The European Academy for Medicine of Ageing (EAMA)
Board of directors (article 8) = executive board at present:
Nele Van Den Noortgate (President) Regina Roller-Wirnsberger (Vice-President) Sylvie Bonin-Guillaume (Secretary + Treasurer)
Members of the association = current board members (not network members); General assembly = current board meeting carried out every session
Article 1 - Name, language, abbreviation
An international non-profit association is founded and called "The European Academy for Medicine of Ageing", in short "EAMA". Both names may be used.
The association is subject to the provisions of Title III of the Belgian law of 27th June 1921 on non-profit associations, international associations and foundations.
All statements, invoices, announcements, publications and other documents issued by EAMA, should be preceded or followed by the words "International non-profit association" or the abbreviation "AISBL".
The language within the organisation is English. The official language for publications under Belgian law is Dutch. Only the Dutch version of the statutes is valid. The English translation is purely indicative.
The entry "AISBL" can also be specified either in full or in English, with reference to the Belgian law in abbreviation as follows: EAMA, International Non-Profit Association (AISBL) according to the Belgian law.
Article 2 - Address of registered office
The registered office of the association is located in Dienst Geriatrie, De Pintelaan 185, 1B2 9000 Ghent. The office may be transferred to any other place in Belgium by decision of the board of directors, to be published in the Belgian Official Gazette.
Article 3 - Purpose of the company
EAMA is a non-profit organisation which aims to:
- improve knowledge and skills in geriatric medicine for junior faculty members and promising candidates for future teachers in geriatrics.
- attune the attitudes and goals of future opinion leaders in geriatric medicine throughout Europe.
- establish a network among medical doctors responsible for the care of elderly persons and those responsible for student instruction, as well as general physicians caring for the aged.
- develop new ideas for geriatric health programmes and harmonise practices.
- stimulate clinical and epidemiological research in community and institutional geriatric medicine.
Article 4 – Duration of the association
The association is established for an unlimited duration. The association can be terminated at any time.
Article 5 – Members
The association is open to Belgian and foreign citizens, regardless of their nationality. Membership is only open to medical doctors in geriatrics or in related fields.
Article 6 - Admission, acceptance and termination of membership
Applications for membership must be submitted to the board of directors in writing. This application must be approved by the board of directors. New members will be informed and admitted to the next general assembly.
Membership will be terminated at the request of the member or by decision of the board of directors if the member should no longer comply with the conditions and rules contained in the statutes.
The board of directors can also recommend the exclusion of a member of the general assembly, after hearing the member. The general assembly may then exclude the member by a two-thirds majority of the members present.
Resigned or excluded members, and successors in the case of death, immediately lose all rights within the association.
Unless otherwise decided by the board of directors, no membership fee will be charged.
Article 7 - The general assembly
The general assembly has all the power to achieve the objectives of the association. The exclusive authority of the general assembly is:
a) amendment of statutes
b) appointment and discharge of directors
c) approval of the budget and financial statements
d) acquittance to the directors
e) voluntary termination of the association
f) other powers that serve the aims and purpose of the association
The ordinary general assembly will take place at least once a year on the day and time stated in the notice. The assembly will take place at the latest six months after the close of the financial year.
An extraordinary general assembly can be convened in the same manner whenever necessary by:
• a simple majority of the board of directors
• half of the members of the association
The invitation to the general assembly may be sent by mail, electronic mail, fax or any other suitable way of communication. The invitation will be sent no later than thirty (30) days before the general meeting. In critical cases this period may be halved.
The invitation will contain the date, place and time of the meeting, as well as provide a detailed agenda. Any request for a topic on the agenda by one fifth (1/5) of the members should be provided as an item on the agenda.
Apart from the exceptions provided in the Belgian Law of 27th June 1921 concerning non-profit associations, international associations and foundations, agenda items of the general assembly may be decided upon by a simple majority of the members present. Decisions will be communicated to all members. No decisions can be made on items that are not included in the agenda.
Each call to vote on an ordinary and extraordinary general meeting can be replaced by a written invitation to vote. To achieve this, the secretary of the association will distribute a ballot to make voting from remote distance possible. The distribution of this voting ballot can be achieved by mail, fax, e-mail, digital voice programme or any other suitable way of transmission to each member of the association.
The voting form will have the following content:
• it will be drawn up in such a way that ambiguous votes on the proposed items is impossible;
• for each proposed item, there is the possibility to accept, to reject or to give an undecided vote on this item;
• an indication of the number of votes (per item) needed to make the vote valid and the number of positive votes that are necessary to accept the item;
• the closing of the ballot to enable a valid vote and the manner in which the ballot must be returned.
The decisions of the general assembly shall be communicated to all members through electronic mail. The decisions of the general assembly shall be recorded and signed by the secretary. They are kept at the place where the secretariat is located.
Each member has one vote.
Article 8 – Board of directors
The board of directors is responsible for all matters of an administrative nature, with the exception of those belonging to the competence of the general assembly.
The board of directors may delegate the daily management to one or more appointees, whether or not directors. The board of directors defines the responsibilities of these appointees.
The board of directors consists of at least three members. The number of directors should always be less than the number of members of the association.
The directors are elected by the general assembly by a simple majority, for a period of 4 years. A mandate is renewable twice.
Where a position is vacant, the board of directors provisionally designates a substitute who completes the term of his/her predecessor.
The general assembly elects a chairman, a secretary and a treasurer.
Decisions of the board are taken by simple majority of those present or represented. In the event of a tie vote, the vote of the chairman shall be decisive.
The board of directors meets at least once a year in person. The other contacts may be carried out by electronic mail, video conference, digital telephone or any suitable technology that makes such a consultation and/or meeting possible over longer distance.
The invitation is sent by letter, fax, electronic mail or other forms of communication.
All acts that are connected to the association, unless by special powers of attorney, are signed by two directors who do not have to prove their powers with respect to third parties.
Legal proceedings, as plaintiff or defendant, are conducted, prosecuted and expedited by the board of directors, represented by its chairman or a director appointed by him.
Article 9 - Budget and financial statements
The financial year of the association runs each year from 1st January to the 31st December.
Each year the annual accounts of the previous year and the budget for the following year should be prepared by the board of directors and submitted for approval to the general assembly.
Article 10 - Dissolution
The general assembly shall determine the manner of dissolution and liquidation of the association, including the identification of a liquidator. Failing to do this, this role will be taken over by the board of directors. The positive balance after liquidation is to go to a private non-profit entity with a similar purpose as the association. If such an association is not available, it will be go to an association with an altruistic purpose.