EPS Statutes (English translation) as modified upon decision of the General Assembly on 23 May 2022, based on the original version used for the official registration of the EPS in Prato/Florence, Italy on 21 March 2012, Prato, Italy
1. Name and Headquarters
1.1. It is constituted a scientific Society named European Peptide Society (also known as EPS) with domicile in Prato (Italy). Any modification of the domicile within the municipality doesn’t constitute a modification of the Statute. The Executive Committee could transfer the domicile, set up offices, branches in other locations that could be determined by the Executive Committee itself.
1.2. The operational seat is in Italy.
1.3. The Society is also available via internet on the website.
2. Mission and Goals
2.1. The European Peptide Society is a non-political and non-profit organization with the objective of coordinating, promoting and representing to other similar entities and / or institutional organisms at the international level, in order to promote the advancement of research and training in the peptide sciences in Europe and in other extra-European countries.
2.2. The EPS may organize international scientific meetings, may support the organization of national meetings and training courses, may publish and disseminate knowledge on all aspects of peptide science, providing expertise to legislators and standardization panels, and maintaining contacts or associating or affiliating with other entities or societies of any nature or kind with similar scopes to EPS or strategic for it.
2.3. The Society may also undertake the activity of offering services which are in accordance with the aims of EPS.
3.1. The Society is permanent and can only be dissolved by resolution of the General Assembly in Extraordinary Session.
4. Organization and Structure
4.1. The EPS is a Society open to all academic peptide scholars that operate in countries of the European continent and in extra-European countries. If, with reference to each European country, at least seven (7) ordinary members are present among the ordinary members, they may request to be represented by their delegate who will assume the status of effective member with voting rights for the same country (so-called “Associated Country”).
The application shall be submitted to the Secretary of the EPS who will submit it to the Executive Committee. The Executive Committee will approve the request if the eligible criteria for admission are met. In the case of resignation for any reason of a delegate, the “Associated Country” which was represented by, shall nominate a new delegate who will be presented to the General Assembly by the Secretary of the EPS.
4.2. The governing bodies are:
a. The General Assembly
b. The Executive Committee
4.3. All social positions are free of charge, except for reimbursement of documented expenses made on behalf of the Society. The expenses shall be approved by the Executive Committee.
5.1. Three categories of members are identified:
a) Ordinary Members:
Any academic peptide scholar can apply for admission to the Society as an ordinary member if he/she can demonstrate to actively perform research in peptide science and to be co-author of at least one publication in the scientific press in the field of peptide science. These members do not have the right to vote in the General Assembly but can benefit from the activities of the Society.
b) Honorary Members:
Any physical or juridical person which has been designated by the General Assembly to be worthy to participate in the Society. These members do not have the right to govern the Society but can benefit from the activities of the Society.
c) Effective Members:
1. The members of the Executive Committee
2. The Editor-in-Chief and the Deputy Editor of the “Journal of Peptide Science”
3. Only one Delegate per “Associated Country”.
Only Effective Members have the right to participate and vote in the General Assembly.
5.2. Each member undertakes to respect the rules of this Statute, the provisions of the regulations made under this statute and the decisions taken by the legal bodies.
5.3. The membership of the Society also entails the obligation to pay a membership fee if requested by the Executive Committee and accepted by the General Assembly.
5.4. The Society ensures compliance with the rules governing the processing of personal data and is obligated to provide personal data of all the members of each country only for institutional and non-commercial scopes.
6.1. Those who are eligible to join the Society can apply using the application form posted on the Society website. The applicant asking to participate in the EPS shall agree with the scopes, mission, and Statutes of the European Peptide Society.
6.2. The Executive Committee, after verifying the necessary conditions for admission, acknowledges the applicant and orders its entry in the register of members. The refusal is not subject to claims. The Executive Committee has 60 (sixty) days to decide.
7.1. Any member ceases to belong to the Society in the following cases:
a) She/he resigns by any means to be communicated in writing and provided that it is still likely to ensure proof of receipt. The resignations take effect after days 8 (eight) after receiving the information.
b) Exclusion because of resolution of the General Assembly established for reasons of incompatibility with the Society or for violating the standards and requirements of the statutes or of having committed act or acts discreditable to the Society.
c) For failure to pay contributions within the reference year. In that case, the member ceases to belong to the Society since January 1st of the following year without further notice or formality.
8. General Assembly
8.1. The General Assembly is composed only by Effective Members as recorded in the members’ register.
8.2. The General Assembly may convene in Ordinary Session or in Extraordinary Session for specific issues.
8.3. President of the General Assembly is the President of the Executive Committee. In the event of his/her absence or disability a “person designated” by the majority of those present will be appointed. It is for the President or the person designated” to appoint a Secretary in charge of verbalization of the meeting.
8.4. The General Assembly is called at least once a year not later than May 31 by the President of the Society. The General Assembly can be called also :
– on specific request from at least a quarter of the effective members addressed to the President of the Executive Committee;
– on specific request from at least three members of the Executive Committee.
8.6. The General Assembly
a) an Ordinary Session resolves on the following matters:
1. Election of the Executive Committee.
2. Approval of the annual Financial Statement proposed by the Executive Committee.
3. Substituting a resigning member.
4. Deliberating the exclusion of a member.
5. Fixing the annual membership fee.
6. Regulating the internal and/or outside relations of the Society and/or implement the provisions of these Statutes, developing and approving internal rules of procedure.
7. Forming special committees to develop institutional non-administrative activities chaired by a member delegated by the Executive Committee.
8. Deliberating the venue and the organization of the biennial EPS symposia.
b) an Extraordinary Session resolves on the following matters:
1. Amendments to the Statutes.
2. Dissolution, liquidation of the Society and the appointment of the liquidator(s).
8.6. The General Assembly is called at least ten days in advance by any instrument of communication that guarantee a proof of reception, specifying the time, place and agenda. It may also include the time and place of the second call.
8.7. The General Assembly may be convened in any country that is represented among the effective members.
8.8. It is possible to hold the General Assembly by telecommunication instruments, under the following conditions:
– that the President of the meeting is allowed to verify the identity and legitimacy of those present, regulate the conduct of the Assembly, certify and announce the results of the vote;
– that the Secretary, taking the minutes, is allowed to adequately understand the Assembly discussion and the resolutions subject to minutes;
– that participants are allowed to participate in the discussion and simultaneous voting on the items on the agenda, as well as to view, receive or transmit documents.
The General Assembly will be considered held in the place where the Secretary or the Notary will be present.
8.9. The General Assembly:
– in ordinary call, both in first and in subsequent call it is duly constituted with the presence of at least half plus one of the effective members and deliberates with the majority of the members present.
– in extraordinary call, on first call, is duly constituted with the presence of at least 2/3 (two thirds) of the effective members and resolves with the majority of the members present; on second call, it is duly constituted with the presence of at least 51% (fifty-one percent) of the effective members and resolves with the majority of the members present.
The decision to dissolve and the devolution of the assets requires the presence and the affirmative vote of at least three-quarters (3/4) of the Effective Members.
8.10. In the event of a tie vote, the vote of the President prevails.
8.11. Minutes of the meetings are written by the Secretary and recorded in a special book after their approval. The Minutes shall be signed by the Secretary and the President.
9. Executive Committee
9.1. The Society is administered by the Executive Committee. It is composed of a minimum of five members (Officers) and a maximum of seven.
9.2. It is possible to hold the meetings of the Executive Committee by telecommunication instruments, under the following conditions:
a) that the President of the meeting is allowed to verify the identity of those present, regulate the conduct of the meeting, certify and announce the results of the vote;
b) that the Secretary, taking the minutes, is allowed to adequately understand the events of the meeting being recorded;
c) that participants are allowed to participate in the discussion and simultaneous voting on the items on the agenda, as well as to view, receive or transmit documents.
9.3. Each member of the Executive Committee has one vote and cannot be represented.
9.4. The Executive Committee members are in charge for a mandate period of four years and in any case till the approval of the annual Financial Statement of the fourth year and may be reappointed for only one consecutive mandate period of four years.
9.5. In the event of the resignation of a member of the Executive Committee, the Executive Committee itself will appoint, by co-option, a substitute who will remain in office until the next General Assembly meeting, which will have to proceed with the appointment. If the co-opted member remains in office for a period exceeding two years, he can be re-elected for only one further ordinary mandate. If, on the other hand, the co-opted member remains in office for a period of less than two years, he can be re-elected for two further ordinary mandates.
9.6. By May 31st of each year, together with the draft of the Financial Statement of the previous year, the Executive Committee shall submit to the General Assembly a report on the activities of the Committee. The Executive Committee shall make available the documents at least eight days before the Meeting of the General Assembly that shall approve them.
9.6. The Executive Committee can distribute tasks and assign tasks to each officer, who shall report to the Committee.
9.7. It is the responsibility of the Executive Committee to delegate to special committees to carry out institutional activities not chaired by an officer of the Executive Committee.
9.8. Except in cases of force majeure, the resigning members of the Executive Committee remain in office until they are replaced.
10.1 The President oversees the implementation of resolutions of the General Assembly and of the Executive Committee, is the legal representative and has signing authority.
10.2 If the President is temporarily unavailable, the Secretary acts as his/her substitute.
11.1. The Secretary shall implement the resolutions of the General Assembly and of the Executive Committee.
11.2 The Secretary is custodian of the members’ register which shall contain the names, personal details, title, and professional specialization, addresses, telephone and electronic mail.
12.1 The Treasurer shall take care of the financial administration of the Society through the bookkeeping, she/he prepares and supervises the annual receipts and payments.
12.2 The Treasurer may be delegated, separately or jointly with the President and / or the Secretary, to administer the bank account opened at the name of the Society, or on behalf of the Society with separate or jointly signature of the President and / or the Secretary within conditions provided in the nomination act.
12.3 The Treasurer may use the work of experienced professionals in accounting, tax, corporate and shall appoint a statutory auditor for the preparation and validation of the annual balance sheet and, if required, the budget estimate.
12.4 The Treasurer shall periodically keep informed the members of the General Assembly and of the Executive Committee on the results of financial management.
13. Fiscal Year
13.1. Each fiscal year begins on January 1 and ends on December 31. The first financial year ended on December 31, 2012.
13.2. At the end of each financial year, the Treasurer shall prepare the Financial Statement.
14. Society Assets and Cash on Hand
14 .1. The Society assets consist of:
• Any donations, donations specifically for the achievement of social goals;
• From the annual dues established by the General Assembly;
• From any extraordinary contributions.
14.2. Capital represented by the cash of the association shall be deposited in a bank account at the name of EPS, at a bank in the country of residence of the Treasurer.
15. Dissolution of the Society
15.1. The Society may be dissolved by the Extraordinary General Assembly meeting, which must appoint one or more liquidators and define their duties and competences.
15.2. The net assets upon liquidation shall be allocated to other public and / or private non-profit organization whose purpose and aims are similar to those of EPS.
16. Arbitration Clause
16.1. All disputes of an international character related to this Statute, including those relating to its validity, interpretation, execution and resolution, shall be settled by arbitration in accordance with the regulations of the International Arbitration Chamber of Milan. Arbitration shall be in Milan.
17. Rules of Court
17.1. Although not specifically provided for in these Statutes and/or internal regulations, the rules in force in Italy and governing societies will be applied.
Schedule of Constituent Countries
• Czech Republic
• The Netherlands
• United Kingdom.