Statutes
1. Name and headquarters
Under the name “Swiss Network for Infectious Disease Dynamics” there exists an association pursuant to Article 60 et seqq. CC headquartered in Bern (hereinafter referred to as the ‘Association’). It is politically independent and denominationally neutral.
2. Objective and purpose
The Association aims to promote scientific exchange, research, and dissemination in the field of infectious disease dynamics in Switzerland.
To achieve this goal, the Association organizes the annual Swiss Meeting for Infectious Disease Dynamics (SMIDDY), bringing together researchers and professionals from different fields within Switzerland, ranging from basic research to public health policy. In order to reach its aims, the Association may organize other events and activities.
The Association is exclusively non-profit and does not pursue any profit-making or self-help purposes. Its bodies act in a voluntary capacity.
3. Resources
The Association has the following resources at its disposal for the pursuit of its objectives: member subscriptions; contributions from patrons; income generated from the Association’s own events; subsidies; income generated from service level agreements; donations and grants of all kinds.
Fees for member subscriptions can be set annually by the General Assembly.
The financial year is identical to the calendar year.
4. Membership
4.1 Active and passive membership
Membership is open to natural persons and legal entities who are concerned about the purpose of the Association. Active members with voting rights are natural persons. Passive members without voting rights may be natural persons or legal entities.
Admission to the Association may be made at any time. Applications for admission will be addressed to the Executive Board, and the final decision on admission will be taken by the Executive Board.
4.2 Termination of membership
Membership terminates or expires in the case of: natural persons by resignation, exclusion or death; legal entities, by resignation, exclusion or dissolution of the legal entity.
4.3 Resignation and exclusion
Resignation from the Association is possible at any time by notifying the Executive Board without cause.
A member may be excluded from the Association by the Executive Board at any time without cause. The excluded member may appeal against such a decision to the next General Assembly within 30 days. Membership rights will be suspended until the General Assembly considers and decides the appeal.
5. Bodies of the association
The bodies that make up the Association are: the General Assembly; the Executive Board; and the Auditors.
5.1 The General Assembly
The supreme body of the Association is the General Assembly. The General Assembly convenes annually in the first half of the year. It can be held virtually where votes are taken electronically.
The members are invited to the General Assembly at least 14 days in advance by e-mail, and the invitation must include the preliminary agenda. Motions from members for items not covered by the preliminary agenda must be submitted by e-mail to the Executive Board no later than 7 days before the meeting stating the reasons for the motion. New motions will be communicated to the members no later than 2 days before the meeting by e-mail.
The Executive Board or one-fifth of the members may at any time request that an extraordinary General Assembly be convened, stating the purpose of the meeting. Such a meeting must be held no later than 4 weeks after receipt of the request.
The General Assembly has the following inalienable duties and powers: Approval of the minutes of the last General Assembly Discharge of the Executive Board Acceptance of the Auditors’ report and approval of the annual accounts Election of members of the Executive Board Acknowledgement of annual budget Acknowledgement of the programme of activities Resolutions on motions of the Executive Board and members Amendment of the articles of association Decision on exclusion appeals Resolutions on the dissolution of the Association and the use of the liquidation proceeds.
Every duly convened General Assembly has a quorum if at least 5 active members are present. The active members pass resolutions by an absolute majority of the votes cast, i.e., a motion requires one vote more than half of the valid votes present. Amendments to the articles of association require the approval of two-thirds of the members present and entitled to vote.
The Executive Board shares the draft minutes by e-mail with all members within 2 weeks after a General Assembly. Attendants of the General Assembly may object to the minutes within 2 weeks. If there are no objections, the minutes are approved. Minutes of passed resolutions must be kept for at least 2 years and made available to members of the Association. The Executive Board is responsible for keeping the minutes. Minutes can be signed electronically.
5.2 The Executive Board
The Executive Board consists of at least 3 persons and at most 7 persons. The majority of the Executive Board must be residents of or be employed by an institution in Switzerland. The term of office is 2 years. Reelection is allowed.
The Executive Board constitutes itself. The Executive Board chooses a member of the Executive Board to be the chairperson. The Executive Board is responsible for managing the day-to-day business and representing the Association externally. It issues regulations. It may set up work groups (groups of specialists). The Executive Board has all powers not delegated to another body by law or under these articles of association. The Executive Board meets as often as business requires. Any member of the Executive Board may request a meeting, stating the reasons. Unless a member of the executive committee requests oral deliberation, resolutions may be passed by circular letter (including e-mail).
A board member may resign from the Executive Board at any time by notifying the board. If a board member resigns from the Executive Board, the board may appoint a replacement. At the next General Assembly, the appointment of the new board member will be submitted to the assembly for confirmation.
5.3. The Auditors
The General Assembly elects 2 Auditors to audit the accounts and conduct random checks at least once a year. The Auditors report to the Executive Board for the attention of the General Assembly. Their term of office is 2 years. Reelection is allowed.
6. Signing authority
The Executive Board regulates collective signing authority of two.
7. Liability
Only the assets of the Association are liable for the debts of the Association. Personal liability of the members is excluded.
8. Data protection
The Association exclusively gathers the personal data of the members required to fulfill the purpose of the Association. The Executive Board ensures data security appropriate to that of the risk.
The member data, particularly name, affiliation, and email address, will be disclosed to all Association members. The member data of board members, particularly name and affiliation, will be published on the website. Otherwise, data will only be disclosed to third parties within the scope of legally permissible order processing, and if this should be required by law or ordered by the authorities.
Otherwise, member data is processed in accordance with the provisions of Swiss data protection legislation and the privacy policy on the Association’s website.
9. Dissolution of the association
The Association may be dissolved by resolution of the General Assembly or an extraordinary General Assembly by a majority of votes of two-thirds of the members present and entitled to vote.
10. Language
The official language of the Association is English. If appropriate, communication can also take place in one of the four Swiss national languages.
11. Entry into force
These articles of association were adopted by the General Assembly on 1 November 2024 and entered into force with effect from such date.