Articles of Association 6.5.2023
1. Name
1.1 Swiss Society for Cognitive and Behavioural Neurology (SSCBN)
Under this name is a registered society pursuant to Article 60 et seq. of the Swiss Civil Code (SR/RS 210) with its registered office at the domicile of the head office.
2. Target
2.1 The aim of the Society is to promote cognitive and behavioural neurology in Switzerland. The focus of the Society's efforts is on the well-being of the patient who requires behavioural neurological assessment and treatment. The Society produces guidelines for the training of physicians in cognitive and behavioural neurology and thus contributes to the quality assurance of neurological care for patients in Switzerland. The Society will work closely with existing professional organisations.
2.2 The Society is under the patronage of the Swiss Neurological Society. The President of the Swiss Neurological Society is an ex officio member of the Board of the Swiss Society for Cognitive and Behavioural Neurology.
3. Membership
3.1 Membership is open to specialists in neurology, related medical disciplines (geriatricians, neuropaediatricians, psychiatrists) and neuropsychologists. A majority of two thirds of the General Assembly is required for admission to membership.
3.2 Full members: Specialists in neurology, related medical disciplines (geriatricians, psychiatrists) and neuropsychologists. Full members of the Society have full voting rights.
3.3 Associate members: persons undergoing training in neurology, geriatrics, psychiatry or neuropsychology. Associate members have no voting rights.
4. Changes to the membership status
4.1 Admission: The Executive Board examines the applications and submits them to the General Meeting. The General Meeting decides on admission. In the event that an application is rejected, the Executive Board shall give reasons on behalf of the company.
4.2 Resignation: Resignation from the company must be declared before the end of the calendar year.
4.3 Expulsion: The General Meeting may expel a member on the proposal of the Executive Board. This resolution requires the approval of two thirds of the voting members present.
5. Organisation
5.1 The executive bodies of the company are
- The General Assembly
- The Executive Board
- Control body (auditor, auditor)
5.2 The General Assembly
5.2.1 The superior body of the company is the general meeting of members.
5.2.2 As a rule, an ordinary General Meeting of Members takes place once a year at the invitation of the Executive Board. The agenda and election proposals must be sent to the members at least 14 days before the meeting.
5.2.3 Extraordinary meetings may be convened by the Executive Board or at the request of 2/5 of the members. The meeting must be held within six weeks of the request.
5.2.4 As a rule, topics that are not on the agenda can only be voted on if the motion has been submitted to the President at least one week before the meeting. If all members of the Executive Board present and the majority of the General Meeting agree to an immediate decision, a decision can be made immediately in exceptional cases. Motions to amend the Articles of Association or dissolve the company are excluded from this rule; a decision can only be made on such motions if the members have voted in favour of the motion on the agenda.
5.2.5 Extraordinary members have no voting rights.
5.2.6 The General Meeting decides by open vote. Secret votes can be decided by majority vote.
5.2.7 Apart from the exceptions listed, resolutions are passed by simple majority. In the event of a vote without a resolution, the President shall make the final decision. Written votes are not accepted.
5.2.8 The General Assembly has the following rights:
- Approval of the annual report and the annual financial report, which discharges the members of the Board of Directors.
- Election of the members of the Executive Board and the supervisory body
- Determination of membership fees
- Admission of members at the request of the Executive Board
- Recognition of guidelines for the activities of the company
- Recognition of guidelines for the training of doctors in cognitive and behavioural neurology
- Decisions on all topics submitted by the Management Board
- Decisions on topics submitted by members
- Amendments to the Articles of Association
- Dissolution of the company
5.2.9 The General Assembly usually appoints members of the Executive Board, but sometimes also other members, to represent the interests of the company in recognised organisations.
5.3 Board of Directors
5.3.1 The Executive Board consists of 7 members: President, Vice-President, Secretary, Webmaster and Assessors. The Board is elected by the General Meeting. The majority of the Board consists of neurologists and is self-constituting. In addition, there is 1 member from the Board of the Swiss Association of Neuropsychologists (SVNP). The President is a neurologist.
5.3.2 The term of office is four years. Re-election is possible.
5.3.3 The outgoing President shall remain an ex officio member of the Board during a term of office as "Past President".
5.3.4 The Board of Directors passes its resolutions by a simple majority of the members present. In the event of a vote without a majority, the President shall make the final decision; in his absence, the Vice President shall make the final decision.
5.3.5 The President or the Vice President convenes and chairs the meetings of the Board of Directors and the General Meetings. He is responsible for the implementation of the company's decisions and represents the company externally.
5.3.6 The Board of Directors manages the company, prepares the work program and decides on all business that does not fall under the control of the General Meeting. The Board of Directors is authorised to propose amendments to the Articles of Association.
5.4 Controlling body
5.4.1 The General Meeting appoints a controlling body for a term of office of four years, consisting of one auditor and one auditor.
6. Accounting
6.1 Members pay an annual membership fee, which is determined by the General Meeting at the request of the Board of Directors. Extraordinary and retired members pay half the annual membership fee of full members. Members of the Executive Board are exempt from paying membership fees.
6.2 Only the capital of the company is liable for its financial obligations; any personal liability is excluded.
6.3 The financial year is based on the calendar year.
6.4 The income of the company is made up of
- The membership fees
- The additional income, such as profits from events and functions, donations and interest.
6.5 Membership fees are due in the first half of each calendar year.
6.6 Expenses (transport, catering) of the Board of Directors (max. CHF 150 per year and person) are covered by the company.
7. Meeting
8.1. The Annual Meeting is usually held in conjunction with the meeting of the Swiss Neurological Society.
8. Mendments to the Articles of Association
8.1 The Articles of Association may be amended by a vote of two-thirds of the members of the Company present at the meeting
9. Resolution
9.1 The dissolution of the company may be proposed to the General Meeting by two thirds of the members present and entitled to vote. In this case, a written enquiry must be held to which all members with voting rights are invited. If this enquiry results in a two-thirds majority in favour of dissolution, the company shall be dissolved.
9.2 In the event of the dissolution of the Society, its property shall be used to support behavioural neurology in Switzerland. The General Assembly will make this decision.