Article 8

Association organs

Organs of the association are the general assembly (§§ 9 and 10), the executive committee (§§ 11 to 13), the auditors (§ 14) and the arbitral tribunal (§ 15).

Article 9

General Assembly

(1)The General Assembly is the “General Assembly” in the sense of the Association Act 2002 of Austria. An ordinary General Assembly takes place once a year.

(2) An Extraordinary General Meeting will be held because of a:

  1. Resolution of the Executive Board or the Ordinary General Meeting,
  2. Written request of at least one tenth of the members,
  3. Request of the auditors (§ 21 Abs. 5, first sentence VereinsG),
  4. Decision of the auditor (§ 21 para. 5 second sentence of the Association Act, § 11 para.

2 third sentence of these statutes),

  1. Order of a court-appointed curator (§ 11 para. 2 last sentence of these statutes) within four weeks.

(3) All members must be invited to attend both regular and extraordinary general meetings at least two weeks before the appointment in writing, by fax or by e-mail (to the fax number or e-mail address provided by the member to the association). The general meeting must be called by stating the agenda. The convocation is made by the Executive Board (section 1 and section 2 lit. a – c), by the auditor (section 2 lit. d) or by a court appointed curator (section 2 lit.

(4) Applications for the Annual General Meeting must be submitted in writing to the Executive Board at least three days before the date of the General Meeting, by fax or by e-mail.

(5) Valid resolutions – except those concerning an application for convening an Extraordinary General Meeting – can only be taken on an agenda.

(6) At the General Assembly all Fellows are eligible to vote. Only fellow Members and honorary or senior Fellows can vote. Each Fellow has one vote. The transfer of voting rights to another Fellow by written proxy is permitted.

(7) The General Assembly has a quorum regardless of the number of persons appearing.

(8)The elections and the resolutions in the General Assembly are usually made by a simple majority of the valid votes cast. Resolutions relating to change in the statute(s) of the association, or to dissolution of the association, however, require a qualified majority of two-thirds of the valid votes cast.

(9) The General Assembly is chaired by the President, or by his Deputy if he is prevented from attending. If his Deputy is also prevented, the oldest member of the board will have the chair of the assembly

Article 10

Tasks of the General Assembly

The general meeting is reserved for the following tasks:

  1. a) Decisions about the agenda of the Assembly
  2. b) Receiving and approving the statement of accounts and the financial statements with the involvement of the auditors;
  3. c) Election and removal of the members of the Board of Directors and the auditors;
  4. d) Approval of legal transactions between auditors and the association;
  5. e) Discharge of the complete Board;
  6. f) Decision about the amount of the membership fee
  7. g) Awarding and withdrawal of honorary membership;
  8. h) Decision about changes of the By-Laws and the voluntary dissolution of the Association;
  9. i) Advice and decision on other questions on the agenda.