Statutes of the Mass Spectrometry Imaging Society

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    Markus Stoeckli
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    translated from the German original text

    Statutes of the Mass Spectrometry Imaging Society

    1. Name and Seat
    Under the name «Mass Spectrometry Imaging Society» or in German «Verein für Bildgende Massenspektrometrie», there is an association within the meaning of Article 60 ff. ZGB, headquartered in Dornach. It is politically and denominationally independent.

    2. Purpose and Purpose
    The purpose of the association is to promote scientific cooperation and training in the field of imaging mass spectrometry. This objective is achieved, among other things, by the organization of scientific conferences and training events, as well as the maintenance of a website for the collection and provision of information in this area. The association does not pursue commercial purposes and does not seek profit. The organs are voluntary.

    3. Organization
    In order to pursue the purpose of the association the association has the following means:

    • Membership contributions
    • Income from own events
    • Subsidies
    • Income from service agreements
    • Donations and donations of all kinds

    Membership fees are fixed annually by the Annual General Meeting. Honorary members and current members of the Board are exempted from the contribution.

    The financial year corresponds to the calendar year.

    4. Membership
    Members can become natural and legal persons who support the Association’s purpose.

    Persons who are particularly committed to the Association may be awarded the Honorary Membership at the suggestion of the Board by the General Meeting.

    Applications should be submitted to the Board; Acceptance is decided upon by the Board.

    5. Termination of membership
    The membership expires

    • In the case of natural persons, by withdrawal, exclusion or death
    • In the case of legal persons, by the withdrawal, exclusion or dissolution of the legal person.

    6. Withdrawal and exclusion
    A withdrawal is possible any time. The notification must reach the Board at least 2 weeks before the Annual General Meeting. The full membership fee must be paid for the year.

    A member may be excluded by the Board at any time without giving reasons. The member may challenge the exclusion decision at the General Meeting.

    If a member does not pay the membership fee despite a reminder, the Board can automatically exclude it.

    7. Organs of the association
    The organs of the association are:

    • The Annual General Meeting
    • The Board

    8. The Annual General Meeting
    The supreme body of the Association is the General Meeting. A regular Annual General Meeting takes place annually.

    Members are invited to attend the Annual General Meeting in writing at least 10 days in advance, stating the topics involved. Invitations by e-mail are valid.
    Applications to the Annual General Meeting must be addressed in writing to the Board by no later than five days before the meeting.

    The Board or one-fifth of the members may at any time demand the convening of an extraordinary General Meeting, specifying the purpose. The meeting shall be held no later than 6 weeks after receipt of the request.

    The General Meeting is the supreme body of the Association. It has the following tasks and competences:

    • Approval of the minutes of the last General Meeting
    • Approval of the annual report of the Board
    • Acceptance of the audit report and approval of the financial statements
    • Discharge of the Board
    • Election of the President and the other Board as well as the Control Board.
    • Determination of the membership fee
    • Recognition of the annual budget
    • Decision on the program of activities
    • Resolution on proposals by the Board and members
    • Amendments to the Statutes
    • Decide on exclusions of members.
    • Resolution on the dissolution of the association and the use of the liquidation proceeds.

    Any duly convened meeting of the members is independent of the number of members present.

    Each member has one vote in the General Meeting. Physically absent members may exercise their right to vote by means of a comparable secure electronic election form.

    The members take the decisions with the simple More. In the event of a tie, the chairman shall cast the casting vote.

    Amendments to the statutes require the consent of a 2/3 majority of the voters present.

    Decisions are to be drawn up at least as to the decisions taken.

    9. The Board
    The Board consists of at least two persons.

    The term of office is one year. Re-election is possible.

    The Board is responsible for the day-to-day business and represents the Association externally.

    It issues regulations.

    It can use working groups (specialist groups).

    It may hire or hire a reasonable compensation for the achievement of the associations objectives.

    The Board has all competences which are not transferred to another body by law or pursuant to these Statutes.

    The Board is responsible for the following matters:

    • Presidium
    • Vice-presidency (scientific director)
    • Finance
    • Actuary

    The Board is constituted with the exception of the Presidium itself.

    The Board meets as often as the business requires.

    Each member of the Board may request the convening of a meeting, indicating the reasons.

    All resolutions are passed with a simple majority vote; In the event of a tie, the chairman has the casting vote.

    Closures can also be passed on the circular route (eg by e-mail) or in a telephone or videoconferencing.

    The board is a voluntarily active, it is entitled to remuneration of the effective expenses.

    10. Audition
    The General Assembly chooses an auditor or a legal entity to control the accounting and carry out a random inspection at least once a year.

    The auditors shall report and submit their proposals to the Board for the approval of the Annual General Meeting.

    The term of office is two years. Re-election is possible.

    11. Signing authority
    The association is obliged by the collective signature of the president or the vice-president together with another member of the executive committee.

    12. Liability
    For the debts of the association, only the association capacity is liable. A personal liability of the members is excluded.

    13. Dissolution of the association
    The dissolution of the association can be decided by a resolution of a regular or extraordinary general meeting of the members and dissolved with the vote of 2/3 of the members present.

    When the association is dissolved, the association’s funds will be transfereed to a non-profit organization which pursues the same or a similar purpose.

    14. Entry into Force
    The statutes were approved at the Founding Meeting of 10. February 2017 and entered into force on this date.

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