(Amended by the General Assembly in Berlin on 2 october 2004)
An Association has been constituted, under the name of :
“UNION PROFESSIONNELLE INTERNATIONALE DES GYNECOLOGUES ET DES OBSTETRICIENS UPIGO” (INTERNATIONAL PROFESSIONAL UNION OF GYNAECOLOGISTS AND OBSTETRICIANS)
in accordance with the local legal regime prevailing in Haut-Rhin, Bas-Rhin and Moselle, and under articles 21 and of the local civil code.
The Association shall have its registered office at the Faculty of Medicine in Strasbourg, 4 rue Kirschleger, F-67000 Strasbourg.
The Association shall be registered with the Register of Associations at the Court of First Instance in Strasbourg.
The objective of this Association shall be to bring together professional organisations and national Associations of specialist doctors qualified in obstetrics and gynaecology, as well any group specialising in the defence of the professional interests of qualified obstetricians and gynaecologists, in order:
- to study, represent and defend the ethical, professional and material interests of obstetricians and gynaecologists before all international authorities,
- to study and to explain the ethical, legal, professional and social problems which occur in these disciplines, according to the particular interest they arouse,
- to establish relations with any appropriate national or international organisation,
- to provide exhaustive literature on the profession of gynaecologist-obstetrician to each member or delegation of members, in order to stimulate progress in the policy of each country in the fields of training of practitioners and the safety of women, as well as that of unborn children,
- to promote the harmonisation of qualifications and conditions of practice for specialists in obstetrics and gynaecology, in order to justify professional migration within the framework of international regulations,
- to promote products or services which will satisfy ethical considerations as well as the Association’s expectations of quality.
In order to realise its objectives, the Association shall notably have recourse to the following means :
- the registration fee and the annual subscription, the amount of which shall be fixed by the Bureau at the suggestion of the Treasurer, according to the rank of the member of the Association, and, in particular, the number of its members,
- subsidies, donations or legacies of any kind.
The Association shall be constituted for an unlimited duration, except in the eventuality of its dissolution, at the decision of the General Assembly, and in accordance with the statutes.
The Association shall be composed of:
- “full members” : these consist of national or regional professional gynaecological-obstetric organisations, considered as fully representative of their disciplines in their countries.
At the General Assemblies, these members shall be represented by country, by national delegations of a maximum of 3 delegates, of which at least one should be a member of a teaching body. The delegates will be nominated by their organisation, for a duration of three years (renewable).
Each national delegation shall have, at the time of voting only one voice.
- “associate members” : these are specialists in obstetrics and gynaecology in the countries which do not have national organisations as defined in the preceding paragraph, or whose national organisations are not members of the Association. They may only attend UPIGO sessions or the General Assembly as consultants, and will not have the right to vote. They will be allowed to table motions. Their status as members of the Association cannot exceed three years. At the end of this period, and if they fulfil the conditions necessary to become full members, they will lose, on the decision of the Bureau, their position as associate members, and will become, if they so wish, “correspondent members”;
- “Correspondent members”: these are organisations, associations, or persons from the medical milieu, or another field, who, while failing to fulfil the requisite conditions to be full members or associate members, are interested by the work of the Association and wish to be informed of its activities.
“Correspondent members” may only attend sessions of the General Assembly of the Association at the invitation of the Bureau. If they do not do so, they will nonetheless receive the minutes.
They also have the right to communicate proposals for studies to the Secretary of the Association. They may moreover be given responsibility for leading specific missions, at the request of the Bureau.
In any case, the following shall be considered as:
- active members: those who pay an annual subscription set each year by the Bureau;
- benefactor members: those whom the Bureau has agreed shall annually pay a set sum, or shall give to the Association a donation or a legacy;
- honorary members: those who have given services, of which the Association has been informed, and who wish to stay in contact with it.
Benefactor members and honorary members shall be exempt from subscriptions. They are invited to sessions and to the General Assemblies of the Association, but they do not have the right to vote or to be elected.
No member shall be personally responsible for the engagements entered into by the Association. Only the estate of the Association is answerable for its engagements.
In conformity with the statutes, the Association is responsible for damages caused to the Bureau, a member of the Bureau or any other representative instituted by it, or caused to a third party by an act entailing civil liability, accomplished in the execution of his or her functions.
Membership shall be open to any natural person or artificial person interested in the goals of the Association, and corresponding to one of the categories laid down in Article 5, if he, she or it is sponsored by an active member, according to the modalities and conditions set down in the rules and regulations of the Association.
The acquisition of the status of member depends in any case on acceptance by the Bureau. No recourse shall be allowed in the case of refusal of admission.
The status of active member depends on payment of subscriptions, in the absence of which the Bureau may pronounce the automatic exclusion of the debtor member.
The status of member may also be lost by simple resignation after addressing one month’s notice, in writing (by registered letter with acknowledgement of receipt) to the secretariat of the Association.
Moreover, in the case of serious violation of the goals of the Association, or of other statutory rules,
as well as in the case of a breach of the ethical standards of the profession, the Bureau may decide to exclude a member, with no possible recourse, after having nevertheless given him or her an audience, within a reasonable period of time.
The General Assembly shall be made up of all the members of the Association.
Only full, active members shall have voting powers.
The General Assembly shall meet once a year for an ordinary session, and, as laid down in article 36 of the local civil code, and every time the interest of the Association requires it, on the invitation of the President, at the dates determined by the him or her, and, in case of his or her failure to do so, by the longest-standing Vice-President.
Notices to attend, accompanied by the agenda, are addressed in writing to members at least 15 days before the date of the session. This period of time can be reduced to 8 days in the case of an emergency. The notice to attend is considered to be in order if it is sent to the last address given by the member concerned. It may be sent by post of by fax with acknowledgement of receipt.
Notices to attend must always show the objective of and the reasons for the session.
The President, assisted by the members of the Bureau, presides over the Assembly and reports on the moral situation of the Association.
The Treasurer gives an account of his or her management and submits the financial statement for the approval of the Assembly.
After working through the agenda, the meeting proceeds to the replacement of the outgoing members of the Bureau, and of its President, by secret ballot.
Only questions figuring on the agenda shall be discussed.
Each member may nonetheless request that a question which he or she would like to see discussed figure on the agenda, on the condition that it be submitted at least 8 days before the date of the session, on behalf of at least half of the active, full members, and that it be accepted by the Bureau.
Article 8.2 :
The assembly shall moreover have the following powers: designation of the sitting members of the Bureau, and revocation of the members of the Bureau or of the President. However, the revocation of the President may only take place in the case of a clear incapacity for normal management, and if a request is formulated by at least two thirds of the members of the Bureau (the voice of the interested party not being included) or half of the active members of the Association.
Article 8.3 :
In the case of a proposal for the modification of the statutes, which may only be proposed on the decision of the Bureau or one third of the active, full members, the deliberations may only concern the adoption or rejection of the plans for modification, pronounced with a majority of 2/3 of the full, active, members of the General Assembly, either present or duly represented.
Dissolution may only be pronounced if this has previously been the object of a decision of the Bureau, submitted for the approval of the General Assembly, especially convened for this purpose, according to the rules laid down in Article 8.1. The decision shall be taken by the majority of the full, active, members present, or duly represented.
The Assembly shall thus designate and define the powers of one or several official receivers, to be given responsibility for the liquidation of the estate of the Association, and to determine the destiny of the remaining assets. These shall be either be devolved to another Association with identical or similar goals, or shared out among the active members.
Article 8.4 :
Any other decision of the General Assembly shall be taken by the majority of full, active members present or duly represented by their delegation.
Whatever the nature of the decision, each member shall have not more than two mandates.
Any one member shall not have the right to vote in decisions relative to legal or judicial actions concerning him or her.
The text of the resolutions shall be published as minutes, signed and certified as a true copy by the President, and held at the headquarters of the Association in a special register.
Article 9.1 : Composition
The number of members shall be five. The Bureau shall be made up of a President, a Vice-President, a Treasurer, a Secretary and a Past President.
The Bureau may however propose to the Assembly General one or two additional Vice Presidents, whose candidacy must be accepted by the Assembly General under the conditions laid down in Article 8.4.
The members of the Bureau shall be chosen by the Assembly from among the members of the Assembly. Their mandate shall be for two years.
Article 9.2 : Attributions
The Bureau shall take all decisions necessary to the functioning of the day-to-day management of the Association, in accordance with the provisions of the local civil code which do not devolve to the President by law, the statutes, the rules and regulations, or one of its resolutions. It may decide that honorary members shall participate at its reunions with a consultative voice.
The Bureau shall meet as many times as it so wishes, so long as notice to attend is sent out at least 8 days in advance, by any written means of communication commonly used by the members of the Bureau, and notably by post, fax or e mail. The Bureau shall in any case meet, as a minimum, before the opening and after the closure of each General Assembly.
Resolutions may also be made in writing.
Resolutions shall be decided by the majority of members present represented by their delegation and duly invited to attend.
The Bureau shall moreover see that all legal details and notifications are signalled to the Register of Associations, such as modifications intervening in its composition, its renewal, the modification of statutes, the dissolution of the Association, or the names of the designated receivers. If there is a debit, a judicial procedure shall be required to be opened.
He or she shall make sure that the statutes are respected and see that the moral and financial interests of the Association are vouchsafed.
He or she takes on the day-to-day running of the affairs of the Association, in accordance with, if appropriate, the decisions of the Bureau.
The functions of legal, judicial and extra-judicial representation of the Association in all acts of civil life are devolved to him or her within the Bureau.
He or she may exercise these functions alone, as well as those covered by articles 59, 64, 71, 72, 73, 79 of the local civil code.
He or she may also give express delegation to other members of the Bureau or of the Association for the exercise of his or her functions of legal representation. In the case of unavoidable absence, he or she may be represented by the oldest of the Vice-Presidents (in years).
Only the signature of the President or of his or her express delegatee may legitimately engage the finances of the Association. Concerning expenses which do not fall within the domain of day-to-day management, any debit order shall be countersigned by the Treasurer, at the decision of the Bureau.