Europe-Taiwan Biotech Association
Last updated: April 02, 2017
1. Name and Headquarter
Europe-Taiwan Biotech Association (ETBA) is a non-profit association governed by the present statutes and, secondly, by Articles 60 et seq. of the Swiss Civil Code.
The association is legally valid and is independent from any particular political or religious affiliations.
The headquarter of the association is located in the Zurich, Switzerland. The postal address shall be determined by its Executive Committee.
The association is established to pursue the following aims:
- Foster the international collaboration in the fields of biotechnology, pharmaceuticals, and medical technology between Taiwan and European countries.
- Enhance the utilization of biotechnology by promoting collaborations between the academia, industry, and government entities.
- Nurture the students and young talents with inter-cultural exposure and international work experience.
3. Association Resources and Liabilities
3.1 Funding source
The Association’s resources are derived from:
- Membership fees
- Public subsidies
- Donation and sponsorship
- Fee for the services provided to members or non-members
- Any other grants or resources authorized by the law
The funds shall be used in accordance with the Association’s social aims.
The financial year shall begin on 1 January and end on 31 December of each year.
The Treasurer is responsible for the Association’s finances.
All the resources and assets belong to the Association are managed by its Executive Committee.
Members who wish to utilize any resources of the Association (name and logo, equipment, human resource, funding…etc) to conduct activities must submit a formal request to the Executive Committee and obtain the written approval from the Association beforehand.
Only the Association’s assets may be used for obligations/commitments contracted in its name. Members have no personal liabilities.
Should the Association be dissolved, the available assets will be transferred to a non-profit organization pursuing public interest goals similar to those of the Association and likewise benefiting from tax exemption.
Under no circumstances should the assets be returned to the founders or members. Nor should they use a part or a total of assets for their own benefit.
The Association comprises of members from below three categories:
- Founding Members
Founding Member consists of the initial organizing committee who have spent their efforts to make the formation of this Association possible. The founding members possess the lifetime membership with the Association, unless the membership is withdrawn by the member on his/her own wish, or the status is cancelled by Executive Committee with a justified cause.
The founding member will receive notifications on all events organized by the Association.
Any moral person or organization may apply to become a member if they are dedicated to pursue the goals of the Association. The Executive Committee decides the admission or rejection of the membership.
It is not necessary to have biotech-related education background or professional expertise in order to become a member.
A rejection of membership application does not need to be justified.
- Honorary Members
Individuals who have made outstanding contributions to the Association in pursuing its goal can be awarded the Honorary Membership. The Executive Committee shall nominate the candidacy and the membership status shall be approved by the General Assembly.
The Honorary Member will receive notifications on all events organized by the Association.
- on death, or on bankruptcy/dissolution of an organization;
- by written resignation thereby notifying the Executive Committee;
- by exclusion ordered by the Executive Committee, with a right of appeal to the Committee. Appeals must be lodged within 30 days of the Committee’s decision being notified;
- for non-payment of dues for more than one year.
In all cases the membership fee for the current year remains due. Members who have resigned or who are excluded have no rights to any part of the Association’s assets.
The Association shall include the following organs:
- The General Assembly
- The Executive Committee
- The Auditor
5.1 General Assembly
The General Assembly is the Association’s supreme authority. It is composed of all the members.
It shall hold an Annual General Meeting (AGM) once each year. It may also hold an extraordinary session whenever necessary, at the request of the Committee or at least of one-fifth of its members.
The General Assembly shall be considered valid regardless of the number of members present.
The Committee shall inform the members in writing of the date of the General Assembly at least one month in advance. The notification, including the proposed agenda, shall be sent to each member at least one week prior to the date of the meeting.
5.1.1 Rights in the AGM
The General Assembly has the following rights in AGM:
- Election and appointment of the members for the Executive Committee, at a minimum, the President, the Secretary and the Treasurer
- Approval of the annual report and budget
- Appointment of an auditor for the Association’s account
- Decision on any modification of the Association Statutes
- Decision on the dissolution of the Association
- Appointment of Honorary Members
5.1.2 Chairman of the AGM
The General Assembly is chaired by the President of the Association, or a delegate of President from the Executive Committee if the President is absent.
5.1.3 Voting mechanism in the AGM
Decisions of the General Assembly shall be taken by a majority vote of the members present. In case of deadlock, the President shall have the casting vote.
Decisions concerning the amendment of the Statutes and the dissolution of the Association must be approved by a two-third majority of the members present.
Votes are by a show of hands. Voting can also take place by secret ballot, if the General Assembly decides.
5.2 Executive Committee (Core team)
The Executive Committee (EC) is authorized to carry out all acts that advance the goals of the Association. It manages the Association’s day-to-day affairs and represents the Association to external parties.
The EC is composed of at least 3 members elected by the General Assembly. Each member’s term of office shall last for 3 years. Re-election is permitted. The Committee meets as often as the Association’s business requires.
The EC members work on a volunteer basis for their duties. For activities beyond the usual function, each Committee member is eligible for appropriate compensation.
5.2.1 Functions of the Executive Committee
The functions of the Executive Committee are:
- to take the appropriate measures to achieve the goals of the Association;
- to convene the ordinary and extraordinary General Assemblies;
- to represent the Association externally;
- to take decisions with regard to admission of new members as well as the resignation and possible expulsion of members;
- to appoint necessary offices / committees, and determine their tasks;
- to define the fees and charges;
- to ensure that Statutes are applied, to define rules for operation, and to administer the assets of the Association.
5.2.2 Board meeting
The meetings of the EC are convened by the President. No minimal EC attendance is required for passing the resolutions.
At the board meeting, the President moderates the meeting and has the casting vote for equal votes.
In case of the absence of President, the Vice President or another member of EC assigned by President shall be the chairman of the board meeting.
5.2.3 Legal representation and Signature
The Association is legally bound by the signature of the President.
The General Assembly shall appoint an Auditor who will audit the Association’s accounts every year. Auditor’s term of office is in line with the Executive Committees.
The present Statutes have been approved by the Constituent General Assembly held in Lucerne Switzerland, on the date of 11th February, 2017.