THE SOCIETY - SOLA - Statutes

Name and Seat The Society will bear the name "International Society for Oral Laser Applications", abbreviated to SOLA. The Seat of the Society is Vienna; process agent will be the pertinent General Secretary. Purpose of the Society The aim of the Society is the propagation and dissemination of knowledge in the use of lasers in dentistry an oral/maxillofacial surgery and the corresponding equipment and techniques. The objectives of the Society shall be: to intensify cooperation between universities and research institutes, etc. in order to foster joint research the promote the exchange of ideas and information within a fully integrated International network to establish unified standards of operation for laser technologies to encourage the development of laser concepts specific to practical needs and requirements to strengthen relations with other branches of medicine and with other societies, professional and scientific groups to coordinate and standardize post graduate studies in the form of traditional university programs as well as seminars and workshops The Society pursues exclusively and directly aims for public benefit. It is a non-profit educational corporation. It has no commercial interest, nor is it bound to any industrial or commercial enterprise. The Society's funds and any profits may exclusively be used for purposes in compliance with the Statutes. No person may benefit from expenses alien to the purpose of the Society, or from disproportionately large remuneration. Activities The non-material and material means listed in Clauses 2 and 3 will serve to fulfill the tasks listed in § 2. The following are deemed non-material means: Organization of congresses, symposia, working conferences and further-training events Creation of a coordination office for research work and implementation of research cooperation within the framework of a pan-International university network Building up of an information and database system in the Internet in cooperation with national institutions Publication of printed periodicals and other media products in the print and electronic sectors Active promotion of communication and dialogue between the Society, industry and public authorities. The required financial means are to be obtained by: Membership fees which will be set by the General Meeting Donations, subsidies, promotion and other support from public and private organization Revenue from events and publications Promoting contributions from honorary members Special assessments of the members for special projects which must be approved by the General Meeting in advance Other gifts and bequests Membership The members of the Society are divided into ordinary members, affiliated members, sustaining members, and honorary members. Ordinary members are those who are active in the work of the Society. Affiliated members are those who promote the activity of the Society above all through payment of a membership fee which is to be set. Sustaining members can be any natural person or legal entity. These are individuals, institutions, corporations or agencies, who have offered substantial financial Assistance to SOLA in support of the aims of the Society. Honorary members are persons who have promoted the cause of SOLA and/or application of medical laser application in an exceptional way. Only ordinary members will have a seat and a vote at the General Meeting. Becoming a member All physical persons and legal entities who apply for membership in writing may become members. The application for membership must be submitted to the Secretary General on a special application form. Admission of these applications shall be decided by the Secretary General, rejection by the Executive Board. Honorary members are nominated on the proposal of the Executive Board. They shall have all rights of individual members, but will be except from dues. Before constitution of the Society, the proponents will accept provisional membership. This membership becomes effective only when the Society has been constituted. Termination of Membership The membership of physical persons ends on death of that person, in the case of legal entities on loss of its status as legal entity, on voluntary resignation, on cancellation or on expulsion. Resignation is only possible only to the end of the calendar year (31 December). The Executive Board must be informed in writing at least three months in advance. The Executive Board may cancel membership only when a member is more than six months in arrears with payment of the membership fees despite being reminded twice. The obligation to pay the membership fees due is unaffected by this. Expulsion of a member can be decided by the Executive Board due to gross breach of the duties resulting from membership or due to behavior damaging to the interests and aims of the Society with notification of the reasons. The member has right of appeal to the General Meeting against expulsion. The later makes the final decision at its next session. Until the decision of the General Meeting has been made, the membership will be suspended. Organs of SOLA The organs of SOLA are represented by the Executive Board, the General Meeting, the Auditors and the International Council (National Representatives.) General Meeting The General Meeting is composed of all members of the Society. The proper General Meeting will be convened annually by the President of the Executive Board and as a rule in Vienna. Proper notification of the General Meeting will be issued by the Executive Board in a written invitation to every member of the Society. The invitation must be sent out at least four weeks in advance of the General Meeting, unless there is imminent danger, and must name the time and location and announce the agenda. An extraordinary General Meeting must take place within one month on the decision of the Executive Board or the proper General Meeting or on the proposal, substantiated in writing, by at least one third of the ordinary members or if demanded by the auditors. Proposals to the General Meeting must be presented to the Executive Board in writing at least two weeks before the date of the General Meeting. Valid resolutions, with the exception of those on a proposal for calling of an extraordinary General Meeting or on proposals in accordance with § 8 (5) may only be passed on the Agenda. All members are entitled to take part in the General Meeting. Only ordinary members are entitled to vote. Every member will have one vote. Legal entities will be represented by an authorized person. (Transfer in writing of the voting right to another member by way of proxy is permissible.) Every General Meeting properly convened constitutes a quorum irrespective of the number of members present. The President will chair the General Meeting, if he is unable to attend his deputy will take his place. All votes and resolutions of the General Meeting are made with simple majority. In the case of equality of votes the vote of the Chairman is decisive. Minutes are to be kept on the sessions of the General Meeting. These minutes must be signed by the Chairman and sent to the members of the Society within four weeks. Tasks of the General Meeting The General Meeting reserves the right to the following tasks: Acceptance and approval of the report and statement of account and the closing of accounts Approval of the proposed National Representatives by a simple majority vote Setting the amount of the membership fees Bestowal and forfeiture of honorary membership Deciding on alteration to the statutes and voluntary dissolution of the Society Deliberation and resolution on other points on the agenda Deliberation and resolution on proposals in accordance with § 8 (5). Executive Board The Executive Board consists of at least five members and will be composed of the following President Vice-president Depute Vice-President General Secretary Treasurer Coordinator for Practitioners All members of the Executive Board will serve without compensation, but may be reimbursed for expenses incurred in carrying out their duties. The approval for reimbursement shall be made by the President and the Secretary General. The counter signature of the President and the Treasurer is required for all payments The Executive Board may co-opt additional members to the Board to assist with its duties when it is required. The constituting General Meeting will elect the Executive Board on the basis of a proposal by the proposers, in the successive years it will be elected on proposal of the Executive Board by the General Meeting. The term of office will be four years. Retiring members of the Executive Board can be reelected. On retirement of an elected member, the Executive Board will have the right to co-opt another eligible member in his place, whereby the subsequent approval must be obtained at the next General Meeting. The Executive Board will be convened as necessary, but at least once a year, by the President, if he is unable to do so by the General Secretary, either in writing or orally. The President will take the chair, if he is unable to do so, the Vice-president. The Executive Board constitutes a quorum if all members have been invited and at least half of them are present. Minutes are to be made on the deliberations and resolutions of the Executive Board, which must be signed by the President. With the exception of death or expire of the term of office, the office of a member of the Executive Board is terminated by removal or resignation. The members of the Executive Board may give notice of their resignation at any time. The notice of resignation must be submitted to the Executive Board, or, if the entire Executive Board is resigning, to the General Meeting. The resignation only becomes effective when a successor has been co-opted. Tasks of the Executive Board The Executive Board is responsible for managing the Society. The Executive Board prepares those matters that are subject to decision by the General Meeting. The President, the Vice-presidents and the General Secretary deal with the day-to-day business of the Executive Board as Managing Board. Their field of activities includes, in particular, the following matters: Preparation and convening the General Meeting Administration of the assets of the Society and deciding on their use Compilation of a yearly program of the activities of the Society Acceptance, expulsion and cancellation of membership Acceptance and termination of contract of employees of the Society The Executive Board may also determine other kinds of tasks which require its approval or delegate tasks for which it is responsible. Agenda of the Executive Board, Special Obligations, and Rights of Individual Members of the Executive Board The Executive Board may resolve an agenda that regulates the activity of the Society's Executive Board in detail. The President is the top functionary of the Society. He is responsible for managing the Society. He represents the Society to the outside. He chairs the General Meetings and the Executive Board. In case of imminent danger, he is also entitled to make arrangements by himself on his own responsibility in matters that lie in the field of activity of the General Meeting or the Executive Board. These arrangements require subsequent approval by the organ of the Society responsible. Furthermore, the president : nominates official delegates or representatives to other groups an societies presents honors and award ensures that the Statutes are uphold and that all resolutions of the Executive Board are carried out The Vice-president represents the President in his absence; furthermore, he is responsible for tasks expressly transferred to him by the President. The Secretary has to support the President in managing the Society's business. The Secretary General shall: be responsible for the organization of the General Assembly, the official agenda and the minutes of each meeting maintain close contact with, and assist the organizers of the various scientific events receive and accept applications for membership discuss and approve together with the President the budget prepared by the Treasurer for submission to the General Meeting The Treasurer is responsible for proper handling and conduct of the Society. The arrangements for transactions are set down in the Rules of Procedure. In every case, he must countersign any payments other than petty sums. Papers and notifications of the Society, in particular documents putting the Society under any obligation, must be signed by the President. Every member of the Executive Board giving the aim and the reasons may demand that the President convenes the Executive Board without delay. The members of the Executive Board may demand information on matters concerning the Society at any time from the President. The Auditors The auditor(s) are elected by the General Meeting for the duration of two years. Reelection is of the auditors is possible. The auditors may not belong to the Executive Board. The Auditors are responsible for supervising the day-to-day business and checking the closing of accounts. They have to report on the results of their audit at the General Meeting. The auditor(s) may demand an extraordinary General Meeting to be called. The Scientific Advisory Board - The International Council - National Representatives The Scientific Advisory Board consists of at least five natural persons. They are appointed by the Executive Board for the term of office of the same. One International Council Member will be chosen from each International country with more than 30 members. The composition of the Advisory Board reflects the purpose of the Society. The Advisory Board makes itself available to the members of the Executive Board on an honorary basis to advise them above all in all scientific questions, concerns and projects. The International Council Members shall serve as a liaison between Society members and the Executive Board (new members, participation in the Society´s activities...) Financial Year The financial year begins on January,1 and ends on December 31, each year. Arbitration Tribunal The arbitration tribunal will decide in all disputes arising from the relationship of the Society. The Arbitration Tribunal is composed of five ordinary members. It is formed in such a way that every conflicting party nominates to the Executive Board two members as arbitrators within 14 days. They will elect a further member of the Society with majority vote to be Chairman of the Arbitration Tribunal. In the case of equality of votes, lots will be cast between those proposed. The Arbitration Tribunal makes its decision in the presence of all its members by simple majority. It will make its decision to the best of its knowledge and belief. Its decisions are final within the Society.) Dissolution of the Society The voluntary dissolution of the Society can only be resolved at an extraordinary General Meeting called for this purpose and only by a two-thirds majority. This General Meeting also has to resolve liquidation - in as far as the Society has any assets. In particular, it must appoint a receiver and decide to whom the remaining assets of the Society are to be transferred after the liabilities have been covered. On dissolution of the society or ending of the current favoured society purpose, the remaining assets must be used for charitable, welfare, or church purposes as stated in sections 34 ff of the Federal Fiscal Code.

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