Statutes

Association Statutes (revised in the General Meeting of January 9, 1997)

 

NAME

Article 1

The Association bears the name: Dutch Society of Toxicology.
The Association indicates itself in an international context with: Netherlands Society of Toxicology.


HEADQUARTERS

Article 2

It has its headquarters in The Hague.


GOAL

Article 3

The Association aims to:


Promote the understanding of the various aspects of the toxicology aimed at protecting people and the environment.

This objective can be achieved by:



improving communication between toxicologists and promote exchange of information among researchers;

maintaining contacts with international organizations on toxicological matters;

the promotion of toxicological research in general and in particular the development and support of initiatives that can have a stimulating effect in the areas of toxicology where there is an urgent need for knowledge and understanding;

promoting education in toxicology;

encouraging newly-acquired insights into the promotion of awareness of the field.




When the enforcement of the said objective elements is considered in particular:

organizing symposia and providing support in organizing symposia;

organizing "workshops" and other ad-hoc meetings on specific issues;

once a year, hold a wide-ranging scientific meeting; primarily intended to accentuate toxicology and thus the need for cooperation among researchers from different fields of research;

controlling the status (recognition, registration, record etc.) of toxicologists working in the fields mentioned in the objective of activity.


MEMBERS

Article 4


A Member of the Association may be any person who is interested in the Association's objectives and who is directly or indirectly involved in Toxicology.

The board shall keep a register containing the names and addresses of all the members.
ADMISSION

Article 5


The board decides on the admission of members.

If a candidate is declined membership, the General Assembly may decide to grant the applicant membership.
TERMINATION OF MEMBERSHIP

Article 6


Membership ends:
a) by the death of the member;
b) by resignation of the member;
c) by cancellation on behalf of the Association. This can happen when a member does not fulfill obligations to the Association, as well as if the Association cannot continue the membership;
d) by expulsion. This can only be ordered if a member acts contrary to the statutes, regulations or resolutions of the Association, or acts in an unreasonable manner towards the Association.


Termination on the association made by the board.

Termination of membership by the member or by the association may only take effect at the end of an association year and with due observance of a notice period of four weeks. However, the membership may be terminated immediately if the association or the member cannot reasonably be required to continue the membership.

A termination contrary to the provisions of the preceding paragraph shall terminate membership at the earliest possible time following the date of termination.

Immediate termination of membership by resignation of a member is also possible: a) within one month after a decision by which the rights of the members are restricted or increased obligations have become known or communicated. The decision will not then apply to that member (this text has been translated from Dutch, please contact the NVT for clarifications). One member, however, is not authorized by a decision to terminate the obligations of a financial nature of the members are weighted towards him to exclude; b) within one month after a decision to the Association of transformation into another legal form or merger has been communicated to him.

Removal will be done by the board.

A decision to terminate the membership by the Association on the grounds that the Association cannot reasonably be required to continue the membership and a decision to deny the membership status of the person concerned within a month of receipt of the notification of the decision may be appealed to the General Assembly. He/she can write speedily in order to petition the decision made in writing, stating the reasons for the appeal. During the appeal period and pending the appeal the member is suspended.

If membership ends in the course of an association year, the annual contribution shall nevertheless remain due in full.
ANNUAL CONTRIBUTIONS

Article 7


The members are obliged to pay an annual contribution, which will be determined by the General Assembly. They can do that are divided into categories that pay different contributions.

The board is authorized to grant in special cases full or partial exemption from the obligation to pay a contribution.
DIRECTORS

Article 8

The board consists of at least five members who are appointed on the recommendation of the Board by the General Assembly. The chairman is appointed in office. The composition of the board will take into account the various disciplines in toxicology.

TERMINATION OF BOARD MEMBERSHIP - PERIODIC MEMBERSHIP - SUSPENSION

Article 9


Every board member, even if appointed for a definite period, may at any time be dismissed or suspended by the General Assembly. A suspension that is not followed by a dismissal resolution within three months shall end on expiry of that period.

Each board member shall retire no later than three years after his appointment in accordance with a management roster of resignation. The board member that is retiring is re-electable, to fill in a in-between vacancy, and takes the position of his predecessor in the roster.

The board membership shall end:
a) by the end of the Association's membership;
b) upon declining the membership.
ADMINISTRATION FUNCTIONS - RESOLUTIONS OF THE BOARD

Article 10


The Board shall elect a vice chairman, a first secretary, second secretary and a treasurer who together with the chairman will manage day-to-day activities. The board may appoint a replacement for any of them. A board member may hold more than one function.

The Secretary shall take minutes from the proceedings of each meeting, which are then adopted by the Chairman and the Secretary and signed. Contrary to what the law states in that respect, the judgment of the chairman on the conclusion and the contents of a decision is not decisive.
BOARD TASK - REPRESENTATION

Article 11


Subject to the restrictions in accordance with the Articles, the Board is entrusted with the management of the Association.

lf the number of board members has dropped below five, the board remains authorized. However, it is mandatory to hold a general meeting as soon as possible in which the filling of the vacancy or vacancies shall be discussed.

The Board is authorized under its responsibility to delegate certain parts of its tasks to committees appointed by the Board.
=======the below still needs further editing=========
The board is authorized to decide to enter into agreements to acquire, alienate or encumber registered property, enter into agreements whereby the Association commits itself as guarantor or joint and several co-debtor, for a third party or is security for a debt of connecting another.

The Association is in and out of court by the Board, by the members of the Executive Committee individually, or by two members acting jointly.
ANNUAL REPORT - THE ACCOUNTS

Article 12


The membership year runs from January to December thirty.

The board is required by the Association's financial situation to keep such records that it at any time transfer its rights and obligations can be known.

The board brings in a General Assembly within six months after the end of the financial year, unless this period is extended by the General Assembly, its annual report on the affairs of the Association and on the policy and submit a balance sheet and statement of income and expenses and explanations about the Assembly. These documents are signed by the directors; if the signature of one or more of them is thereof, stating the reasons.

The General Assembly shall appoint the members of a committee of at least two persons, who may not be members of the board. The committee examines the accounts of the Board and reports to the General Assembly on its findings.

If the audit of the accounts special accounting knowledge than the committee may be assisted by an expert. The board is obliged to provide the committee with all information desired by it, its desired show it the cash and securities, and to allow it to inspect the books and records of the Association.

The charge of the committee may at any time be revoked by the General Assembly, but only by appointing another committee.

The Board shall keep the documents referred to in paragraphs 2 and 3, to preserve for ten years.
GENERAL MEETING

Article 13


To the General Assembly come into the Association all powers not assigned to the board by law or the Articles of Association:

Annually, not later than six months after the end of the association year, a General Assembly - the annual meeting - held. The annual meeting will include discussion:
a) the annual report and the accounts referred to in Article 12 on the report of the committee referred to there;
b) the appointment of the committee referred to in Article 12 for the next Association Year;
c) filling of any vacancies;
d) propose to the board or the members, announced in the notice convening the meeting.


Other General Meetings shall be held whenever the board deems appropriate.

Furthermore, on the written request of at least such number of members as are empowered to cast one / tenth of the votes required to convene a General Assembly within a period of no longer than four weeks. lf the request is not complied with within fourteen days, the applicants themselves may proceed to convene the meeting by notice in accordance with Article 17 or advertisement in at least one spot where the Association is established widely read newspaper.
ACCESS AND VOTING RIGHTS

Article 14


Access to the General Assembly, all members of the Association. Access suspended members and suspended board on the understanding that a suspended member has access to the meeting where the decision to suspend is handled. He also has the right at the meeting to speak.

On admission of persons other than those referred to in paragraph 1 the board decides.

Each member of the association who is not suspended has one vote.

A member may vote by a duly authorized schrifteiijk another cast member.
PRESIDENCY - MINUTES

Article 15


The General Meetings shall be, unless the situation occurs, as defined in Article 13 paragraph 4, last sentence, led by the president of the Association or his deputy. If the chairman and his deputy, one of the other board members to be designated by the board as chairman. Also not included in the Presidency in this way, the meeting provides for it herself.

Of the proceedings of each meeting are made by the secretary or another person designated by the Chairman minutes, which are determined by the chairperson and the secretary and signed. Those convening the meeting may have a notarial record of the proceedings do formatting. The content of the minutes or the report shall be communicated to the members.
RESOLUTIONS OF THE ANNUAL GENERAL MEETING

Article 16


To the General Assembly expressed opinion of the chairman on the outcome of a vote is decisive. The same applies to the contents of an adopted resolution if a vote was an unwritten proposal.

However, immediately after pronouncing the judgment referred to in paragraph contests just held it, then a new vote will be held if the majority of the meeting or, if the original vote was not taken per capita or by ballot, a voting member this. This new vote the legal consequences of the original vote.

Insofar as the Constitution or the law provides otherwise, all resolutions of the General Assembly are adopted by an absolute majority of the votes cast.

Blank votes will be deemed not to have been cast.

lf in an election of persons no one obtains an absolute majority, a second ballot. If again obtains an absolute majority, are held until either one person obtains an absolute majority, whether between two people is a tie vote. The re (not including the second vote) each election shall be between the persons who voted in the preceding ballot except for the person who obtained the preceding vote the smallest number of votes cast. If in the previous vote the least number of votes on more than one person, it shall be decided by lot which of these persons in the new vote can be cast. lngeval in a vote between two persons the votes, lot shall decide who is elected.

lf the votes are equally divided on a proposal not in contact with the election of persons, then it is rejected.

All votes shall be taken orally, unless the chairman a written vote desirable or one of the persons entitled to vote so request before the vote. Written votes will be cast by unsigned, closed ballots. Decision making by acclamation is possible, unless a voter roll call requires.

A unanimous decision of all members, even if these are not met in a meeting has been provided with knowledge of the board, the same force as a resolution of the General Assembly.

As long as the General Assembly all members are present or represented, valid resolutions may be adopted by a unanimous vote, on all coming up for discussion - so also a proposal to amend the articles of dissolution - even if no notice had or is this not made in the prescribed manner or any other rule concerning the convening and holding of meetings or any related formality not observed.
CONVOCATION GENERAL MEETING

Article 17


The General Meetings are convened by the board. The notice shall be in writing to the addresses of the members according to the register of members referred to in Article 4. The deadline for convocation is at least seven days.

The notice of the topics to be discussed, without prejudice to Article 18.
Toxicologists APPROVAL AND REGISTRATION OF

Article 18


The Association recognizes toxicologists who meet certain qualifications and loves them records.

To the recognition and registration of toxicologists are bodies concerned which shall include the following tasks: a) establish the requirements that must be met for recognition as a toxicologist and registered; b) the recognition and registration of toxicologists in accordance with specified requirements; c) the processing of appeals brought against decisions regarding accreditation and registration.

The task, method and composition of these bodies will be determined later in the bylaws.
AMENDMENT

Article 19


The Articles of Association can only be amended by a resolution of the General Assembly, which is convened with the announcement that an amendment of the Articles of Association will be proposed.

Those convening the General Meeting to discuss a proposal done to amend the Articles, at least five days before the meeting should have a copy of that proposal, containing the proposed amendment verbatim, impose a suitable place for members perusal until the end of the day the meeting is held. Furthermore, a copy as referred to above, sent to all members.

A resolution to amend the articles require at least two / thirds of the votes cast in a meeting where at least fifty members are present or vertegenwoordlgd. Are not fifty of the members present or represented, within four weeks thereafter convened a second meeting and held that the proposal as it has been discussed in the previous meeting, regardless of the number of present or represented, can be besioten provided that a majority of at least two / thirds of the votes cast.

An amendment shall not take effect until after a notarial deed. To do the deed every board member is authorized.
CANCELLATION

Article 20


The Association may be dissolved by a resolution of the General Assembly. The provisions of paragraphs 1, 2 and 3 of the preceding Article shall apply mutatis mutandis.

Unless the General Assembly decides otherwise, the liquidation by the board.

The surplus remaining after liquidation forfeited to those who were members at the time of the decision to dissolve. leather of them receives a geiijk part. The resolution to dissolve, however, also another destination given to the surplus.

The Association ceases to exist at the moment no to her, or to the liquidators known benefits remain. The liquidators giving any statement to the registers where the association is registered.
RULES AND REGULATIONS

Article 21


The General Assembly may adopt internal rules.

The standing orders may not be in conflict with the law, even where it does not legally binding, nor the statutes.
© 2005

Rate this item
(0 votes)
Login to post comments

More in this category:

Go to top