ESID Articles of Association
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1. ESID shall have as its object:
a. To facilitate the exchange of ideas and information among physicians, scientists and other investigators who are concerned with immunodeficiency diseases;
b. To promote research on the causes and mechanisms of these disorders;
c. To encourage clinicians and investigators in research institutions or private industry to share their knowledge of diagnostic and management procedures, and of immunologically active drugs;
d. To promote the application and the dissemination of recent advances in biomedical science for the prevention, diagnosis and treatment of immunodeficiency diseases;
e. To foster excellence in research and medical practice;
f. To promote interaction with nurses and patient associations, so as to increase exchange of information among patients, parents of patients, nurses, doctors and researchers.
2. ESID shall seek to realise this object among other things by:
a. Setting up working parties for special purposes;
b. Organising international gatherings and conferences;
c. Cooperating with other scientific organisations;
d. Doing all that which may promote the realisation of the object of ESID, in the widest sense.
1. a. Members are people with an interest in primary Immunodeficiencies. ESID shall contain full members and restricted members.
b. Full members are members who are involved in the treatment of, or research related to, primary Immunodeficiencies. Their rights and obligations are further defined in the constitution,
c. Restricted members are people with an interest in primary Immunodeficiencies. Restricted members have no voting rights and are not eligible for positions as officer of ESID. The annual fee for restricted members is one hundred percent of the full membership fee. However, restricted members can function as full members in all other aspects.
2. The treasurer of ESID shall maintain an accurate register of members.
3. Membership shall not be transferable.
ENDING OF MEMBERSHIP
1. Membership shall end:
a. By written notification by the member;
b. By termination on behalf of ESID after a majority board decision.
2. a. Termination of membership by the member does not give right to a refund of
membership fees paid in advance;
b. A member may terminate his/her membership with immediate effect within
one month of its being notified of a decision to convert ESID into a different legal form
3. Termination of membership by ESID may be effected by the giving of at least one month notice, if the member has failed to pay the ESID membership fee for two whole years after the initial notification, after having been at least twice reminded thereof in writing. The board may decide not to effectuate the termination of membership in case of special circumstances.
1. ESID is a non-profit organisation,
2. The funds of ESID may be formed among other things from:
- member's contributions;
- sponsorship monies;
- income from ESID's activities;
- bequests and gifts.
3. The General Assembly shall be empowered to introduce contribution categories,
1. The Board shall be charged with the administration of ESID, with due observance of the provisions of Article 7,
2. The Board consists of at least three administrators, The number of administrators and their respective functions are laid down in the Constitution.
3. The Board members shall be elected and discharged by the General Assembly. The Procedure for the election is described in the Constitution.
4. The members of the board shall not receive any payment for exercising their office. The board shall however reimburse the costs reasonably incurred by the board members in the exercise of their office and the board shall establish an annual budget for this purpose.
1. The Board and/or the President together with at least one other member of the Board shall be empowered to represent ESID judicially and extra judicially,. They may also have themselves represented in this respect by a party specially authorised thereto in writing.
2. The Treasurer may be accorded limited or full representative authority by the Board in so far as the exercise of his/her task is involved.
1. The Treasurer will report biennially to the General Assembly.
2. The Treasurer must keep records concerning the capital position such that the rights and obligations can at all times be determined therefrom.
3. The Treasurer must retain the documents referred to in section 2 for a period of ten years.
4. Each year, the Treasurer shall give a financial report to the Board during a Board meeting.
1. The General Assembly of ESID shall consist of all members of ESID with voting rights who are present at the time of the meeting, which is announced at least one month in advance to all ESID members.
2. All members with voting rights present at the General Assembly shall each have one vote. Delegates may not vote by proxy.
3. Voting on matters shall take place orally, voting on persons shall take place by written ballot. All proposals shall be decided by absolute majority of votes in so far as the Articles do not stipulate otherwise. In the event of a tie of votes, the proposal shall be rejected.
4. The General Assembly may decide to allow voting through the ESID website. In that case, at least one fourth of the total number of members with voting rights should cast their vote; and decision shall be by absolute majority of votes in so far as the Articles do not stipulate otherwise In the event of a lack of quorum, or a tie of votes, the proposal shall be rejected.
5. The President of the Board shall lead the meeting. In his/her absence or hindrance the Secretary or one of the other Board Members shall act as Chairman of the meeting.
6. The Secretary, or a member of ESID designated thereto by the Chairman, shall record the minutes of that which is discussed at the General Assembly, and these minutes shall form an
7. item on the agenda of the following General Assembly.
AMENDMENT OF THE ARTICLES
1. Amendment of the Articles may only take place following a decision of the General Assembly which was convened with the announcement that amendment of the Articles would be proposed at that meeting. Such a meeting must be convened at least four weeks in advance.
2. Decisions to amend the Articles may only be taken by a General Assembly in which at least one third of the total number of full members is present, with a majority of at least two thirds of the number of votes.
3. In the event that there is a lack of a quorum a decision to amend the Articles may be taken by a written ballot or through the ESID website
1. The amendment of the Articles shall not come into effect until a notarial deed containing the amendment has been drawn up.
2. The administrators must deposit an authentic copy of the amendment and a running text of the amended Articles at the offices of the Chamber of Commerce where ESID has its registered offices.
Following dissolution, the board members shall liquidate the Association. The board can decide to appoint other persons as liquidators. In the resolution to dissolve the Association, the destination of the liquidation balance will be spent (as much as possible in accordance with the objects of the Association) to an institution of public utility which has the status of a charitable organisation such as or in another way with which the public interest is served.
The General Assembly may institute standing rules in the Constitution.
In all cases for which neither the law nor the Articles nor the Constitution provide, the Board shall decide by majority vote.