Statute for the German Society for Vascular Surgery and Vascular Medicine Society for Surgical, Endovascular and Preventive Vascular Medicine e. V.

§ 1
Name, registered office and purpose of the society

The German Society for Vascular Surgery and Vascular Medicine – Society for Operative, Endovascular and Preventive Vascular Medicine – is an association of natural and legal persons who are active in the field of vascular surgery and vascular medicine or who are involved in this field in a scientific or practical capacity or who have a particular scientific or professional interest in it. 

The Society has its registered office and place of business in Berlin.

The financial year is the calendar year. 

Purpose, tasks, non-profit status 

The purpose of the Society is to promote scientific and practical tasks in vascular surgery and vascular medicine to the greatest extent possible: 

• It addresses all issues relating to the field of vascular surgery and vascular medicine in research, teaching and healthcare, including professional development and specialist training.
• It also aims to maintain and deepen links with related medical disciplines and with corresponding domestic and foreign professional associations,
• to foster the exchange of experience and personal contact between vascular surgeons,
• making use of and evaluating the knowledge and experience of persons working in the field of vascular surgery for all members,
• the promotion of scientific work in the field of vascular surgery,
• the promotion of further training for members and young vascular surgeons, and
• the promotion of public health, including health education for the population.

The following activities in particular serve to fulfil these purposes 

• the Society's annual conference,
• other conferences, training courses and symposia,
• the awarding of honours to individuals who have made a special contribution to the development of vascular surgery, as well as the awarding of honours for scientific work or work of particular practical importance in the entire field of vascular surgery
• and, finally, cooperation with professional policy committees at state level (medical associations) and at federal level (German Medical Association) as well as with professional associations.

The Society is a scientific association that pursues exclusively and directly charitable purposes within the meaning of the German Tax Code. 

It does not seek to make a profit. All funds, any surpluses and other donations are used exclusively for the purposes of the Society. No member may benefit from expenses that are not related to the purposes of the Society or from disproportionately high remuneration. Membership does not entitle members to any benefits. 

§ 2
Members of the Society

Members of the Society may be ordinary members, extraordinary members, corporate members, corresponding members and honorary members. 

1. Any physician or vascular assistant/endovascular assistant who is actively involved in the field of vascular surgery, either in a practical or scientific capacity, may become a full member.
2. Associate members may be natural persons or legal entities who have a demonstrable interest in vascular surgery or who have rendered outstanding services to the field.
3. Corporate members may be scientific societies or associations from related fields of vascular surgery.
4. Renowned foreign surgeons who are to be honoured may be appointed as corresponding members.
5. Honorary members may be persons who have rendered outstanding services to the development and promotion of vascular surgery. 

Admission, rights and obligations of members 

Applications for admission as a full or associate member can be submitted at any time. The application must be submitted to the secretary using the form provided. The applicant's professional career must be described. The executive committee decides on admission.

Full members have full voting rights. 

Associate members may be admitted by the Executive Committee upon their own application and with the sponsorship of two full members. The application procedure is the same as for full membership. Associate members do not have voting rights and are not eligible for election. 

Corporate members may be admitted by the general meeting on the recommendation of the executive committee by a simple majority of the voting members present. The corporation and its individual members are not entitled to vote and are not eligible for election. 

Proposals for the appointment of corresponding members and honorary members must be submitted to the Executive Board with sufficient justification and accompanied by the relevant documents. The Executive Board decides on the appointment by a two-thirds majority of the voting members present. Corresponding members and honorary members are entitled to vote. Honorary members have passive voting rights. Corresponding members do not have passive voting rights. 

Membership fees 

The amount of the membership fee for ordinary members is decided by the general meeting. 

Associate members pay the same amount as ordinary members. 

If a legal entity is an associate member, the Executive Board shall agree on an appropriate contribution with that entity. 

Corporate members pay an annual flat rate to be agreed with the Executive Board. 

The Executive Board may reduce or waive the fees for ordinary and extraordinary members in individual cases for good cause. 

All membership fees are payable within two weeks of receipt of the invoice. 

Emeriti, retired or pensioned doctors do not pay any membership fees. 

End of membership 

Membership ends 

1. upon the death of a member or the dissolution of the legal entity,
2. upon resignation, which must be notified to the president in writing. Such resignation can only take place at the end of a calendar year and must be declared by the end of the current year at the latest. The membership fee is payable for the full calendar year.
3. upon removal from the membership list. The executive committee may decide to remove a member from the membership list if a member liable for membership fees has not paid their fees despite two reminders. The removal may only be decided upon after one month has elapsed since the second reminder was sent and the membership fee remains unpaid. If payment is made retrospectively, the President may reinstate the member without any special formalities.
4. By expulsion. Expulsion is possible in the event of loss of civil rights or medical licence, or upon justified request if a member damages the reputation of the Society or acts contrary to its objectives. The member to be expelled shall be given two months' notice of this request and the opportunity to respond in writing or orally. The Executive Committee shall decide on the request by majority vote. An appeal against this decision of the Executive Board may be lodged with the General Meeting, which shall decide by a two-thirds majority. 

§ 3
Organs of the Society

The organs of the Society are: 

1. the general meeting.
2. the Executive Board.
3. the commissions. 

Insofar as the term of office of members of the organs is limited in time in accordance with these Articles of Association, they shall continue to hold office after the expiry of their term of office until their successor takes office. 

General meeting

1. The ordinary general meeting shall take place in conjunction with the annual conference, either as a face-to-face meeting or as a virtual general meeting (online procedure). The online procedure shall be held in a chat room accessible exclusively to members or by video conference. Members may only access the chat room or video conference by entering their identification data and a separate password. Members shall receive the password, which is only valid for the current online meeting, in a separate email immediately before the meeting, at the latest 3 hours before it begins.
2. The President and Secretary shall jointly invite members to general meetings by publishing the agenda in the association's magazine and on the DGG website, giving at least one month's notice. The notice period shall commence on the day following the publication date of the association's magazine and the announcement on the website. Motions by members to add items to the agenda must be submitted to the secretary in writing, with reasons, at least 2 weeks before the general meeting. The secretary shall forward these motions to the president without delay. They shall be reviewed in advance by the executive committee and then read out at the general meeting. Upon resolution of the general meeting, they shall be accepted for discussion and voting.
3. The duly convened general meeting shall constitute a quorum regardless of the number of voting members present.
4. The general meeting has the following tasks, among others:
   1. Receiving the report of the President
   2. Receiving the report of the Secretary
   3. Receiving the report of the treasurer
   4. Receiving the report of the cash auditors
   5. Approving the annual accounts and discharging the executive committee
   6. Elections to the Executive Board, resolution of motions and discussion of other matters that serve to achieve the objectives of the Society.
5. Motions to amend the Articles of Association by members must be submitted in writing to the Executive Board at least 3 months before the General Meeting and supported by at least 30 members entitled to vote, or the Executive Board shall propose amendments to the Articles of Association. The motions shall be discussed by the Executive Board. The General Meeting shall decide on amendments to the Articles of Association, for which a two-thirds majority of the members entitled to vote present is required.
6. Extraordinary general meetings shall be convened if the majority of the executive committee deems this necessary, or upon written request from at least 30 voting members of the society, stating the reasons for the request.
7. The resolutions of the ordinary and extraordinary general meetings must be recorded in minutes. The minutes shall be taken by the secretary and signed jointly by the president and the secretary. If the secretary is unable to attend, the minutes shall be signed by another member of the Executive Board. The secretary shall send the minutes to all members no later than three months after the ordinary general meeting. Objections to the minutes must be submitted in writing to the president within 14 days. If no objections are raised, the minutes shall be deemed to have been accepted. Objections shall be submitted to the next general meeting, which shall decide by a simple majority of votes.

Executive Committee

To be eligible for election to the Executive Committee, candidates must be recognised as specialists in vascular surgery or specialists in surgery with a focus or sub-specialism in vascular surgery.

Only full members and honorary members may be elected to the Executive Board.

To initiate the election process, the Executive Board shall inform all members of the upcoming elections together with the invitation to the General Meeting and shall invite all members entitled to vote to nominate their own candidates within three weeks of this announcement. Any member entitled to vote may submit nominations in writing; these must be signed by at least 10 other members entitled to vote 

from at least two different institutions. In addition, written confirmation from the proposed candidate must be submitted, in which he or she confirms their willingness to stand for election. The nominations of the members entitled to vote must be received in writing by the secretary of the Society within the specified period after the announcement of the elections. The nominations of the Executive Board and those of the voting members will then be announced on the DGG website. 

The elections shall take place at the general meeting. For each election, the Executive Board of the Society shall appoint an election officer and election assistants. The election officer determines which nominations are submitted for election and accepts the nominations. He/she determines whether the nominated candidate is willing to stand for election; absent candidates must provide this declaration in writing. 

In an open vote, hands must be raised. If there is any doubt about the result of the vote, the votes must be counted. In a secret ballot, the name of the candidate for whom the member is voting must be entered on the ballot paper. The votes shall be counted by the election officer. Invalid ballot papers shall not be taken into account when determining the election result. The election officer shall determine the result and announce it to the general meeting.

The candidate with an absolute majority of votes is elected. If, in elections between two or more candidates, none of them receives an absolute majority of the valid votes cast, a run-off election must be held between the candidates with the highest and second-highest number of votes from the first ballot. The run-off election shall be repeated until one candidate has achieved an absolute majority. The elected candidate shall declare whether he or she accepts the election.

In order to ensure the principles of a proper, documentable and, if necessary, secret election procedure, elections at virtual general meetings shall be conducted using appropriate software or online tools.

The Executive Board consists of 9 members: 

1. the President, who is elected for a term of 2 years and who, after expiry of his/her term of office, automatically remains a full member of the Executive Board (Past President) for a further 2 years,
2. the Vice-President, elected for a term of two years, who automatically becomes the next President at the end of his/her term of office,
3. the Secretary, elected for a term of three years,
4. the treasurer, elected for three years,
5. the representative elected for two years from the group of members in dependent employment (senior physician or ward physician position). If his/her position changes during his/her term of office, this board position shall be up for election at the next general meeting.
6. the representative of university vascular surgeons with venia legendi for the subject of vascular surgery and in a leading position in teaching, research and patient care at a university hospital, elected for a term of two years. If his/her position changes during his/her term of office, this board position shall be up for election at the next general meeting.
7. The representative elected for two years from among the ranks of practising vascular surgeons. The representative must be a member of the Working Group of Practising Vascular Surgeons (ANG e. V.). In this respect, the ANG e. V. has the right to propose candidates.
8. Another board member who is elected for a term of two years. 

Re-election of board members – including in other functions and positions – is possible.

Board members remain in office until their respective successors take office. 

The secretary maintains the membership directory and is responsible for taking the minutes at meetings and sessions and must co-sign them. In agreement with the president, he or she handles the society's correspondence, unless this is the responsibility of the president or other board members. 

The treasurer shall render account annually of the income, expenditure and financial position of the Society. The treasurer shall keep records of the use of the Society's funds in accordance with §1 of these Articles of Association. The accounts shall first be audited by a tax advisor and then by two cash auditors elected by the General Meeting. 
The Executive Board shall pass its resolutions at Executive Board meetings convened by the President or, on his/her behalf, by the Secretary. These Executive Board meetings shall be chaired by the President or, in his/her absence, by the Vice-President. The invitation to the Executive Board meeting shall be sent out, stating the items on the agenda, as a rule 4 weeks before the date of the meeting. A meeting shall be convened at the written request of at least one third of the members of the Executive Board. 

The Executive Board shall constitute a quorum if at least three members of the Executive Board are present. 

The President and the Secretary are jointly authorised to represent the German Society for Vascular Surgery (Deutsche Gesellschaft für Gefäßchirurgie e.V.) in and out of court. The Vice-President may act on behalf of the President. The treasurer or another member of the Executive Board may act on behalf of the secretary.

The members of the Executive Board may receive a lump-sum expense allowance.

Management

The Executive Board is authorised to appoint a full-time managing director as a special representative in accordance with Section 30 of the German Civil Code (BGB) for the day-to-day management of the association.

Committees

The Executive Board may appoint committees for special tasks. In addition to members of the Executive Board, ordinary members of the DGG may also belong to the committees. The chairpersons of the committees are appointed by the Executive Board of the DGG and confirmed by election within the committee. The term of office is two years, and re-election is possible. The Executive Board decides on the admission of members to the committees at the request of the committee chairpersons. The committees shall keep minutes of their meetings. These minutes shall be submitted to the President and the Secretary without being requested. Further details are regulated in the rules of procedure issued to the committees by the Executive Board.

§ 4
Dissolution of the Society

The dissolution of the Society can only be decided upon at a general meeting with a two-thirds majority of the voting members present. 

In the event of dissolution or termination of the association or discontinuation of its previous purpose, the association's assets shall fall to a public-law corporation or another tax-privileged corporation to be determined by the executive committee for the purpose of promoting science and research. 

The consent of the competent tax office must be obtained before the assets are transferred. 

§ 5
Editorial amendments to the Articles of Association

The executive committee is authorised to make amendments to the statutes that merely change the wording of the text of the statutes (so-called editorial amendments). 

§ 5
Entry into force

These Articles of Association were adopted by the meeting of the founding members on 7 December 1984 and by the general meetings on 10 April 1985, on 13 October 1988, on 25 May 1995, on 1 December 2000, on 12 September 2002, on 22 September 2005, on 16 October 2009, 22 April 2010 and 1 May 2015, and amended to its current form on 6 April 2022.

We certify the accuracy and completeness of the Articles of Association in accordance with Section 71 (1) sentence 4 of the German Civil Code (BGB).

 

Prof. Dr. med. Markus Steinbauer
President 2021–2022

PD Dr. med. Farzin Adili
Secretary 2019–2022
 

 

Download: DGG Articles of Association (PDF)

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