Statutes of the former ESHG registered in Belgium
These statutes were established in 1967 and revised in 1996, 2006 and 2018.
Article 1. Name
The name of the Society is "European Society of Human Genetics" (ESHG). It has its seat in Leuven, Herestraat 49, B-3000, Belgium and acts under Belgian law. The seat can be moved to any other site in Belgium by simple decision of the Board.
Article 2. Aims
The European Society of Human Genetics is a non-profit organization. Its aims are to promote research in basic and applied human and medical genetics, to ensure high standards in clinical practice and to facilitate contacts between all persons who share these aims, particularly those working in Europe. The Society will encourage and seek to integrate research and its translation into clinical benefits and professional and public education in all areas of human genetics.
Article 3. Duration
The Society is founded for an undetermined period. It will acquire a legal status from the tenth day after publication of these Statutes in the Belgian State-book.
Article 4. Membership
Upon application, the Board may appoint to membership any person interested in furthering the Aims of the Society.
4.1 Regular Membership shall be open to any eligible European person or those who are professionally based in a European country.
4.2 Emeritus Membership shall be open to those who have retired from their position and practice, are over 65 years of age and who have previously been Regular Members for at least 5 years.
4.3 Collective Membership shall be open to eligible people from economically under privileged European countries. A minimum of five individuals have to register collectively.
Article 5. Affiliates
Any person or institution supporting the objectives of the Society shall be eligible to affiliate with the Society.
Affiliates shall be divided into two categories:
5.1 Affiliate member: Open to individuals or groups of individuals from non-European countries, who upon annual payment of an amount set by the Board shall be entitled to all membership rights and benefits except to hold elected positions and to vote.
5.2 Honorary member: Open to individuals, institutions or companies contributing to the aims of the Society. The rights of Honorary members shall be established by the Board.
Article 6. Dues
Upon recommendation by the Board, the Membership Meeting determines the annual dues expressed in a European currency payable at the beginning of each calendar year by each category of members.
Article 7. Cessation of Membership
Membership of the Society can end by voluntary retirement, by exclusion, by non-payment of the annual dues or in the event of death. Members can resign at any time by simple letter to the President of the Society. The Membership Meeting can decide to exclude a member by simple majority vote after the member concerned has had the opportunity to defend himself. The member concerned cannot participate in this vote and cannot vote by proxy. If the exclusion was not at the recommendation of the Board, the Membership Meeting vote must be followed by a vote by the Board. If these votes are not in accord, a new vote at the following ordinary annual Membership Meeting or by mail or electronic balloting of the membership is conclusive. Membership also ends by right by nonpayment of the annual dues within one year or in the event of death of the member. Members who resigned, were excluded or died, or their next of kin, cannot lay claim to any property of the Society.
Article 8. Activities
The Society organizes, co-organizes and supports meetings, symposia, colloquia and other scientific gatherings as well as educational programmes. A major event is the annual scientific meeting of the Society which should preferably be held in April, May or June. During the annual meeting a business meeting of the membership is held. Other activities that further the aims of the Society can be undertaken.
Article 9. Publications
The Society publishes programs of its scientific meetings including abstracts of the presentations. The Society owns and publishes the European Journal of Human Genetics. The Board in consultation with its professional publishing house shall appoint an editor in chief for the Journal (as well as associate editors, section editors, and others as necessary) for 5 years, renewable for periods of 3 years. The Society may also publish reports of its working parties after ratification by the Board and other publications for the information of its members.
Article 10. Membership Meetings
The Membership meets at least once per year during the Society's annual meeting. Notice of Membership Meetings shall list the agenda and shall be sent (either by mail or electronically) to all members at least 30 days in advance of the meetings. The agenda and any supporting documents will be published in advance on the Society's Web site. Minutes of the Membership Meetings shall be taken to record the business considered and the decisions made and will be the official records of the Society.
A quorum shall consist of 50 members or of 20% of paid-up voting members, whichever is less. If a quorum is not reached at the meeting, decisions must be ratified by mail ballot or electronic ballot among the entire eligible membership.
Each member shall have one vote. Members can give proxy for voting to another member for the Membership Meeting. One member cannot represent more than one other member. Affiliate members are not entitled to vote. If votes are equal the vote of the President and in his/her absence the vote of his/her substitute, in accordance with article 12, shall be decisive. Decisions (other than amendments to the Statutes) are made by simple majority.
The Membership Meeting is qualified to approve the budget, and the accounts of the Society; to elect and dismiss Board Members; to change the Statutes and to dissolve the Society. The agenda of the annual Membership Meeting should include:
- a presentation by the President or the Secretary of the Society's activities during the past year
- a presentation by the Secretary or Treasurer of the management of the Society's finances
- discussions and decisions regarding the above
- determination of annual membership dues
- endorsement of the Board's choice of sites for future annual meetings
- any other matters proposed by the Board, especially major policy questions.
Extraordinary Membership Meetings may be called by the Board or by petition in writing to the President from at least 20 members representing at least four different European countries.
Article 11. The Board
11.1 The Board acts as the governing body of the Society. It makes all the decisions, and assumes responsibility for all matters except those specifically reserved by law or by these Statutes to the Membership Meeting. It is accountable to the Membership Meeting. Minutes of the Board Meetings shall be taken to record the business considered and the decisions made and will be the official records of the Society. The term of office of the Board is from the annual Membership Meeting to the next annual Membership Meeting.
11.2 Board Membership
The Board shall consist of at least 20 Board Members (including the Officers but not the Liaison Members), broadly representative of the members of the Society with particular respect to nationality, area of expertise and gender. One Board Member must, as the Society is registered under Belgian law, be of Belgian nationality. Liaison Members of the Board are the chairpersons of the permanent committees according to Article 14, and any other person appointed by the Executive or the Board. Liaison Members are non-voting.
The term of Board Membership is 5 years, and is renewable only after 3 years have elapsed since the end of the person's previous Board Membership. A Board Member who has not been actively involved in the business of the Board may be dismissed by simple majority decision of the Board.
11.3 Election and Appointment to the Board
Each year a President Elect and sufficient new Board Members to maintain a minimum of 20 Board Members (including Officers but excluding Board Liaison Members) are nominated and elected in accordance with the procedures in Article16. Any regular member of the Society according to Article 4 working in the broad field of human genetics is eligible to stand for election.
Up to half of the new Board Members may be appointed by the Board to ensure its membership covers the full field of human genetics and all parts of Europe. Each of these appointments should be endorsed by the Membership Meeting. Failing this endorsement the Board is open to suggest another candidate for endorsement, if necessary by a mail or electronic ballot.
11.4 Board Meetings
The Board shall meet at the annual meeting of the Society and at other times if called by the President. The Board shall also meet by the written petition of 10 of its members excluding Executive and Liaison Members. Notice of Board meetings shall list the agenda and shall be sent to Board Members at least 10 days in advance of the meeting, together with documents relating to major policy amendment. Ten Board Members present shall form a quorum. If a Board meeting is not quorate, decisions must be ratified by mail or electronic ballot of the entire Board. Each Board Member shall have one vote; if votes are equal the vote of the President and in his/her absence, the vote of his/her substitute, in accordance with article 12, shall be decisive. Decisions are made by simple majority.
Article 12. President
The President is the senior executive of the Society, and officially represents the association in all legal and financial matters. The president is responsible for calling and chairing meetings of the Board and the membership. At the President's discretion, the organisation of these meetings may be initiated or carried out by the Secretary General or Deputy Secretary General. In the President's absence, these functions are fulfilled by the Vice President, and failing this, by the President Elect. In exceptional circumstances, the Board can ask another member of the Executive or one of its members to assume the responsibilities of President until elections can be organised.
The membership shall elect each year one President Elect of the Society in accordance with procedures in Article 16. A person is first President Elect for one year, then President for the second year and finally Vice President for the third year. Once a person has been elected President Elect he/she shall automatically assume the positions of President and Vice President in the subsequent years. Thus the "presidential cycle" lasts three years during which the person will participate in policy development and implementation through the Executive Committee and other committees of the Society.
If not already a Board Member, the President Elect will automatically start a complete term as Board Member upon his/her election. If already a Board Member, the term will end after the Vice-Presidency, or when the full 5 years on the Board has been served, whichever is the later.
Article 13. Officers
The Board nominates and the membership elects to the Board for three years, renewable for terms of three years, a Secretary General, a Deputy Secretary-General and a Treasurer. The Secretary-General or Deputy may also act as Treasurer. The election periods for the Officers should whenever possible be overlapping. The responsibilities of these Officers are determined by the Board. The Deputy is the secretary of the Board and a member of the Executive Committee, as he or she may be called upon to replace the Secretary General in the event of his or her absence. Additional Officers can be appointed by the Board or the Membership Meeting without changing these Statutes.
Article 14. Committees
Ad hoc and permanent committees as well as additional Officers can be appointed by the Membership Meeting or the Board without changing these Statutes. The members of the permanent committees, apart from the Scientific Program Committee, are appointed for 3 years, renewable. They do not have to be members of the Board. The Board may appoint a chairperson for 3 years; otherwise committee members will elect a chairperson for 3 years from within the committee. These committees will report regularly to the Board of the Society and cannot legally represent the Society without written consent of the Board. The terms of reference of such committees are determined by the Board and endorsed by the membership, either at the annual meeting or by postal or electronic ballot. The terms of reference of a permanent committee shall be reviewed by the Board every three years and/or with each change of chairman. The chairpersons are Liaison Members of the Board.
The permanent committees include:
14.1 The Executive Committee consists of the President, the Vice President, the President Elect, the Secretary-General, the Treasurer and the Deputy Secretary -General. It shall be authorized to act on behalf of the Board between meetings of the Board. The executive committee will discuss and review the affairs of the Society at least twice a year. The executives are liaison members of all permanent committees.
14.2 The Scientific Program Committee (SPC) consists of at least seven persons who are appointed by the Board, for a term of four years; if an international meeting replaces the European Society meeting during one of these years, their term will be extended by one year. Membership of the SPC is not renewable for at least one year after the end of a term of office. The Board appoints one of the SPC members chairperson of the SPC for two years renewable. The chairperson shall automatically remain a member of the SPC for a period of 2 years after the end of chairmanship. If the European Human Genetics Conference has a local host from the genetics community in the country in which it is being held, he or she (or a substitute) will be a member of the SPC for one year ending at the meeting of which they were the local host. The SPC is responsible for all aspects of the scientific programme of the annual meetings.
14.3 The Public and Professional Policy Committee (PPPC) consists of at least 10 members appointed by the Board for 3 years. Membership is renewable. It formulates the professional and scientific view on social, ethical and legal issues, on behalf of the Society when asked to do so by the Board or the membership.
14.4 The Annual Meetings Committee (AMC) is composed of the Executive and the representatives of whichever congress organizers the European society has chosen. The annual meetings committee is responsible for all aspects of the organisation of the European Human Genetics Conference (the ESHG annual meeting) including choosing a congress site, and advising the Board. The Board may appoint a Society Officer with specific responsibility for the annual conference.
Article 15. Organisation of the annual meeting
The Board decides where the future annual meetings are held on the advice of the Annual Meetings Committee, and the site selected endorsed by the Membership Meeting. If the choice is not endorsed, the Board has to repeat the procedure, if necessary seeking approval by simple majority vote by mail or electronic ballot. Meeting sites should be decided at least 2 years in advance. It is the responsibility of the Board, through the Annual Meetings Committee to solicit invitations from suitable candidate sites or national genetics organisations, and select a site.
Article 16. Ballots and Elections
If not stated otherwise in these Statutes, any elections, or decisions of the membership or the Board may be made either by voting during a meeting of the respective body, or by a postal or electronic ballot.
Nominations should be by two or more Society members. The elections should be open for at least four weeks from the date ballot papers are distributed or electronic voting opened. Should the number of nominations received match those of vacant positions, the nominees may be elected unopposed unless the Board is of the opinion that a nominee would not further the aims of the Society or be otherwise detrimental to the Society. If the Board takes this opinion, or if no nominations have been received, the Board reserves the right to propose candidates.
Article 17. Changes to these Statutes
Changes to these Statutes may be made by two thirds majority vote of the Board and of a simple majority vote of the membership at a meeting, but must be confirmed by a two thirds majority of eligible members voting in a postal or electronic ballot. The changes in the Statutes must be published in the annexes of the Belgian State-book.
Article 18. Legal procedures
In legal procedures, which have a value exceeding 25.000 Euro, the Society can only be validly represented by the president (or in their absence the vice-president) and the treasurer (or in their absence the Secretary General). For all other cases one member of the executive committee will suffice.
The Board acts for the Society as plaintiff or defendant in lawsuits and can be represented by one or two of its members.
Article 19. Dissolution of the Society
The dissolution of the Society requires two-thirds majority vote of the members present at a Membership Meeting. This decision will have to be confirmed by a two-thirds majority vote by an electronic ballot. In case of dissolution the property goes to an association with a similar goal as determined by the Board.
Article 20. Force majeure
Any matter not explicitly treated in these Statutes must be in accordance with the Belgian law of October 1919 and the practice of international societies.