Forum MedTech Pharma A Network for Innovations

Standing Rules of Procedure:

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Preamble

The society sees itself as a forum for defining and realising measures that serve the advancement of medical engineering and the field of pharma as well as related fields and the improvement of the health care of the population.

The quality and safety of the developments is to be guaranteed, and a contribution is to be made towards reducing health-care costs, through getting users involved at an early stage.

The society is to create an efficient information network and support the expedient utilisation of regional, supraregional and international synergies.

The society shall be supported in its aims by the government of the State of Bavaria, yet it shall operate independently and shall be solely responsible for choosing and implementing the measures it takes.


§ 1 Name, Registered Seat, Financial Year

(1) The society uses the name "Forum MedTech Pharma e.V." and is entered in the register of societies under VR 3142.

(2) The registered seat of the society is Nuremberg.

(3) The financial year is the calendar year.


§ 2 Society Aim, Non-profit-making Character

(1) The aim of the society is to promote the scientific research and development of all topics related to medical engineering and the field of pharma as well as their applications; to give this information to the public and to promote exchange of experience and transfer of knowledge with the aim of optimising patient care through the use of medical engineering, the field of pharma and related fields. Here, the health-policy, social and economic problems arising in connection with the further development of medical engineering, pharma and related fields are to be treated in an interdisciplinary manner on a regional, supraregional and international level. The aim of the society shall be achieved in particular by:
  • Exchange of information and experience, transfer of knowledge,
  • Greater contact between research and development facilities, institutes, companies and users,
  • Workshops, forums, symposiums and conferences,
  • Promotion of advanced and in-service training,
  • Initiation of project groups, testing and competence centres,
  • Further activities that serve the society´s aim.

(2) The society shall only pursue aims that are of direct benefit to the public within the meaning of the paragraph "aims enjoying tax relief" of the Fiscal Code. The society does not operate for its own benefit and is not primarily concerned with the pursuit of commercial aims. The society's funds may only be used for purposes in conformity with the standing rules of procedure. The members do not receive allowances from the society's funds. The society may not favour any persons with outlay that is not in conformity with the aim of the society, or with disproportionately high remuneration.


§ 3 Membership

(1) The following persons may be members of the society:

  • Natural persons
  • Associations of individuals
  • Legal entities (in particular local authorities)

(2) Natural persons may be members provided they are not employed by a company concerned with medical engineering, the field of pharma, or related fields, and provided such a company has no authority to give directions to said persons. The executive committee shall rule on whether or not such circumstances exist.

(3) Legal entities and associations of individuals must provide the names of persons with rights of membership, and in particular voting rights. It must be notified immediately of changes to these persons.

(4) The society has regular members and honorary members.

(5) The society can be joined through the executive committee approving a written application for admission. The executive committee must inform the applicant of its decision in writing.

(6) Persons who were of particular service to the society may be voted honorary members by the members' meeting at the proposal of the executive committee, insofar as said persons wish to become members.

(7) The membership fees are laid down in a separate schedule of membership fees that is passed by the members' meeting.

§ 4 Rights and Obligations of the Members

(1) The members are entitled at all times to make suggestions concerning the activity plan and effective performance of the society's functions

(2) The services provided by the society are available to the members in full.

(3) The members are obliged to support the aim of the society, respect the interests of the society and comply with these standing rules of procedure.

(4) The members are to play an active role in the life of the society and in implementing the activity plan.


§ 5 Termination of Membership

(1) Membership shall be terminated by any of the following:

  • Notice of withdrawal (para. 2)
  • Death of a member
  • In the case of associations of individuals, by dissolution, and in the case of juristic persons, by loss of legal capacity
  • Expulsion (para. 3)

(2) Notice of withdrawal is to be served in writing to the executive committee observing a period of notice of 3 months to the end of the financial year.

(3) Following a hearing, a member may be expelled from the society by the executive committee in the case of good and sufficient cause. The member is to be notified in writing of the decision of the executive committee. Objection to this decision can be lodged within 1 month with the executive committee for discussion at the next, ordinary members' meeting. In case of non-payment of the membership fee a member may also be expelled from the society by the executive committee after two written reminders (each with a term of payment of one month)have been served. The second reminder must refer to the impending expulsion.

(4) A member shall have no financial claims against the society or the society's assets arising from his membership following termination of same. In particular, membership fees or other bestowals shall not be reimbursed.


§ 6 Organs of the Society

(1) The organs of the society are:

  • The executive committee (§ 7)
  • The members' meeting (§ 8)

(2) On principle the work of the organ members is voluntary.

(3) In addition, the society may form other working groups and committees with an advisory function.


§ 7 Executive Committee

(1) The executive committee comprises

  • The chairperson,
  • The vice chairperson and
  • One additional appointed member of the executive committee, to be delegated by Bayern Innovativ GmbH, Nürnberg. As a rule this will be the General Manager of Bayern Innovativ GmbH. The appointment is subject to approval by the executive committee.
  • at least two, eight other executive committee members at most

(2) The executive committee is responsible for all of the society's affairs that - in accordance with the standing rules of procedure - are not subject to the passing of a resolution by the members' meetings.

(3) For all business activities the executive committee shall appoint a management which will be nominated by Bayern Innovativ GmbH ("The Managing Agency"). The manager of the Forum is to be appointed by the Chairperson after a decision by consensus of the executive committee and the Managing Agency. The management will take on all duties as assigned by means of these standing rules of procedure or the rules of internal procedures of the executive committee.

(4) The executive committee shall give itself rules of procedure. The allocation of duties within the executive committee is to be regulated. The committee is to achieve agreement on questions of principle if possible.

(5) The executive committee may avail of internal and external management support in the performance of its functions, provided the executive committee retains representative authority in important matters. All details shall be regulated by the rules of procedure.

(6) The chairperson of the executive committee is entitled to represent the society alone vis-à-vis third parties. All other executive committee members are only entitled to represent the society together with another executive committee member. Within the society, the executive committee is bound by the specifications of the annual activity plan. The executive committee may grant power of attorney to third parties.

(7) The executive committee members shall be elected by the members' meeting, except for the member to be assigned by Bayern Innovativ GmbH, Nürnberg. Members may propose candidates for the executive committee observing a period of notice of 4 weeks prior to the members' meeting in which the executive committee is to be elected. The written consent of 10 additional members of the Forum is required in order to be nominated as candidate. Reelection is permissible. The term of office is 2 years and ends with the ordinary members' meeting. This notwithstanding, the term of office of the executive committee elected by the founding meeting shall be 1 year.

(8) Removal from office is possible at any time provided a new executive committee member is elected simultaneously (constructive vote of no confidence). Bayern Innovativ GmbH, Nürnberg, can dismiss and replace its assigned member of the executive committee at any time but in accordance with § 7 clause 1.3.


§ 8 Members' Meeting

(1) The ordinary members' meeting shall be held at least once every financial year. If necessary, the executive committee may convene additional, extraordinary members' meetings. An extraordinary members' meeting is to be called if 1/3 of the members submit written requests to this effect to the executive committee.

(2) Meetings are to be called in text form by the executive committee at least 2 weeks prior to the date of same, specifying the agenda.

(3) All members present shall be entitled to vote. Representation is possible provided written power of attorney is furnished.

(4) The meeting shall pass resolutions by a simple majority of votes insofar as nothing to the contrary is contained in these standing rules of procedure. In the event of an equality of votes, the chairperson of the meeting shall have the casting vote. Abstinence from voting shall not be taken into account in any vote. Resolutions concerning amendments of the standing rules of procedure shall be passed by the meeting with a majority of 2/3 of the votes cast. A resolution concerning dissolution of the society shall be passed by the members' meeting with a majority of 3/4 of the votes cast. If requested, voting shall be by secret ballot.

(5) The members' meeting shall constitute a quorum when at least 1/3 of the members are present or validly represented. Should a meeting fail to constitute a quorum due to a lack of participation, another meeting shall be convened. This meeting shall then constitute a quorum regardless of the number of members present or their valid representatives.

(6) The meeting shall be chaired by the chairperson of the executive committee. In the event of his absence, the vice chairperson shall chair the meeting. If both of the aforementioned persons are absent, the meeting shall appoint its chairperson.

(7) Written minutes of the meeting are to be taken and signed by the keeper of the minutes and the chairperson of the meeting.

§ 9 Functions of the Meeting

The members' meeting is responsible for passing resolutions on the following issues:

  • Election and removal from office of the executive committee members, with the exception of the committee member appointed according to para 7, clause 1.3,
  • Election of honorary members,
  • Resolutions on appeals concerning decisions of the executive committee on expulsions,
  • Resolutions concerning the schedule of membership fees,
  • Resolutions on the annual activity plan,
  • Resolutions on the annual accounts to be submitted by the executive committee and on formal approval of the actions of the executive committee,
  • Resolutions on basic issues and issues that go beyond the activity plan to a considerable extent,
  • Resolutions on other matters that are presented to the members' meeting by the executive committee,
  • Dissolution of the society.

§ 10 Disbandment of the Society

In the event of dissolution of the society, loss of legal capacity, other disbandment of the society or in the event of cessation of the aim contained in the standing rules of procedure, the society's assets shall pass to the Bayerische Forschungsstiftung, Munich, subject to the proviso that said assets are only used for pro bono publico purposes.


§11 Directions affecting the standing rules of procedure

The executive committee shall be entitled to independently make changes to the standing rules of procedure that are necessary in connection with the registration procedure or with tax advantages for the promotion of public benefits on the basis of directions of the responsible court and authorities. It shall then inform the members immediately of the changes that have been made.


§12 Resolution on the Standing Rules of Procedure

These Standing Rules of Procedure were decided on 20 April 1998.

These standing rules of procedure were entered in the register of societies at the Local Court of Nuremberg - registry court - on 30 June 1998 under number VR 3142


Modifications of these standing rules of procedure were entered in the register of societies at the Local Court of Nuremberg - registry court - on 8 November 2000, 12 November 2001, 6 September 2002, 21 September 2005 and 1 August 2013 under number VR 3142