Bylaws of DGII

A) Overview

§ 1 Name, Registered Office, Fiscal Year
§ 2 Purpose, Tasks, Non-Profit
§ 3 Membership
§ 4 Membership Dues
§ 5 Executive Body, Passing a Resolution, Minutes
§ 6 Membership Meeting
§ 7 Board of Directors
§ 8 Amendments to the By-Laws
§ 9 Dissolution of the Society
§ 10 Coming into Force

B) Bylaws

§ 1 Name, Registered Office, Fiscal Year

1. The association is called “Deutschsprachige Gesellschaft für Intraokularlinsen-Implantation, Interventionelle und Refractive Chirurgie”. [German speaking society for intra-ocular-lens implantation, interventional and refractive surgery].  The society is a supra-regional association of persons who are interested in the research or practice of intraocular implantation of lenses and cataract and refractive surgery, and who are fluent German-language speakers.
2. The society’s home base is in Giessen and is entered in the association register of the Amtsgericht Giessen.
3. The fiscal year is the calendar year

§ 2 Purpose, Tasks, Non-Profit

1. The purpose of the DGII is to sponsor scientific papers, encourages continuing education, and promotes research and practice in the area of intraocular implantation of lenses and cataract and refractive surgery. 
2. The society’s purposes are accomplished by:
   1. hosting conferences;
   2. publication of papers from the conferences’ reports and lectures;
   3. cooperation with European and foreign professional societies (with similar objectives);
   4. fostering personal and professional contact among its members; and
   5. promoting the research and the scientific interests of its members.
3. As a non-profit organization, DGII’s aim does not to pursue personal profits. The society’s resources shall only be used for purposes stated in the by-laws.

§ 3 Membership

1. The society has Regular Members and Honorary Members.
2. Persons who involved in research or practice related to intraocular implantation of lenses and cataract and refractive surgery, as well as anyone who has a scientific or practical interest in this field, are eligible to become regular members.  Prospective Members should send a letter of application to the General secretary. Two Regular Members are required to sponsors each new Member.  The Board if Directors will make the final decision concerning the acceptance.
3. Honorary Members are chosen according to their contributions to the society. Any Regular Member may nominate an Honorary Member and acceptance is by the unanimous decision of the Board.
4. Membership is terminated if one of the following occurs:
   1. The Member provides written cancellation to the General secretary at least 3 months before the end of the calendar year. Note: Resigning members forfeit their right to claim reimbursement of membership dues or other member benefits.
   2. The Member fails to pay membership dues for more than one year, despite being reminded twice in writing.
   3. The Member is convicted of a criminal offense or, in case of a physician, loses their medical license.
   4. The Member dies.

§ 4 Membership Dues

1. Annual dues are determined at the general Membership Meeting for the following business year. A passing motion is not required unless a submittal to change the membership dues is presented.
2. Every regular Member is obligated to pay the membership dues by March 31 of the current business year. Newly inducted Members are required to pay at the time of application.
3. Regular Members who enter retirement can be excused from the obligatory membership dues after application in writing. Special circumstances can also apply to other Members to partially or fully exempt them from the obligation to pay dues. The Board shall make the final decision on any exemption to pay dues.
4. Honorary Members are not obligated to pay membership dues.

§ 5 Executive Body, Passing a Resolution, Minutes

1. The two bodies of the society include
   1. General Membership
   2. Board of Directors
2. These two bodies make decisions by majority vote. Unless otherwise stated in the bylaws, a simple majority rules. In case of a tie, there will be a discussion and a re-vote. If there is still no majority after the second round of voting, the motion will be denied.
3. The minutes of each meeting must be recorded by the General secretary, counter-signed by the meeting chairman and made available to the membership in a suitable way. 

§ 6 Membership Meeting

1. All voting Members of the society are included in the Membership Meetings.
2. Membership Meeting takes place once a year.
3. The Membership Meeting is called, in writing, by the President to the individual Members. A minimum time span of three weeks must be allowed between sending the invitations and the date of the meeting. Requests for changes in the bylaws have to be submitted to the Board in writing, and with detailed reason for the request, at least three months before the Membership Meeting. The President conducts the meeting.
4. A Membership Meeting can also be called by detailed, written request - by at least one quarter of the regular Members - to the President
5. Each properly called Membership Meeting constitutes a quorum, regardless of the number of members present.
6. At the Annual Membership Meeting, the President and the General secretary provide the Members with an executive report of previous fiscal year.
7. The Membership Meeting has the following functions:
   1. Election of the Board
   2. Receipt of the annual report, the audit and financial statement
   3. Establishment of the budget and determination of membership dues
   4. Revision of bylaws
   5. Dissolution of the society
8. The Membership Meeting selects two Auditors to audit the financial statement and inform the general members. One of the Auditors cannot be a Board Member.
9. Members have the opportunity at the Annual Membership Meetings to make suggestions and express their opinions regarding the society.
10. There is to be a transcript of the Membership Meeting, signed by the President or the Vice-President and the General secretary.

§ 7 Board of Directors

1. The Board of Directors consists of:
   1. President
   2. Vice President
   3. General secretary
   4. Treasurer
   5. four (4) additional Board Member.
      The Vice President shall always be the previous President.
      
2. The President, General secretary and the Treasurer are representatives of the society as constituted in § 26 BGB. Both officers are empowered to act independently, on behalf of the society.
3. Board Members are elected separately at the Annual Membership Meeting. The President, Vice President and other Board Members serve a of two-year term. The General cscretary and Treasurer serve a four-year term.  Each Board Member remains in his or her position until a successor has been elected. Für den Präsidenten und Vizepräsidenten ist eine einmalige Wiederwahl in dasselbe Amt zulässig. Für die anderen Vorstandsmitglieder ist eine mehrmalige Wiederwahl in dasselbe Amt zulässig.
   Der Vorstand kann eigenständig für die Vorstandsarbeit einen Pressesprecher und einen Mittelsmann/ eine Mittelsfrau für die ESCRS benennen und bestellen bzw. auch wieder abberufen. Der Pressesprecher und der/die ESCRS-Mittler sind kooptierte Vorstandsmitglieder ohne Stimmrecht. Revisions made by the Board must be entered in the Register of Associations.
4. During a Membership Meeting, the Board has the right to select –by unanimous agreement- a replacement Member from the general membership should a standing member should resign. This privilege can be revoked at any time.
5. The Board conducts the business of the society, administers its finances and is responsible for all other society matters, unless otherwise stated in the bylaws.
6. The President of the society convenes, upon demand, meetings of the Board by stating the reasons at least two weeks before the proposed meeting date.

§ 8 Amendments to the By-Laws

1. Revisions of these bylaws can be enacted by the General Membership. Amendment proposals must be presented to the Members at least 4 weeks before the Membership Meeting. Resolutions are passed by majority vote, provided that 75% of the Members are present.
2. Amendments to any bylaws dealing with the purpose of the society and its assets must involve an appropriate revenue office so as to avoid an adverse effect on the society’s non-profit status.

§ 9 Dissolution of the Society

1. For the dissolution of the society, refer to §8.
2. If the society is dissolved, discontinued or otherwise ceases to exist, all assets– after payment of  liabilities –  shall go to the Deutsche Ophthalmologische Gesellschaft Heidelberg e.V  [DOG e.V., German Ophthalmological Society], and is to be utilized directly and exclusively for non-profit use.
3. If the DOG e.V. no longer exists (or has discontinued its current purpose) at the time of DGII dissolution, the remaining residual assets will go, in accordance with the resolution passed by the membership,  to one or several non-profit organizations, whose interest most closely matches those of the DGII.

§ 10 Coming into Force

These bylaws were finalized by the membership on June 20, 1986 in Gießen and enacted by entry into the Register of Societies.

These by-laws were last amended on February 17, 2018.