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Constitution of the European Society of Veterinary Clinical Pathology
(E S V C P)
Name of the Society
The Society is hereby named "European
Society of Veterinary Clinical Pathology " (ESVCP). It will be registered in the
Society Register in Munich (Germany); and thereafter the official suffix will be
"Registered Society".
Objectives of the
Society
The Society will exclusively and
immediately pursue non-profit-making purposes within the meaning of the section
"Tax-privileged purposes" of the Tax Code. Any prospective alterations to the
statutes shall be submitted to the responsible Tax Office prior to application
thereto for registration with the Registry Court.
The work of the Society will be altruistic;
it will not primarily seek to increase its wealth.
Use of the funds of the Society must be for
purposes in accordance with the statutes of the Society. The members shall not
receive any grants from the funds of the Society.
No person may receive expenses incompatible
with the aims of the Society, or unreasonably high remuneration.
Membership of the Society will be comprised
primarily of accredited veterinarians, particularly those who are interested in
the fields of clinical pathology.
All officers of the Society shall work in
an honorary capacity.
The objectives of the Society
are:
- to disseminate the
basic principles of veterinary clinical pathology
- by means of scientific meetings (seminars,
workshops, continuing education)
- to spread new scientific information by participation at congresses
with hematologic, biochemical, or cytopathologic subjects, to encourage
cooperation between members and to establish close contacts with the American
Society of Veterinary Clinical Pathology and such other societies or
organizations which may share mutual interests.
The Society will publish all announcements
in the ESVIM Newsletters or own newsletters.
The dissolution of the Society is regulated
in § 16.
Members
The Society will be comprised of Full
Members and Honorary Members:
Full Members are to be considered as active
members and may be any veterinarian or member of an academic profession who is
interested in the objectives of the Society.
Honorary Members are those who achieve
special recognition by the Society and shall be elected at the members' General
Meeting. Honorary membership is to be considered the highest award that can be
made by the Society. Honorary Members have the same rights as Full Members but
are excused from payment of the membership fee.
Rights and Duties of
Members
Full and Honorary members may vote at
General Meetings.
All members may present proposals to the
Board of the Society and to the General Meetings.
All members may participate in any event
organized by the Society.
Members are expected to:
- further the objectives of the Society to
the best of their ability
-
to treat all property of the Society with due care
- to forward the membership fee when
requested.
Members will not receive a share of any
profits.
Following resignation or in the event of
dissolution of the Society, members will not receive more than their own share
of any capital and the value of their contributions.
Membership
All applications for membership shall be
submitted in writing. Acceptance shall be determined by simple majority of the
Board. In case of refusal the applicant may appeal to the General Meeting which
will reach a final decision by a simple majority, the President having a casting
vote in the event of a tie.
Membership will cease in the event
of:
- death
- resignation or
- exclusion.
Resignation must be submitted in writing to
the Board and is subject to three months' notice.
Exclusion will follow:
- non-payment of the membership fee after
one year following its due date,
- severe or repeated violation of the constitution or any activity
contrary to the interests of the Society, or
- misconduct within or outwith the
Society.
A majority decision by the Board to exclude
a member will take effect immediately. Prior to any such decision of the Board a
member will be given an opportunity for explanation or defence. A period of not
less than two weeks will be allowed for such an appeal to be received. The
reason for any exclusion must be delivered to the members together with the
decision reached by the board.
An appeal against exclusion may be made to
the General Meeting. Notice of the appeal must be brought to the attention of
the Board, in writing, within a period of one month. The member must be given an
opportunity to present such an appeal during the Meeting.
If no appeal is brought, or if such an
appeal is made later than the period determined in these statutes, then the
exclusion may not subsequently be challenged by any further legal
action.
On termination of membership, all claims
upon the member will end, excepting any outstanding membership fees. There will
be no reimbursement of any fees, goods or donations.
Membership Fees
An annual membership fee shall be levied,
the amount to be determined by the Board, subject to agreement at the General
Meeting.
Payment of the annual fees will also be
required where a member joins during a current year, resigns or is excluded from
the Society.
Organization of the
Society
The Society shall consist of
the Board
the General Meeting
The Board
The Board of the Society will consist
of:
- President
- Vice-President
- Secretary
- Treasurer
The Society will be represented judicially
and extrajudicially by one Board Members in each case. The officers of the Board
shall be in charge of the administration of the affairs of the Society. At least
three Board Members must be present for any decisions to be valid. All decisions
of the Board will be taken by a simple majority of votes, the President holding
a casting vote, should this be required.
The terms of office shall be for 2 years,
the Board being elected by the General Meeting.
Officers may precede themselves in office
without limitation. The President may be re-elected for not more than two
consecutive terms of office. Additional non-consecutive terms of office are
permitted.
The President shall conduct all meetings;
shall serve as chairman of the Executive Board; shall appoint all
committees.
The Vice-President shall preside in the
absence of the President and, when so acting, shall perform such duties as would
otherwise devolve upon the President. The Vice-President shall serve as General
Meeting Chairman for the Annual Meeting. The Vice-President shall be responsible
for the scientific program. The Vice-President shall become acting President for
any unexpired term if for any reason the President is unable to fulfill the
duties of office.
In the absence of the President and
Vice-President, a member of the Board selected by those present shall be the
presiding officer.
The Secretary shall transact such business
as mailing, typing, notifying, correspondence, correlating and compiling, as
directed by the Board.
The Treasurer shall be in charge of all
financial affairs. This officer shall maintain the rolls of membership and shall
notify members of delinquency in the payment of dues. At each Annual Meeting the
Treasurer shall prepare a balance sheet for the previous year. Payments
exceeding 5 000.00 DM must be authorised by another Board Member.
In the case of a member resigning from the
Board, the remaining Board Members may co-opt a further member until the next
General Meeting.
Election of the Board
The Secretary must send to all members a
list of the forthcoming vacancies and ask for proposals.
Any member may send a proposal after
ensuring that the proposed person is willing to stand.
A postal ballot will then be conducted by
the Secretary from all members in such a manner that secrecy shall be
maintained.
The ballot forms will be opened and counted
at the Annual Meeting.
The General Meeting
The General Meeting must be convened
annually by the Board.
Notice of the Meeting including the Agenda
must be received by the members in writing at least one month prior to the date
of the Meeting.
An Extraordinary General Meeting may be
called by the Board or if one tenth of the members who hold voting rights
request such a Meeting in writing, together with the reason for such a request.
Notice of an Extraordinary General Meeting with the Agenda must be given to the
members at least two weeks prior to the date of the Meeting.
A quorum for all General Meetings shall be
at least 15 % of the membership eligible to vote on the date of issue of the
notice of the Meeting.
If a
quorum is not present, the Board must call a second Meeting to be held within
one month with the same Agenda. This second Meeting will be valid regardless of
the number of members present.
Notice of this second Meeting must indicate clearly that this meeting
will have such validity.
Duties of the General
Meeting
The General Meeting has the following
particular duties:
Minutes of the previous General Meeting,
and matters arising.
Election of the Board
Election of two Auditors for two years. The
Auditors are entitled to examine the funds and the accounts of the Society at
any time. The Auditors must submit an annual report of the examination of the
accounts of the Society to the Annual Meeting.
To receive Annual Reports of the activities
of the Society from the President, the Treasurer and the Auditors.
To agree the annual membership
fee
To agree the Budget
To nominate Honorary Members
To determine any changes in statutes,
matters duly determined by the Board, as well as any matters asigned to it by
the statutes.
To discuss any matters previously notified
in the Agenda by members
To decide about dissolution of the
Society.
Conduct of the General
Meetings
The General Meeting will be chaired by the
President; or in case of his absence by the Vice-President. In the absence of
the latter the chair may be taken by any substitute nominated by the
President.
All decisions will be taken by a simple
majority of votes on an open show of hands unless determined otherwise by the
statutes. Voting by proxy may be allowed upon presentation of a written letter
of authority.
The Election of Board Members as well as of
Auditors shall be by secret ballot. If no majority of votes is obtained then a
second vote shall be taken. If a majority is not obtained then the final
decision is made by lottery.
Where more than two candidates are
nominated for election to office and when no one candidate receives an overall
majority of votes then a second vote shall be taken between the two candidates
who received the greatest number of votes in the first ballot.
Decisions and Reports
All decisions of the Board and General
Meeting must be put in writing and signed by the President and Secretary of
every meeting.
Minutes of every General Meeting must be
taken and signed by the President and Secretary.
Statutes
The statutes may only be changed at the
Annual General Meeting. Any statutes for change must be notified in the Agenda
of the meeting. A majority of at least two thirds of the votes is necessary for
any change.
Any prospective alterations to the statutes
shall be submitted to the responsible Tax Office prior to application thereto
for registration with the Registry Court.
Property
All contributions, income and funds of the
Society may only be used to achieve the aims of the Society.
No expenditure may be made by the Board
which does not serve the goals of the Society, or pay expenses which are
unreasonably high.
Dissolution of the
Society
The dissolution of the Society may only be
determined at a General Meeting provided that a majority of two thirds of the
votes are in favour.
Two liquidators will be appointed at the
General Meeting to wind up the Affaires of the Society.
Upon dissolution of the Society, lapse
thereof or alteration or discontinuation of its present purpose, any properties
of the Society shall revert to a public corporate body or similar tax-exempt
corporation established for the purpose of promoting science and
research.
The Constitution was ratified at the
inaugural meeting on September 26th, 1998.
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