The
Constitution of
JURIS DIVERSITAS
[approved 3 June 2013]
Article 1: Name and Seat
Juris Diversitas is the name of an association as defined
in Article 60 et sequens of the Swiss
Civil Code. The Association has its seat at the Swiss Institute of Comparative Law in Lausanne-Dorigny, Switzerland.
Article 2: Aims
The
Association encourages interdisciplinary research on legal and normative
mixtures and movements through meetings, publications, and co-operation with
like-minded individuals, associations, entities and institutions both of a
private and of a public nature. With the approval of the President and both
Vice-Presidents, the Association may also act for practical legal purposes,
including, eg, research, legal education, legal drafting, legal reform, or other
legal operations.
Article 3: Means
The
means of the Association consist in membership fees, profit from the sales of
publications, grants, voluntary contributions of members and third parties, and
gifts and legacies.
Article 4: Membership
Any
natural person identifying with the aims of the Association can become a member
with the approval of the Executive Committee and payment of membership fees.
Article 5: Statutory Bodies
The
statutory bodies of the Association include a General Assembly, an Executive
Committee, and Auditors.
Article
6: The General Assembly
The
‘General Assembly’ is the membership acting collectively as the supreme organ
of the Association. It takes its decisions either at the Annual General
Meeting, at Extraordinary General Meetings or through Extraordinary Votes as
described below. Elections are held as described below.
For
all decisions of the General Assembly, including elections, reasonable efforts
should be made by the Executive Committee to allow voting by as many members as
possible. This includes the option of electronic voting.
Ordinary
decisions of the General Assembly require a majority of those voting;
constitutional amendments by the General Assembly require a two-thirds majority
of those voting.
Article 7: The Executive
Committee
The
executive business of the Association is conducted by its Executive Committee. The
officers of the Executive Committee include a President, a Vice President
(Projects), a Vice-President (Events), a General Secretary, a Treasurer, and up
to two other officers. The Executive Committee shall determine categories of
membership, evaluate membership applications, and determine membership fees.
Ordinary
decisions of the Executive Committee require a majority of those voting; in
case of a tie, the President casts the deciding vote.
The
Executive Committee may draw up by-laws for the Association. Such by-laws come
into force upon approval by the Executive Committee, but must be approved by
the General Meeting at its next annual meeting.
The
Executive Committee may dismiss members for stated reasons and a unanimous
vote. It may also select additional individuals for an Advisory Council that
serves at the pleasure of the Executive Committee.
Article 8: The Duties of Officers
The
President represents the Association and its Constitution and presides at its
meetings. The Vice-Presidents assist the President in achieving the aims of the
Association. One Vice-President (Projects) has primary responsibility for
projects and publications, the other Vice-President (Events) has primary
responsibility for event planning. Where the Executive Committee determines
unanimously that the President is unable to fufill his responsibilities, the Vice-President
senior in age shall act in place of the President.
The
General Secretary manages the records of the Association and takes primary
responsibility for communications with its members. The Treasurer manages the
finances of the Association. The President and Vice-Presidents may also
collectively appoint up to two other members to the Executive Committee for
specific duties. Each officer shall submit an annual report to the membership
at its Annual General Meeting and other reports when requested by the President.
Article 9: The Election of
Officers
Officers
are elected individually by the General Assembly for renewable terms of four
calendar years. Elections must be scheduled to take place no later than October
of the calendar year before a new term begins. The Executive Committee must
communicate the date and location of the election to members so that they have
a reasonable time to consider nominations and candidates. If possible, the
election should take place during the Annual General Meeting.
Nominees
may only contest one office in each election. They must be members and
nominations must be communicated at least a week before the election to a
member chosen by the Executive Committee to act as Election Officer. The
Election Officer may not be a member of the incumbent Committee and must agree
not to take a position on the new Executive Committee. The Election Officer
will not identify any nominees to members until after the deadline for
nominations has passed.
Where
only a single nomination is received, the person nominated is deemed elected.
If there are two or more candidates, the person elected must receive a majority
of the votes cast. When a majority is not reached, the two candidates receiving
the highest votes compete for the office in a new election to be held within a
week of the first election. All electoral disputes are handled by the incumbent
Executive Committee.
Where
a vacancy subsequently arises on the Executive Committee or where a position is
not filled by elections, the Executive Committee shall select an individual to
serve until the next Annual General Meeting, at which an election will be held
to fill the remaining term of the office vacated.
Article 10: The Duties and
Appointment of Auditors
Auditors
monitor the finances of the Association. Any member may propose either an
External Auditor or Internal Auditor to audit the Treasurer’s accounts. An
External Auditor is chosen from beyond the membership, an Internal is chosen
from amongst the membership (excluding officers of the Executive Committee).
All
Auditors are elected by a majority of the General Assembly voting in either an
Extraordinary General Meeting or an Extraordinary Vote.
Article 11: The Removal of
Officers and Auditors
Where
a member petitions the Executive Committee to remove one of the officers or an
Auditor, the remaining officers must organise a vote on removal to take place.
The vote should take place within a reasonable amount of time for the matter to
be considered. Removal requires a two-thirds majority of the General Assembly
voting. The officer or Auditor removed may not serve again until an intervening
presidential election.
Article
12: The Annual General Meeting
The
‘Annual General Meeting’ is the
gathering of members of the Association that is generally held once in a
calendar year. The Annual General Meeting deals with proposed changes in the
Constitution, the approval of the annual financial report and the accounts, and
any other issue as decided by the Executive Committee or as requested by a
member as discussed below. At each Annual General Meeting, the President shall
also present an annual report on the activities of the Association.
The
Executive Committee must communicate the date and location of the Annual
General Meeting to members giving them a reasonable time to organise attendance
and to make petitions for the agenda of the Annual General Meeting. The
Executive Committee must similarly communicate the agenda of the Annual General
Meeting to members in a reasonable time.
Article 13: Extraordinary
General Meetings and Votes
Where
one-fifth of the members collectively petition the Executive Committee, the
President must organise either an Extraordinary General Meeting or an
Extraordinary Vote to decide the issues discussed in the petition. The decision
must be made by the Executive Committee collectively and communicated to the
petitioners within a reasonable time. The Executive Committee may also decide
to hold an Extraordinary General Meeting or an Extraordinary Vote when it deems
necessary.
If
an Extraordinary General Meeting is held, the Executive Committee must
communicate the date and location of the meeting to members giving them a
reasonable time to organise attendance. Similarly, if an Extraordinary Vote is
held, it should take place electronically within a reasonable time with
reasonable notice given to the members.
Article 14: Dissolution
A
decision approving dissolution of the Association requires a vote organised by
the Executive Committee and resulting in a two-thirds majority of the General
Assembly in favour of dissolution. If dissolution is approved, the Executive Committee
shall use any assets of the Association to settle its debts and liabilities.
Remaining assets will be donated to an institution with a similar purpose.
