STATUTES OF EUROPEAN SOCIETY OF
CONTRACEPTION AND REPRODUCTIVE HEALTH
Ratified by the General Assembly in Prague, 2 May 2008
Article I
In accordance with the French law of 1st July 1901 and the decree of 16th
August 1901, an association called EUROPEAN SOCIETY OF CONTRACEPTION AND
REPRODUCTIVE HEALTH was founded.
The abbreviated title is ESC.
Article II
The aims of this Society are:
- To improve and facilitate knowledge and use of contraception and
reproductive health care in the countries of Europe.
- To promote the harmonisation of different policies concerning
contraception and reproductive health care in the countries of Europe.
- To promote availability of all methods of contraception in the countries
of Europe.
- To carry out epidemiological and sociological studies and other types of
research on contraception and reproductive health care in the countries of
Europe.
- To encourage relations between the European Society of Contraception and
reproductive Health and
other appropriate organisations in Europe and throughout the world.
- To share knowledge and experience of contraception with countries outside
Europe.
Article III
The registered office is established at:
Centre de Régulation des Naissances
Hôpital Saint-Louis
I. Avenue Claude Vellefaux
75475 Paris CEDEX 10
Besides the official seat in France, the Society has an office in Belgium at:
ESC Central Office
Opalfeneweg 3
B-1740 Ternat
Belgium
The Board of directors is entitled to change the address of the seat in
Belgium.
It can be transferred by a decision of the Board of Directors. This decision
must be ratified by the General Assembly.
The society will be validly
represented in lawsuits, either as plaintiff or defendant, by the Board of
directors, which will be represented by the President or the Vice-President or
other representatives (nominated by the Board).
Article IV
- Members of the Society can be all professionals, doctors and non-doctors,
effectively working within the field of contraception and reproductive and
sexual health and who have paid their yearly subscription.
- A professional wishing to become a member of the Society, must be proposed
by an ordinary or honorary member to the Secretary General of the EC, who is
entitled to assess that the conditions (as said previously) are met.
- The right and duties of ordinary and honorary members will be defined in
the Rules of Procedure of the Society.
- The affiliation of other organisation is possible. The rights and duties
of these organisations will be defined in the Rules of Procedure of Society.
Article V
Persons who have rendered exceptional services that are brought to the
attention of the Association may be elected honorary members. They are exempt
from membership fees. Honorary members are confirmed by the Board after being
proposed by the Executive Committee.
Article VI
Membership ends:
- when the conditions set out in Article IV 1. cease to be fulfilled.
- by resignation.
- by death.
- by being struck off the Society register by the General Assembly following
a proposal by the Executive Committee due to a serious fault. The party
involved will have previously been asked by registered letter to appear
before the Executive Committee to explain him/herself.
The conditions related to members being automatically struck off the register
for non-payment of annual membership fee are set out in the Rules of
Procedure.
Article VII
The resources of the Association comprise:
- The sum of the membership fees.
- Registration fees for the activities of the ESC.
- Subsidies, gifts and legacies given to the Society.
- Revenue from sale of publications and other works of the ESC.
-
Any profits made from activities
organised by ESC including congresses and seminars
Article VIII
Each country may have representation on the Board Directors, if there are
ordinary members from that country.
The minimum number of paid up members required to enable the first and second
representative to be elected is detailed in the Rules of Procedure. No country
may have more than two elected representatives.
Simple majority elects these members for four years at the General Assembly.
The members of the Board of Directors choose from amongst its members, by secret
ballot, by simple majority, a working body called the “Executive Committee”
composed of:
- a President
- a Vice President
- a Secretary General
- an Assistant Secretary
- Treasurer
- an Assistant Treasurer
The Executive Committee may co-opt members to serve on the Committee when
their contribution will play a vital role in the running of the Society or where
an Executive Committee member can no longer carry out their role. This co-option
will be ratified at the next Board meeting.
Members of the Executive Committee stand for re-election at each General
Assembly. No one person may be elected to the same post for more than three
terms consecutively, (i.e. 6 years).
The Executive Committee is empowered to replace temporarily members of the
Board of Directors who have ceased their functions under the conditions set out
in the Rules of Procedure. Their permanent replacement will take place during
the next General Assembly. The mandates of members elected under these
circumstances will last as long as the original mandate of the member they
replaced.
Article IX
The Board of Directors shall meet at least once every two years, on the
occasion of the General Assembly, by invitation of the President, or at the
request of a quarter of its members.
Simple majority shall take decisions in the event of a tie the President will
have a casting vote. The quorum is 25%.
Any member of the Board of Directors
who, without permission from the Executive Committee, or any justification, has
not attended two consecutive meetings will be considered as having resigned.
Article X
- The ordinary General Assembly is composed of all the ordinary and honorary
members of the Society. The ordinary General Assembly will take place every
two years, usually during the ESC Biennial Congress.
- An extraordinary General Assembly may be convened within the two year
period by the Board of Directors decided by a simple majority.
- At least two months before the date fixed for the General Assembly the
Secretary-General shall send an invitation to the members of the Society by
letter, fax or other written means. All items that members wish to put on
the agenda will be sent to the Secretary-General no less than one month
prior to the date of the General Assembly. The final agenda will be sent out
two weeks before the General Assembly.
- The President assisted by the members of the Executive Committee will
preside over the General Assembly and give an account of the state of
affairs of the Society.
- The Treasurer will report on the management of the funds and submit a
written statement of accounts for the approval of the Assembly.
- The written statement of accounts will be reviewed and countersigned as a
true and fair view of accounts every two years by two members of the Society
from separate countries who are not on the Board. In the first instance the
Executive Committee will appoint the two signatories, but in the future the
General Assembly will vote on these nominations by simple majority. At least
four nominations will be proposed by the Board members for each ordinary
General Assembly.
- After having covered all the items on the agenda the new members of the
Board of Directors are elected. Board Members can only be elected by
ordinary members of the ESC, nationals of the same country as the Board
Member concerned. (See Article VII).
- Only items appearing on the agenda or added at the initiative of the
President are to be discussed during the General Assembly.
Article XI
- In order that the proceedings of the General Assembly be valid a minimum
number of ordinary members must be present. The quorum is fixed at 8% of the
ordinary members of the Society. It must be maintained not only at the
opening of the meeting but throughout its entirety. If half an hour after
the hour fixed for the beginning of the General Assembly, or if as a result
of the departure of a member during the session, the quorum is no longer
reached, the session will have to be adjourned.
- For elections to the Board and Executive Committee, a secret ballot will
be held. If and unopposed candidate wishes, they can have a show of hands
for their election. A show of hands is used for all other elections. However,
at the request of a majority of ordinary members of the General Assembly,
any vote can be taken by secret ballot. To be elected for the EC one has to
be a Board Member first for at least one period of two years.
- Every ordinary and honorary member is entitled to one vote. He/She can
also dispose of a proxy vote (one per attending member only).
- The ordinary General Assembly takes its decisions by simple majority. The
extraordinary General Assembly decides on a majority of two thirds.
Article XII
If necessary, upon request of one
half plus one of the registered members, the President can convene and
extraordinary General Assembly following the procedures set out in Articles X
and XI.
Article XIII
The Statutes can only be changed by voting at the General Assembly. Where
necessary the Executive Committee will prepare the proposed changes, discuss and
if approved at a Board of Directors meeting present them to the General Assembly
for ratification.
The Rules of Procedure are established by the Executive Committee which then
submits them to the Board of Directors for discussion and approval prior to
presentation at the General Assembly.
The Rules of Procedure are intended to settle various issues not foreseen by
the Statutes, notably those relating to the internal functions of the
Society.
Article XIV
The dissolution of the Society can be pronounced by not less than three
quarters of the members present at either an ordinary or extraordinary General
Assembly to conform with the Law of 1st July 1901 and the decree of 16th August
1901 (French Law).
In the case of dissolution, the possible assets of the ESC will be allocated
by the retiring Executive Committee to an association with similar charitable
aims as ESC.