Please find below an English translation of the bylaws of the Moose Association. This translation is not legally binding, and it is only provided for non-German speaking members to better grasp the bylaws.
For the original, please refer to Bylaws (in German).
The name "Moose Association" stands for an association according to Art. 66 ff Zivilgestzbuch (ZGB) based in Bern.
The purpose of the association is to maintain and promote Moose and Famix as an open-source technology and an open research platform. The means by which the goals of the association will be achieved are:
The association is politically and religiously neutral.
The association has access to membership fees, sponsorship money and the proceeds of any type to further its goals.
Active members may be individuals.
Passive members may be individuals or judicial persons.
New members may join at any time. Requests for membership should be addressed to the executive board and the board is responsible for deciding if membership should be granted.
Individual membership terminates on death. For judicial persons membership terminates in the case of loss of judicial status. Otherwise termination of membership may be effected at the end of a calendar year. The termination of membership must be addressed in writing to the executive board.
A member may be barred from the general assembly if the interests of the association are at risk or the member threatens the existence of the association.
Prior to being barred, a member has the right to present his/her case.
The elements of the association are:
The general assembly is the primary element of the association. The official general assembly occurs annually. When ever possible, the general assembly will be co-located with the European Smalltalk User Group (ESUG Conference) conference. Invitations to the general assembly will be sent in writing, accompanied with the agenda. Contributions from the members should be communicated to the executive board in advance. Items on the agenda will be discussed at the next general assembly.
The executive board can invite members to the general assembly. An extraordinary general assembly may also be held if one fifth of the members request so in writing.
The normal general assembly is assigned following responsibilities:
Every general assembly has the power to make decisions. The general assembly is directed by the president and in case he can’t be there then his/her deputy. The minutes of the proceedings must be recorded.
Every active member has one vote at the general assembly.
Passive members have no vote at the general assembly.
The decision making is reached by achieving a majority of votes. If there is no majority then the president has the right to cast the deciding vote. Decisions regarding changing the bylaws or dissolution of the association require a majority vote.
The executive board consists of at least 3 members, that are elected for two years. Reelection is permissible.
The executive board is responsible for daily business and publicly represents the association.
The president is elected by the general assembly.
Im Weiteren konstituiert sich der Vorstand selbst. Er regelt die Zeichnungsberechtigung. (In all other aspects the board manages itself. It administers the signatory power. -on)
The executive board can call meetings when required. Every member of the executive board has the right to call a meeting. The minutes of the meeting must be recorded.
The decisions are reached by majority vote. In the case of a draw, the president can cast the deciding vote.
Beschlussfassung auf dem Zirkularweg ist mÃ¶glich, falls von keinem Vorstandsmitglied mÃ¼ndliche Beratung verlangt wird. (Decisions may be reached by email (remote vote?), if no member of the board requests a physical meeting. -on)
The auditor role consists of one or two people. It can also be a judicial person, for example an accountancy firm.
The auditor is elected for two years and may be reelected.
The auditor presents the audit report at the general assembly. The auditor can carry out audits of the accounts at different times during the year.
The annual membership fee for active and passive members are defined annually at the general assembly. The maximum membership fee is SFr. 250.–.
The association is only liable for the funds of the association. Any personal liability of a member is excluded.
The association year begins on the 1st of July and ends on the 30th June the following year.
In the case of disbandment of the association, the general assembly decides about how the resources of the association are used. If no consensus is reached, the resources will be donated to the Association EuropÃ©enne des Utilisateurs de Smalltalk (ESUG, European Smalltalk User Group) for the promotion of open source projects.
These bylaws come into effect concurrent to the foundation fo the association on the 30. August 2007.
The founding president
The minute taker: