The Statutes of the Standing Committee of European Doctors
I. NAME, REGISTERED OFFICES, PURPOSE, DURATION
Article 1 – Name
There is hereby established an international non-profit association with philanthropic, scientific and educational aims under the name “Standing Committee of European Doctors” or in the abbreviated French form “CPME”, hereafter the “Standing Committee” or the “association”.
This Association is governed by the provisions of Chapter III of the Belgian Law of 27 June 1921 on non-profit associations, international non-profit associations and foundations (article 46 to 57).
The association is established for an indefinite duration.
Article 2 – Registered office
The registered offices of the Standing Committee shall be in a commune in the Brussels region. They are currently located at Rue Guimard 15, 1040 Brussels.
By way of derogation from article 8 of these statutes, the registered offices can be transferred to any other place in the French-speaking region of BELGIUM by ordinary decision of the Board published within a month of that decision in the Appendices of the Moniteur Belge [Belgium Official Gazette].
Article 3 – Purpose
The objectives of the Standing Committee, excluding all for-profit aims, are:
to study and promote the highest level of medical training, medical practice, health and health care within the European Union; and
to study and promote the free movement of doctors within the European Union.
The Standing Committee will achieve these objectives through the following activities:
within this framework, representing the medical profession in EU Member States, before European Union authorities and any other authority and/or organisation dealing with questions directly or indirectly concerning the medical profession;
consulting EU institutions;
providing members with information on all relevant matters concerning the EU;
and undertaking any action that may help attain the abovementioned objectives.
Article 4 – Membership
4.1 Member associations
The Standing Committee is composed of at least six member associations, legally established in accordance with the laws and customs of their country of origin.
An organization may become a member association of the Standing Committee with voting rights if it is the most representative non-governmental national medical association of:
a) one of the member states of the EU;
b) one of the countries that are signatory to the Agreement on the European Economic Area;
c) a European state that is a party to a treaty or an agreement with the EU and all of its member states, granting individual rights to the citizens of all parties, at least in the area of free movement of persons and services, in accordance with and pursuant to Community law, including the Community acquis and European court jurisdiction, and guaranteeing the full application of the rules of community law on automatic mutual recognition of training diplomas and diplomas of specialized training in medicine;
d) one of the former member states of the EU
Voting rights of member associations that comply with the prerequisites of paragraphs b), c) and d) are subject to the terms of article 16.3 of these statutes.
4.2 Associate members
The General Assembly can decide to accept the following organizations as associate members into the Standing Committee: firstly, national medical associations of any European country tied to the EU by an association agreement or, secondly, the national medical association of any other European country, which has applied for associate status. Associate members do not have voting rights.
To become an associate member of the Standing Committee, a national medical association must be the country’s most representative non-governmental national medical organization.
4.3 Associated organizations
Any autonomous European or international organization can be recognised by the Standing Committee as an associated organization. Associated organizations do not have voting rights.
The General Assembly can decide to accept the following organizations as observers into the Standing Committee: a national medical association that is not eligible to become either a member association or an associate member, or an autonomous European or international non-governmental organization that has applied for the status of observer.
To become an observer of the Standing Committee, a national medical association must be the country’s most representative non-governmental national medical organization.
4.5 Exclusivity of the membership
Only one national medical organization from any individual country can be represented on the Standing Committee. A national medical association can only be accepted as an observer in the absence of a national member association or associated member.
Article 5 – Termination
Any member association, associate member, associated organization or observer who wishes to resign from the Standing Committee shall do so by informing the Board in writing.
The resignation shall come into force after a period of one year.
Any member association, associate member or observer whose membership fee is overdue may be suspended or excluded by the General Assembly if said member association, associate member or observer has yet to pay its membership fee six months after being given formal notice to pay.
The General Assembly may decide to readmit a suspended or excluded member association, associate member or observer after payment of the outstanding membership fee.
Any member association, associate member or observer within the meaning of article 4 of these statutes may be excluded if the member compromises the objectives or the survival of the CPME through its actions and after being invited to present its defence.
A resigning or excluded member association has no rights to the assets.
Article 6 – Bodies
The bodies of the Standing Committee are:
the General Assembly
the Executive Committee
III. GENERAL ASSEMBLY
Article 7 – General Assembly
Member associations are represented in the General Assembly in accordance with internal regulations.
The General Assembly shall have the full powers necessary for the attainment of the Standing Committee’s purpose. It shall be convened by the President at least once a year by written invitation at least four weeks in advance.
Article 8 – Powers of the General Assembly
8.1 The following decisions are reserved for the General Assembly:
a) the admission and exclusion of member associations, associate members, associated organizations and observers
b) the appointment and dismissal of Board members and the auditor, who are to be chosen from the member associations for a three-year-term;
c) the approval of the alternate members who may be appointed by Board members;
d) the election of the Executive Committee from the Board members, namely:
the President of the Standing Committee, proposed by a member association for a three-year non-renewable term of office.
The posts listed under points 2) and 3) will be performed for a three-year term and, in a consecutive order, may be renewed only once. All posts will be shared out among the member associations from different countries.
After an interruption of at least one term of office, previous Vice-Presidents and Treasurers are again eligible for election. Sentences 2 and 3 apply accordingly. In this respect, the post listed under point 1) is not considered an interruption.
e) the approval of the accounts and budgets;
f) the adoption and amendment of the internal regulations;
g) the adoption and amendment of the statutes;
h) the winding up of the association and allocation of its assets after settlement of debts.
8.2 Resolutions are passed in accordance with the procedures set out in article 16 of these statutes and are brought to the attention of all member associations, associates members, associated organizations and observers.
8.3 The resolutions of the General Assembly are recorded in the minutes and distributed to the members.
Article 9 – Proxy in the General Assembly
9.1 When a member association is unable to take part in the deliberations and votes of a meeting, it can give another member association the power to represent it during that meeting. However, a member association can only receive one proxy.
9.2 For the purposes of ratifying changes to the statutes adopted by the General Assembly in accordance with Chapter III of the Belgian Law of 27 June 1921, and only in this case, the Secretary General can hold proxies of all members.
IV. THE BOARD AND EXECUTIVE COMMITTEE
Article 10 – Board
10.1 The standing Committee is led by a Board of at least six members, in accordance with the provisions of the internal regulations and includes one board member per member association, including the President, Vice-Presidents and Treasurer who also represent their delegations on the Board. The Board members are appointed by the General Assembly for three years. They can be re-appointed.
The candidates are put forward by the head of the delegation from the relevant member associations.
If a member association is suspended or dismissed by the general Assembly in application of article 5, its member on the Board is automatically suspended or dismissed under the same conditions.
In the event of the dismissal, resignation or death of its representative on the Board, the national delegation concerned shall put forward another Board member candidate to be appointed by the General Assembly.
The member association who has put forward a Board member may, at any time, request that the General Assembly replace this Board member. This proposal will automatically result in the previously appointed Board member resigning.
10.2 The Board shall be convened in accordance with article 7 of these statutes.
Article 11 – Powers of the Board
11.1 The Board has all management and administrative powers other than those powers held by the General Assembly. The Board manages the Standing Committee’s assets and represents it in all judicial and extrajudicial acts, through its President. The Standing Committee can bring legal proceedings and is represented by its President or any other person appointed for this purpose by the Board. The Board may delegate the aforementioned powers under its own responsibility to one of its members or even a non-member.
11.2 The Board appoints the Secretary General. He/she manages the Secretariat and shall be responsible to the President for its functioning.
11.3 The Board has the power to adopt resolutions and positions on behalf of the Standing Committee, except those reserved for the General Assembly.
11.4 Resolutions of the Board are recorded in a register signed by the President and kept by the Secretariat, which will make it available to the members of the Standing Committee.
Article 12 – Proxy in the Board
A member of the Board can give, in his/her absence and in the absence his/her alternate, a proxy to another Board member or to an authorised member of his/her delegation (alternate member). No Board member may hold more than one proxy.
Regardless of their attendance, members of the Executive Committee can transfer their voting rights as Board members to an authorised member of their delegation.
Article 13 – Executive Committee
13.1 An Executive Committee is set up within the Board. It comprises the President, the Vice-Presidents and the Treasurer.
13.2 The Executive Committee prepares and carries out Board decisions and assists the President.
13.3 For urgent matters, the Executive Committee is authorised to take decisions within the competence of the Board. The Board must be informed of these decisions as soon as possible and not later than the next Board meeting.
13.4 In the event of the dismissal, resignation or death of a member of the Executive Committee other than the President, the next General Assembly shall elect a replacement from the Board members until the end of the current term of office.
The election by the General Assembly to such interim post does not affect the eligibility of that person for any elective post in the CPME, nor does it affect the requirement to elect a candidate from a different country.
13.5 In the event of the dismissal, resignation or death of the President, the First Vice-President, as defined by the Internal Regulations, performs the President`s duties until the next General Assembly which can elect a replacement from the Board members or make another provision until the end of the current term of office.
Article 14 – Signatory Power
All documents binding the Standing Committee shall be signed by the President or, if unavailable, by two Vice-Presidents jointly.
For financial matters, documents shall be signed jointly by the President and the Treasurer. Both the President and the Treasurer are authorised to delegate their signatory powers for binding acts to appropriate persons up to a financial limit agreed by the Treasurer and the President, and specified by them.
V. VOTING PROCEDURES
Article 15 – Weighted Voting
The number of votes allocated to member associations depends on the number of registered doctors, as provided annually by the competent national body in the respective member country. Member associations are grouped into five categories as given below:
Number of doctors Number of votes
over 200 000 5
100 001 – 200 000 4
30 001 – 100 000 3
10 000 – 30 000 2
under 10 000 1
Weighted voting does not apply to elections and appointments, when each member association has one vote.
Article 16 – Quorum, Voting and Voting Rights
The General Assembly and the Board are considered to be legitimately established if three quarters of the member associations that have voting rights are present or represented.
Abstention: For all voting procedures, abstentions are not counted as votes cast.
Voting majorities: All decisions of the General Assembly and the Board shall be adopted by a majority of three quarters of votes cast, except for elections and appointments that shall require a simple majority of votes cast.
Except for elections and appointments, decisions can be blocked by at least 6 member associations using their veto, regardless of the number of votes allocated to those member associations.
16.3 Definition of member associations that do not have the right to vote
The member associations as per article 4 paragraph 1 sentence 3 sub paragraphs b), c) and d) only have an advisory status on questions pertaining to EU legislation that are not applicable to them as parties of a treaty or of treaties with the EU.
Member associations who have not paid their membership fees shall not have the right to vote, unless the General Assembly, or the Board in case of urgent matters, decides otherwise.
VI. BUDGETS AND ACCOUNTS
Article 17 – Budgets and Accounts
The financial year begins on 1 January and ends on 31 December.
The Board is required to submit the accounts for the preceding financial year and the draft budget for the upcoming financial year, including the membership fees allocated to each member association in accordance with the contribution key set out below. The Treasurer and the auditor shall make their reports.
The Standing Committee’s operating expenses shall be borne collectively by the member associations of the Standing Committee as defined in article 4 paragraph 1 of these statutes, in accordance with the following contribution key:
K = 40% P + 50% G + 10%Tp
K = Contribution Key
P = the ratio of the number of all registered doctors, as provided by the competent national body in the respective member country, to the total number of registered doctors of all CPME member countries.
G = the ratio of the gross domestic product (GDP) of a member country to the total GDP of all CPME member countries.
Tp = the ratio of the population of a member country to the total population of all CPME member countries.
Associate members and observers, as defined in article 4 paragraphs 2 and 4 of these statutes are required to pay contributions. The amount will be set by the General Assembly. In exceptional circumstances, the Board can suspend an associate member or observer’s obligation to pay membership fees for one year.
VII. AMENDMENTS TO THE STATUTES – WINDING UP
Article 18 – Amendments
Without prejudice to articles 50 (3), 55 and 56 of the Belgian Law of 27 June 1921, any proposal to amend the statutes or to wind up the Standing Committee shall come from the Board or at least four member associations.
The Board shall inform the member associations of the Standing Committee of the date of the General Assembly that is to rule on said proposal at least three months in advance.
Amendments to the articles of the statutes shall only take effect after approval by the competent authority in accordance with article 50 (3) of the Belgian Law of 27 June 1921 and after publication in the Appendices of the Moniteur Belge [Belgium Official Gazette], in accordance with article 51 (3) of this law.
The General Assembly shall set the winding-up and liquidation procedure for the Standing Committee.
Following liquidation, any net assets shall be designated to one or several non-profit association/s that promote/s health. This/these association/s shall be designated by the General Assembly.
Article 19 – Applicable Law
All matters not otherwise provided for in these statutes, in particular all publications to be made in the Appendices of the Moniteur Belge [Belgium Official Gazette], shall by governed by the provisions of Chapter III of the Belgian Law of 27 June 1921 on non-profit associations, international non-profit associations and foundations.