISAC and shall not have the right to vote.

Section 5: Nomination and election of members. The representatives of the different countries (specified in ARTICLE IV, section 1) are capable of nominating regular members. Regular members are active for the period of a presidentship (specified in ARTICLE IV, section 1). They are inactive when they are not able to join a meeting. Two regular active members of the ISAC shall join in written proposal of a person or organization for sustained or honorary membership. The Membership Committee shall receive these proposals and refer them with its recommendation to the Council for approval. These persons or organizations whose proposals are approved by the Council shall be nominated for election to membership at the next ISAC business meeting. A majority of voting members present at this meeting shall be required for election.

ARTICLE IV, OFFICERS

Section 1: The management of ISAC shall be vested in its Council with powers of direction, consisting of the President, President-Elect, immediate Past-President, Secretary, Treasurer and the representatives of the different countries, where active research on arterial chemoreception is being conducted. The officers may succeed themselves after having served a full term. The term of President shall be for the period between the meeting at which he was elected and the meeting which he is chairing. The terms of the Secretary and Treasurer shall be for four years. The term of the representatives shall be five years with the possibility to be reelected. The council, by majority vote of its remaining qualified members, shall fill any interim vacancy in the office of the President-Elect, the Secretary, the Treasurer, and may fill a vacancy of a Councilor, The term of office of a person elected to fill a vacancy shall expire on the election of his/her successor at the next meeting of ISAC when the members shall elect a person to fill the remaing unexpired term of such vacancy.

Section 2: President. The President shall preside at all meetings of the Council and business

Section 3: President-Elect. The President-Elect shall have such duties as may be delegated by the President, and in the absence or during the disability of the President, the President-Elect shall have all the powers and perform the duties of the President. The President-Elect shall become President after the next business meeting succeeding that at which he/she was elected Filling an interim vacancy in the presidency shall not affect his/her term of office as President.

Section 4: Past-President. The immediate Past-President shall review the Society by-law incorporate approved changes following the business meeting of ISAC, and submit a complete copy of the revised by-laws to the President at least three months prior to the next business meeting. Any proposed changes that require council and membership approval will be containes in a second complete copy of the by-laws labeled proposed revisions. All words and phrases be deleted from the existing approved by-laws shall be indicated by a horizontal line through them. All new words and phrases shall be indicated by continuous underlining.

Section 5: Secretary. The Secretary shall give bond to ISAC, if required by the Council, for the faithful performance of his/her duties. The Secretary shall have custody of all documents and papers belonging to ISAC (except his/her own bond which shall be kept by the President) and shall safely keep the same, and disburse the orders and rules of the Council. The secretary shall have custody of a bank account to meet the day-to-day operational expenses of the ISAC. Secretary shall give notice of all meetings as required by the by-laws, send out the various customary mailings to the council members. The Secretary shall also keep a complete list of the name, title and address of the representatives of the Society. The Secretary shall keep the minutes of the Council and of business meetings of ISAC. In the absence of the Secretary, President shall appoint a temporary secretary to record the minutes.

Section 6: Treasurer. The Treasurer shall give bond to ISAC, if required by the Council, for the faithful performance of his/her duties. The Treasurer shall have custody of all monies (except a bank account to meet the day-to-day operational expenses of ISAC), debts, obligations, contracts, and other property belonging to ISAC (except his/her own bond which shall be kept by the President) and shall safely keep the same, and shall collect all properties and all monies from time to time due and owing to the Society, and disburse the provision of Article VI, Section 4.

Section 7: Representatives. The Representatives should promote and encourage research on arterial chemoreception by national and international meetings (specified in ARTICLE VII, sections 1 and 2). They should announce in their country the formation of this society and provide a list of regular members to be invited to the meetings. They distribute to regular members in their country an annual letter prepared by the secretary dealing with correspondence received by the society and other matters of interests.

Section 8: Nomination and election of officers. Any regular member shall be eligible for election to any office in ISAC, President, President-Elect and Secretary shall nominate candidates for the offices. They will ascertain that their candidates will serve if elected. Such nominations shall not restrict the right of any regular member to make nominations from the floor for such elections. Election of President-Elect, Secretary, Treasurer and of members of the Council shall be if required by secret ballot at the business meeting of ISAC. A majority vote of the regular members in attendance and entitled to vote shall be required for election of officers. They shall assume office immediately upon election.

ARTICLE V. COUNCIL

Section 1: Management of the Society. The property and affairs of the Society shall be managed and conducted by the Council with powers of directors. The members of the council shall serve without compensation and shall be called Councilors.

Section 2: Qualifications, elections and vacancies. Specified in Article IV, Section 1.

Section 3: Meeting. A Regular meeting of the Council shall be held after the adjournment of each meeting of the ISAC’s members, and for this regular meeting no notices shall be required. Meetings of the Council shall be held as often as the needs of the Society may require. They may be held at regular intervals determined by the Council, and they may be called by the President or any three members of the Council. The Secretary shall notify each Councilor of each meeting of the Council. A notice in writing, postage pre-paid at least 14 days before the meeting, addressed to each member’s most recent recorded address shall be sufficient notice of the meetings. Notice of any meeting may be dispensed with if each member of the Council, by writing filed with the records of the meeting, waives such notice, No notices shall be required to be given of any adjourned meeting of the Council.

ARTICLE VI. DUES

Section 1: Dues shall be paid by the active regular members and the sustained members during the business meeting of ISAC.

ARTICLE VII. MEETINGS OF ISAC MEMBERS

Section 1: International Meeting of members. ISAC shall hold its international meeting of members for election of officers and members, for the transaction of business, and for presentation of communications and related activities. Such meetings shall be held at a time and place, designated by the Council and approved by the membership. The time and place selected for the meeting shall be chosen at least twelve months in advance at a business meeting. The place, day, and hour shall be specified in the notice of any meeting of the Society.

Section 2: National meetings of members. National meetings shall be organized by the representatives of each country to promote and encourage research in arterial chemoreception. Such meetings shall be held in irregular terms and shall be approved by the president.

Section 3: Notice to members. Notice of all meetings of the members shall be mailed each member not less than 30 nor more than 180 days before the meeting but no notice shall be required if every members entitled thereto, or his attorney thereunto, authorizes, by a writing which is filed with the records of such a meeting, a waiver of such notice.

ARTICLE VIII. MISCELLANEOUS

Section 1: Prohibitions. Notwithstanding any provision of these by-laws which might be susceptible to contrary interpretation:

a) ISAC is organized and operated exclusively for scientific and educational purposes.

b) No part of the net earnings of ISAC shall inure to the personal benefit of any members.

c) No substantial part of the activities of ISAC shall consist of carrying on propaganda, or otherwise attempting to influence local, state or national legislation. The Society shall not participate on or intervene (including the publishing or distribution of statements) in any campaign of any candidate for governmental public office.

d) ISAC is not organized for nor is it to be operated for profit.

e) The membership list of the Society shall not be supplied to anyone for any purpose except as specifically provided by the Council.

Section 2: Fiscal year. The fiscal year of ISAC shall end with the 30th day of June of each year.

ARTICLE IX. AMENDMENTS

Section 1: Amendments. These by-laws may be amended, altered or repealed at any business meeting of the ISAC members, by a vote of two-thirds of the regular members in attendance and entitled to vote, provided notice of the proposed repeal, alteration or amendment, with a statement of the substance thereof and of the Articles to be affected, as given in the call for the meeting. Approved by-law changes will be added to the published by-laws by the immediate past-president as stipulated by Article IV, Section 4.