The undersigned, after having met on 18 March 1986 and decided to establish the International Society of Gynecological Endocrinology, a society for the study of all aspects of gynecological endocrinology, for the purposes of promoting science and research into all aspects of gynecological endocrinology and of communication between scientists interested in these subjects, do hereby adopt the following Statutes, for the purposes of establishing a non-profit organisation, within the meaning of Article 60 and following of the Swiss Civil Code:

Article 1 – Name

The name of the association shall be the “International Society of Gynecological Endocrinology”, hereinafter referred to as “the Society”.

 Article 2 – Objectives

The objectives of the Society shall be:

(a) to promote the study, research and knowledge of all aspects of gynecological endocrinology;

(b) to organise, prepare, hold and participate in international meetings and congresses on subjects related to objective (a);

(c) to advance the interchange of research plans and experience between individual members of the Society;

(d) to offer a platform from where points of view can be disseminated. To achieve this, apart from organising congresses, symposia, workshops, a newsletter will be published. The Society will also support the publication of a journal related to its objectives;

(e) to promote the practice of gynecological endocrinology through teaching and other forms of education.

Article 3 - Powers

The Society shall be entitled:

(a) to own, lease and dispose of all kinds of property, wherever situated, real and personal;

(b) to open and close bank accounts;

(c) to hold scientific meetings of all kinds in any country;

(d) to participate in an cooperate with other bodies, associations or groups having objectives similar or conductive to those of the Society and to become a member of the Council of International Organisations of Medical Sciences (CIOMS);

(e) to give and receive grants for the purposes of studies in the field indicated under objective 2 (a);

(f)   in addition, to have all the powers granted to a corporate body under s. 53 of the Swiss Civil Code;

(g) to have all other powers necessary or related to the above powers of the Society.

Article 4 – Membership

(a) Members of the Society may be scientists involved in basic research or clinical work, or who have an interest in these or other aspects of this particular field.

(b) The participants in the founding meeting of the Society in Madonna di Campiglio on March 18, 1986 shall be “Founding Members”.

(c) Members shall be accepted irrespective of sex, race, language, religion or political persuasion. The sole criterion for membership shall be the academic level or the comparable level of scientific achievement of the applicant.

(d) Only membership on an individual basis will be accepted.

Article 5 – Applications for membership

Requests for membership shall be made in writing on the application form of the Society and submitted to the Executive Committee, stating the applicant’s  wish to join the Society.

The applicant will have to submit a short curriculum vitae and obtain the signature of a proposer who is already a member of the Society.

Application for membership shall imply approval of the statutes of the Society.

Applications shall be approved by the Executive Committee, by a majority vote.

Notification of the decision shall be sent to the applicant.

Article 6 -Membership

Membership will be of two kinds, namely extraordinary membership and ordinary membership.

Extraordinary membership will apply to all new members joining the Society. After three years of such membership they will be eligible to become ordinary members.

Article 7 – Termination of Membership

Membership shall be terminated:

(a) by notice of resignation,

(b) by failure to pay the membership fee for three consecutive years,

(c) by the death of the member,

(d) by striking-off, voted by the Executive Committee by a two-thirds majority.

The member concerned shall have the right of appeal against the decision before the General Assembly.

Article 8 – Membership fee

(a) The annual membership fee shall be fixed by the General Assembly. Until the first General Assembly is convened, the membership fee is fixed at 110 Swiss francs.

The Society membership fee shall include the subscription to the international journal “Gynecological Endocrinology”.

(b) National and Regional branches shall be empowered to collect an additional fee from the members living in their territorial area to cover expenses relating to their local activities.

Article 9 – Organs of the Society

The organs of the Society shall be:

(a) the General Assembly,

(b) the National and Regional Branches,

(c) the International Council of Delegates,

(d) the Executive Committee.

Article 10 – General Assembly

The General Assembly shall be the supreme authority of the Society. It shall include all members.

If during an initial vote a quorum of 40 % of the members is not reached, the Assembly shall hold a second poll on the same subject, and the decision shall then be taken by a simple majority of the voters, whatever the  number of members present.

Article 11 – Functions of the General Assembly

The General Assembly shall fulfil the following functions:

(a) election of the members of the Executive Committee from a list of candidates drawn up by the International Council of Delegates, if this exists; if this does not exist the General Assembly shall make its own choice,

(b) approval of the reports, the accounts and the budget,

(c) approval of proposed date and venue of congresses,

(d) formal ratification of the appointments of the Delegates to the International Council of Delegates,

(e) amendment of the Statutes when proposed by the Executive Committee with the support of the International Council of Delegates.

Article 12 -. Meetings of the General Assembly

(a) A General Assembly shall be convened at least once every two years, preferably at the same time and place as the International Congress.

(b) Any fifteen members shall be entitled to request the Executive Committee to convene an Extraordinary General Assembly, provided the request is made in writing and states that the object of the Assembly is urgent.

Such requests shall be laid before a meeting of the Executive Committee specially called for that purpose and shall be acted upon if approved by a two-thirds majority of all the members of the Executive Committee.

Article 13 – Proceedings of the General Assembly

(a) The General Assembly shall be composed of the members. All members shall be entitled to vote at the General Assembly and to be elected as a member of the Executive Committee or as a member of the International Council of Delegates.

(b) The General Assembly shall be presided over by the President of the Executive Committee.

(c) The members shall have one vote each and decisions shall be taken by a majority vote.

Voting shall be secret only if so requested by a majority of the members.

In the event of a tie, a second poll shall be held. If the votes in the second poll are once more split equally, the President shall have the deciding vote or may strike the motion from the agenda.

(d) Decisions on any amendment of the Statutes that may be proposed by the Executive Committee with the support of the International Council of Delegates shall require approval by a two-thirds majority of the voters present.

Article 14 – Members’ proposals

Any member may request the inclusion of an item on the agenda of the General Assembly. Such requests shall be made in writing and must reach the address of the Executive Committee at least six weeks before the date of the General Assembly.

If approved by the Executive Committee the request shall be submitted to the General Assembly.

Article 15 – National and Regional Branches of the Society

(a) In each country, the members of the Society may form a National Branch of the Society.

(b) National Branches with twelve or more members shall be entitled to nominate one candidate for the International Council of Delegates.

(c) National Branches with more than one hundred members may nominate a second candidate for the International Council of Delegates. This ratio shall be subject to periodical revision by the Executive Committee.

(d) Members of the countries where there is insufficient local membership (fewer than twelve) to nominate a candidate for the International Council of Delegates may join together to form a Regional Branch of the Society, which shall be entitled to elect a candidate for the International Council of Delegates.

(e) The Branches shall meet from time to time, at their discretion. For the election of candidates for the International Council of Delegates and other matters connected with the international activities of the Society, the Branches shall comply with these Statutes and vote in accordance with the procedure laid down in Article 13 above insofar as the local laws currently in force permit the application of the Statutes.

Article 16 – International Council of Delegates

The International Council of Delegates, hereinafter referred to as “the Council”, shall be a consultative body with the following functions:

(a) it shall submit to the General Assembly a list of candidates for election to the Executive Committee.

(b) proposed amendments to the Statutes submitted by the Executive Committee shall require the approval of the Council before they can be laid before the General Assembly.

Article 17 – Delegates

(a) Candidates for the Council must be members of the Society.

(b) Candidates shall have to obtain formal ratification of their appointment to the Council by the General Assembly.

(c) Members of the Council, hereinafter referred to as “the Delegates”, shall be appointed for three years. They shall be re-eligible.

Article 18 – Local functions of the Delegates

In addition to their functions as members of the Council, the Delegates shall have the following local functions:

(a) to aid in the collection of membership fees from the members of the Society,

(b) to advise the Executive Committee concerning membership applications, especially in regard to status and eligibility,

(c) to recruit members of the Society,

(d) to organise national and regional meetings with the assistance of other members of the Society,

(e) to assist in publicising the International Congresses and advise congress organisers in regard to subjects and speakers from the various countries,

(f)   to assist in sending copies of Society publications to local members,

(g) to arrange for the collection of fees, in addition to the membership fees of the Society, to cover the cost of local activities.

Article 19 – Proceedings of the International Council of Delegates

(a) The members of the International Council of Delegates shall meet during the Congress before the General Assembly, or at other times, at their discretion. The meetings shall be chaired by the President, or in his absence by the Executive Secretary. The Council shall take decisions by a majority of vote, each Delegate having one vote.

In the event of a tie, a second poll shall be held. If the votes are split equally in the second poll, the motion shall be struck off the agenda.

(b) Council members may act by delegating their powers in writing to another member of the Council or they may communicate their decision in writing, or vote by mail.

(c) The Council shall maintain a minute book in which major decisions shall be recorded.

(d) The members of the Council may be candidates for election to the Executive Committee.

(e) The members of the Executive Committee shall be present ex officio at the Council meetings.

Article 20 – The first Executive Committee

Until a General Assembly of the Society is held at the time and place of the next International Congress and elects the Executive Committee and the International Council of Delegates in accordance with these Statutes, the participants in the founding meeting convoked on March 18, 1986 at 6.00 p.m. during the International Congress on Gynecological Endocrinology at Madonna di Campiglio, shall elect the first Executive Committee, which may take any action and appoint any body or bodies that may be required for the proper management of the Society in the interim period.

Article 21 – Election of the Executive Committee

(a) The members, at the General Assembly, or at an Extraordinary General Assembly, shall elect the Executive Committee, hereinafter referred to as “the Committee”, on the basis of a list submitted by the International Council of Delegates.

The Committee shall consist of at least seven members, elected for four years, including the President, the Executive Secretary and the Treasurer.

(b) In the event of any Committee member resigning or vacancies arising on the Committee for any reason whatsoever, the remaining Committee members shall be entitled to appoint a member or members to serve on the Committee until the next election by the General Assembly, although failure to fill the vacancies shall not invalidate in any way the actions of the Executive Committee.

Article 22 – Tasks of the Executive Committee

The Executive Committee shall fulfil the following functions:

(a) it shall manage the affairs of the Society;

(b) it shall aid and advise in the preparation of the congresses and meetings;

(c) it shall approve new members and strike off members;

(d) it shall co-ordinate and promote the exchange of information between members;

(e) it shall promote the formation of national and regional branches;

(f)   it shall maintain direct contact with the Editor-in-Chief of the international journal “Gynecological Endocrinology”,

(g) it shall submit to the General Assembly its suggestions concerning the fixing of membership fees;

(h) it shall appoint an Administrator;

(i)    it may prepare proposed amendments to the Statutes if it deems this necessary or if requested to do so by at least fifteen members of the Society and provided the proposal is approved by a two-thirds majority of all the Committee members; such proposals shall require approval by the International Council of Delegates before they can be laid before the General Assembly;

(j)   it shall implement the decisions of the General Assembly;

(k) it shall otherwise act for and on behalf of the Society.

Article 23 – Administrator

The Executive Committee may appoint an Administrator to execute and supervise the execution of the administrative tasks for which it is responsible, inter alia, the collection of membership fees, correspondence and all operations relating to the Society’ s funds.

The Administrator shall draw up in joint agreement with the President, or in the latter’s absence, another member of the Committee, the agenda for Executive Committee meetings, shall draft the minutes of the meetings, and shall convoke the members of the Society to the General Assemblies.

The Administrator shall bind the Society for amounts not exceeding SF 5,000 by his sole signature and for higher amounts by signing jointly with either the President, the Executive Secretary or the Treasurer, two signatures being required.

Article 24 – Employees

The Executive Committee shall have the right to appoint and discharge any and all kinds of employees as it deems necessary at its discretion. The Committee may delegate certain of its powers to one or more of its members or to any persons or person, even if they are not members of the Society, in matters concerning the promotion of the efficient running of the work of the Society.

Article 25 – Proceedings of the Executive Committee

(a) The Committee members shall meet from time to time, at their discretion, and shall take decisions by a majority vote, each member of the Committee having one vote. In the event of a tie, a second poll shall be held. If the vote is split equally in the second poll, the motion shall be brought again at the following meeting.

Should the vote again be split equally the motion shall be struck off the agenda.

(b) Committee members may act by delegating their powers in writing to another Committee member or, in the event of absence, shall communicate their decision in writing by mail.

(c) The duties of the members of the Executive Committee shall be those commonly assumed in their special office and any others that may be delegated to them by the Committee.

(d) The President shall preside at the meetings of the Committee. In his absence he shall be replaced by the Executive Secretary or the Treasurer.

(e) The Executive Committee shall maintain a minute book in which major decisions shall be recorded.

Article 26 – Signatures on behalf of the Society

The Society shall be bound by the signature of the President, the Treasurer, the Executive Secretary, or of the Administrator, signing separately for amounts not higher than 5,000 SF or any two of them signing together for amounts higher than 5,000 SF, over the seal or the rubber stamp of the Society.

Article 27 – Seal or rubber stamp

The Society shall have a seal or a rubber stamp with its name engraved thereon.

Article 28 – Address of the Society

The seat of the Society shall be at the registered address of the lawyer of the Society in Geneva, Switzerland.

The mail of the Society will be sent to the address of the Administrator.

Article 29 – Liquidation of the Society

In the event of the liquidation of the Society's affairs and property having been decided by the General Assembly of the Society at a special meeting called for that purpose, a liquidator or liquidators shall be appointed by the Executive Committee and after payment of any debts, the property shall be distributed to non-profit associations of a medical, educational or charitable nature, at the discretion of the Executive Committee.