BYLAWS OF
Global Network for Simulation in Healthcare (GNSH)

Contents
Article I – Name and Registered Office………………………………………………………………………………..2
Article II – Aim and Purpose……………………………………………………………………………………………….2
Article III – Membership …………………………………………………………………………………………………….2
Article IV – Board of Directors ……………………………………………………………………………………………3
Article V – General Assembly (GA)……………………………………………………………………………………..5
Article VI – Bylaw amendments ………………………………………………………………………………………….7
Article VII – Funding………………………………………………………………………………………………………….7
Article VIII – Auditors…………………………………………………………………………………………………………8
Article IX – Liability……………………………………………………………………………………………………………8
Article X – Dissolution of the Association……………………………………………………………………………..8
Article XI – Definition ………………………………………………………………………………………………………..9
Article XII – Concluding Clause…………………………………………………………………………………………..9

Article I – Name and Registered Office

Section 1
Under the name of the “Global Network for Simulation in Healthcare (GNSH)” exists a nonprofit making association. This Association was formed in December 2015 and is an independent legal entity with legal capacity. It is registered in the United Kingdom and governed by the laws of
England and Wales. Its duration is unlimited.

Section 2
The place of the Associations Head office is considered its domicile.

Section 3
The official language of the Association is English.

Article 2 – Aim and Purpose

The purpose of GNSH (Mission Statement):
A global network of organizations, committed to enhancing patient safety, healthcare quality, research and education, by promoting the appropriate use of simulation through collaboration, advocacy and support.

Article 3 – Membership

Section 1
GNSH is an invitation only membership organization.

Section 2
1. GNSH is an association that comprises non-commercial and commercial organizations that
are invited to be in membership. Membership is not open to individuals.
2. GNSH member organizations are made up from the following membership classes:
2.1. Non-commercial (not for profit) that may have the following characteristics:
2.1.1.Health care Simulation Professional Organisations
2.1.2.Institutions with a significant stake in health care simulation
2.1.3.Regulatory and policy-making organizations with a significant interest in healthcare
simulation
2.1.4.Organizations or representative groups with a significant interest in patient safety,
quality and care
2.1.5.Or as otherwise defined by the Board of Directors
2.2. Commercial Organisations that may have the following characteristics:
2.2.1.For profit organizations with a significant interest in simulation, patient safety,
quality of care
2.2.2.Or as otherwise defined by the Board of Directors
3. Associate Individuals – Individuals may be invited as non-voting participants in GNSH as
determined from time to time by the Board of Directors.

Section 3
The Board of Directors or its designee is solely responsible to issue invitations for membership.

Section 4
The Board of Directors shall set:
1. Membership fees
2. Membership classes
3. Acceptance criteria and procedures for membership
4. Annual budgets

Section 5
1. All member Organizations that are in good standing, shall have the right to:
1.1. Vote
1.2. Nominate individuals to hold office
1.3. Nominate individuals to serve on committees

Section 6
Each member organization shall have a single vote.

Article 4 – Board of Directors

Section 1 – Structure
1. The Board of Directors (BOD) shall be the principle governing body of GNSH.
2. The BOD shall consist of up to nine (9) individuals
3. The Founding BOD shall be comprised of members of GNSH Executive Committee immediately prior to incorporation
4. The BOD shall be comprised of 4 officers and 5 directors at large
5. The officers include:
5.1. President
5.2. Vice president
5.3. Secretary
5.4. Treasurer.

Section 2 – Board member selection
1. BOD members shall serve a term of 3 years
2. Except in the case of the founding Board or a vacancy, Board members will be elected by the
General Assembly of its members.
3. Election of Directors may occur electronically or in person and shall be compliant with
regulatory requirements.
4. Individuals must be in good standing to serve on the Board of Directors. The Association
reserves the right to ask for independent references or assurances on the good standing of
the individual prior to their appointment.

Section 3 – Vacancies
1. In the event that an elected or appointed officer of the Board of Directors is unable to
continue in their position, a written and/or electronic letter of resignation shall be sent to the
President.
2. Appointed individuals shall serve out the unexpired term of the individual they replace on the
Board.
3. The President, with the majority approval of the Board of Directors, may appoint individuals to
the Board in the event of a vacancy.

Section 4 – Terms
1. Officers and Directors at large term shall be 3 years
2. The maximum number of terms for any Officer or Director position is two
3. Individuals may not seek re-election for the same position after their term limit is met.

Section 5 – Meetings of The Board of Directors
1. The President shall have the ability to convene meetings of the Board of Directors
2. The Board of Directors shall meet at least four (4) times a year
3. Board members may participate either in person, or through electronic means
4. If electronic means are used, they must include the ability for two way conversation and
interaction.
5. A quorum of the Board of Directors shall be 5.
6. A motion shall be considered passed with the affirmative vote of a majority of Board of
Directors or 5 votes, whichever is greater.

Section 6
The Board of Directors has the following duties:
1. To direct and further activities according to the mission of GNSH
2. To prepare the matters to be considered by the GA and to execute the decisions made by the
GA
3. To manage membership matters
4. To form committees for specific projects
5. To oversee association assets, finances, budgets, and funds
6. To prepare an annual report of activities and financial statement.
7. To prepare and approve an annual budget
8. To ensure that any potential or actual conflict of interest in appropriately managed
9. To act in a professional manner and to maintain confidentiality
10. To act in the interest of the association

Section 7 – Code of Conduct
1. Behave in a manner that demonstrates high integrity and commitment.
2. Promote the development and evolution of the organization.
3. Perform all duties entrusted to the directors.
4. Abide by the bylaws, policies, and procedures of the Association.
5. In matters relevant to the Organization, place the interests of the Organization as
primary.
6. Declare all actual and potential conflicts of interest as soon as the board member
becomes aware of these and closely adhere to the Society’s conflict of interest policies
and procedures.
7. Shall use appropriate levels of discretion and integrity in discussing non-confidential
board matters.
8. In Organization matters that are declared to be confidential, the board member will not
disclose materials, discussions, or other relevant information without prior authorization
of the President.
9. Shall not use their position or information related to or acquired as a result of
Organization activities for their personal gain or profit.
10. Debate and determine Organization policy regarding management of it’s affairs.
11. Supervise and direct the business and financial affairs of the organization.
12. Develop, monitor, and evaluate programs, which implement policy.

Article 5 – General Assembly (GA)

Section 1 – Make up
GNSH is made up of its member organizations which shall constitute the GA.

Section 2 – Business Meetings
1. Business meetings of the GA will be held at least once per year.
2. With a 2/3 majority vote of the Board of Directors the business meeting may be held via
electronic means as set forth in Article XI
3. Each member organization may propose meeting agenda items with a second from another
member organization.
4. Agenda items that precede the business meeting must be received by the secretary at least
six (6) weeks before the meeting.
5. The secretary shall distribute meeting notice(s), the agenda, and any relevant background
materials at least 3 weeks prior to the meeting.
6. Voting procedures at the GA will be described by the BOD.
7. The GA agenda will include resolutions agreed prior to or, if appropriate, within the meeting.

Section 3 – Procedures
The GA business meeting shall be chaired by the President or their designee. The meeting will be
guided by the following principles:
1. Motions may be made by any member and must be seconded.
2. Discussion will follow any seconded motion.
3. A vote shall occur with the agreement of at least 2/3 of member organizations present to
have a vote or when no further discussion occurs.
4. A motion will be considered as passed with a simple majority, unless otherwise stipulated, of
votes present.
5. A meeting shall be deemed to have a quorum if at least 6 members or 5% (whichever is
greater) of the voting power is present.
6. The term “present” for the purpose of this section refers to in-person and/or by electronic
means as described in Article XI
7. The President shall vote in the case of a tied vote

Section 4 – Special Meetings
1. The Board of Directors at its sole discretion may convene a special meeting with a 10
calendar day notice.
2. Members may request a special meeting in writing to the Secretary.
2.1. The request must include the reasons for the request and any background material.
2.2. The Board of Directors, at its discretion shall decide whether to convene a special
meeting.
3. Members may convene a special meeting by submitting a petition that includes the
signatures of 50% of the membership. The meeting shall be convened within 90 days of
receipt of the petition by the Secretary.
4. Meetings may be held in person and/or electronically as defined in Article XI

Section 5 – Voting
Voting at a GNSH business meeting or special meeting shall follow the following principles:
1. Each organization has a single vote. Multiple individuals from the same organization may not
vote.
2. A quorum shall be defined as 9 members of 5% of the voting power, whichever is greater.
3. Voting may occur by physical presence or by electronic means (as defined in Article XI).
4. Proxy votes are not permitted in any circumstance.

Article 6 – Bylaw amendments

Section 1 – Initial Bylaws
The initial bylaws of GNSH require the affirmative vote of all 9 members of GNSH Executive
Committee prior to incorporation.
Section 2 – Amendments
1. Bylaws may only be amended by a majority vote of the GA. Any proposed Bylaw
amendment(s) must be announced to GA and described in full at least 30 calendar days prior
to any vote. Voting may occur by physical presence or by electronic means.
2. Bylaw amendments may be put forward by the Board of Directors for vote by the GA
3. Bylaw amendments may be brought forward with the verified petition of 50% of the voting
power.
4. Bylaw amendments must be in accordance with the laws of England and Wales

Article 7 – Funding

The Board of Directors shall manage the assets of GNSH. Funding sources shall include but are
not limited to:
1. Annual membership fees
2. Revenue from operations, products, and other sources
3. Fees earned from assignments
4. Charitable contributions
5. Investments
6. Grants and other payments.

Article 8 – Auditors

Section 1
The Board of Directors shall propose auditors, who meet the legal qualifications. The GA shall
approve auditors for each business year. The term of the auditors ends with next GA during
which the report for the corresponding business year is presented.

Section 2
Auditors will assess whether the accounting, the financial statements and, if applicable, the
consolidated financial statements comply with law, the articles of Association and, if applicable,
the chosen accounting standards.

Section 3
The Board of Directors shall at its discretion invest assets in a manner that furthers the mission of
GNSH.

Article 9 – Liability

1. The Board of Directors shall be held harmless in the case of any suit or action against the
GNSH company.
2. Members agree to indemnify and hold harmless the Board of Directors in the case of any suit
or action against GNSH.
3. Any funding required as a result of an action or suit against GNSH shall be provided by
GNSH. The Board of Directors shall hold no personal or organizational fiscal responsibility.
4. Members agree to participate in GNSH events and activities at their own risk.

Article 10 – Dissolution of the Association

The dissolution of GNSH must follow the following path:
1. A motion for dissolution and the distribution of assets of GNSH by a 75% affirmative vote of
the Board of Directors may be forwarded to the GA for vote.
2. The GA, at a GNSH business or special meeting, must vote in the affirmative with a 2/3
majority to carry the motion for dissolution and distribution forward.
3. Dissolution and asset distribution shall follow the Laws of England and Wales

Article 11 – Definitions

1. The term “present” shall refer to physical and immediate electronic presence
2. Voting may occur in person or via electronic means
3. The Board of Directors shall determine the form and function of electronic communication,
voting, and presence.
4. Meetings that utilize electronic means for conversation or discussion must provide for bidirectional
discussion.
5. Voting by electronic means does not require live or bi-directional communication
6. The Board of Directors may forego electronic communications and voting, with a 2/3 majority
vote of the Board of Directors, in the event of circumstances that preclude reliable electronic
connectivity

Article 12 – Concluding Clause
The inaugural bylaws of GNSH have been approved by the Executive Committee of GNSH. The
Executive Committee was given executive authority to act on behalf of the members who have
signed the London Concordat.

ADOPTED BY THE GNSH BOARD OF DIRECTORS
Initial version: May 2016

APPENDIX 1
The GNSH Concordat
BACKGROUND

Concordat – A definition:
A Concordat is a voluntary agreement created between two or more organisations which sets out
a formal relationship, for collaborative or partnership working. It sets out a number of principles
and priorities to which all signatories can agree and defines their remit, relations and mutual
responsibilities. It will set out what the signatory organisations can expect from each other and
from the group as a collaborative body. It will form the basis for international collaboration. It can
be developed over time as the group matures.

The completed document may contain:
– An executive summary
– The Global Network for Simulation in Healthcare’s terms of reference
– An outline of the Concordat’s objectives
– The overarching commitments towards collaborative working that those signatories make
including:
– The jurisdictions and other limitations to which the Concordat is subject
– An index of the signatories, both full and associate members

Each objective could then be further defined in terms of:
– Scope
– Remit
– Restrictions
– Outputs
– Governance
– Acknowledgements
– Adherence to equality and diversity

The London Concordat in context
The purpose of the London Concordat is for the member organisations of the Global Network for
Simulation in Healthcare to formally establish agreed ways of working and to act as a set of
guiding principles that informs and sets a framework for future collaborative or partnership
working. The Concordat seeks to establish basic ground rules agreeable by all. The Concordat
has the explicit purpose of globally promoting the value and usage of simulation within healthcare
service and education. The London Concordat for the Global Network for Simulation in
Healthcare.

Executive Summary
The London Concordat captures the collective will of the founding organisations of the Global
Network for Simulation in Healthcare. Subject to ratification by the relevant governance structures
of individual member organisations, the Concordat forms a memorandum of understanding and
represents the aspirations and commitments of those same organisations made to each other
when they met at the London Deanery during August 2010 and 2011.

Introduction
On 4-6th, August 2010 twenty-seven individuals representing sixteen regional, national and
international organisations with a substantive focus on simulation in healthcare attended an
international simulation leadership summit at London Deanery, UK. The meeting was intended to
empower the global simulation community to act collectively as simulation continues to expand
exponentially. The summit resulted in agreement by the representatives to form a Global Network
for Simulation in Healthcare and the participants developed the following mission statement:

“A global network of organizations, committed to enhancing patient safety and quality of
healthcare by promoting the appropriate use of simulation through collaboration, advocacy and
support.”

On the 1-3rd August 2011 the organisation representatives came together again in London with
the intention of formalising their collaborative working as a network. On the 11-13th July 2012,
signatories of the London concordat met in Lausanne, Switzerland and amended the above
mission statement of the Global Network for Simulation in Healthcare. The amended mission
statement is:

“A global network of organizations, committed to enhancing patient safety, healthcare quality,
research and education, by promoting the appropriate use of simulation through collaboration,
advocacy and support.”

Objectives of the Global Network for Simulation in Healthcare
1. to promote the appropriate use of simulation in healthcare to improve patient care and safety,
clinical service, training, research and education
2. that the network will act as a source of expertise
3. that the network will act as a global resource
4. through shared advocacy, to support and promote the use of simulation in healthcare
5. terms of reference and ways of collaborative working

All signatory organisations have agreed to work together to optimise and encourage the
appropriate use of simulation in healthcare to achieve the objectives outlined above. They declare
a shared commitment to:
1) improve healthcare and patient safety
2) promote healthcare professional safety – safety in the workplace
3) promote service transformation and quality improvement
4) educational excellence
5) evidence-based practice
6) support and promote research
7) advocacy and dissemination of appropriate simulation-based practice
8) promote inter-professional education
9) encourage diversity in simulation methods

They also agree to work collaboratively by:
10) respecting the autonomy of membership organisations
11) valuing differences in approaches
12) respecting equality and diversity
13) promoting innovation
14) Conducting GNSH business in an open, transparent and fair way
15) An overarching commitment to collaborative working

Through this Concordat, we the undersigned organisations commit to explore collective working
to develop, promote and disseminate the highest standards of educational practice through the
scholarly advancement and optimal operational usage of simulation-based training and
educational methods for the benefit of patients and healthcare.
Whilst respecting the autonomy of individual organisations, we undertake that in support of the
greater good, we will seek to work in the best interests and traditions of academic practice to
build productive and valuable collaborations for the mutual benefit of constituent member
organisations, patients, healthcare systems and global population health.

Concordat signatories as of August 2015
Non-Commercial
1. Associação Brasileira de Simulação na Saúde, Brazilian Association for
Simulation in Healthcare (ABRASSIM)
2. Assoc iation for Simulated Practice in Healthcare (ASPiH)
3. Association for Standardized Patient Educators (ASPE)
4. Australian Society for Simulation in Healthcare (ASSH)
5. Canadian Network for Simulation in Healthcare (CNSH)
6. Dutch Society for Simulation in Healthcare (DSSH)
7. French Society for Simulation in Healthcare (AFSARMU)
8. International Nursing Association for Clinical Simulation and Learning (INACSL)
9. International Pediatric Simulation Society (IPSS)
10 Japanese Society for Instructional Systems in Healthcare (JSISH)
11.Korean Society for Simulation in Healthcare (KoSSH)
12.Latin American Association of Clinical Simulation (ALASIC)
13.The London Deanery
14.Polish Society for Medical Simulation (PSMS)
15.The Royal College of Physicians and Surgeons of Canada (RCPSC)
16.Spanish Society for Simulation in Healthcare (SESSEP)
17.Swiss Association in Simulation in Healthcare (SASH)
18.Society for Simulation in Healthcare (SSH)
19.Society in Europe for Simulation Applied to Medicine (SESAM)

Commercial
1. B-Line Medical
2. CAE Healthcare
3. Innovation in Learning Inc. (Clinispace)
4. Education Management Systems
5. Laerdal Medical
6. Limbs & Things LTD
7. Simbionix (pending) – Now 3D systems
8. Simulab Corporation
9. Surgical Science