Articles of association

Non-profit organisation
ESTONIAN LEUKAEMIA AND LYMPHOMA PATIENTS’ SOCIETY
Articles of association

  1. General provisions
    1. The non-profit organisation Estonian Leukaemia and Lymphoma Patients’ Society (hereinafter referred to as the Society) is a charity association of legal and natural persons acting in public interests.
    2. The name of the non-profit organisation is the Estonian Leukaemia and Lymphoma Patients’ Society and it is located in the town of Viljandi in the Republic of Estonia.
    3. The aim of the Society is to stand for the rights of leukaemia and lymphoma patients, protect their rights in public and contribute to improving the availability of the healthcare services and medicines they need.
  2. Procedure for and terms and conditions of membership in the association and withdrawal and exclusion therefrom
    1. Any natural or legal person who complies with the requirements set for members, wishes to develop activities that are in accordance with the Society’s aims and undertakes to comply with the Society’s articles of association and the decisions of the general meeting and management board may apply to become a member of the Society.
    2. To become a member of the Society, a written petition must be submitted to the management board.
    3. Admission of members to the Society is decided by the management board within one month.
    4. To leave the Society, a member submits a written petition to the management board.
    5. Members may be excluded from the Society by a decision of the management board if they:
      1. damage the Society’s reputation with their activity;
      2. fail to fulfil an obligation arising from the articles of association or determined by the bodies of the Society;
      3. have not attended any general meetings of the Society or any events organised by the Society within the last year; or
      4. use their member status for unfair competition.
    6. Exclusion of members is decided by the management board. Members whose exclusion is discussed have the right to take part in the management board’s meeting and present their position on the matter.
    7. A member excluded by the management board has the right to require that the issue of exclusion be decided at the general meeting of the Society following the exclusion.
  3. Rights and obligations of members
    1. In addition to other rights arising from laws and the articles of association, members of the Society have the right to:
      1. participate in the general meeting with the right to vote;
      2. be elected as a members of the bodies of the Society;
      3. obtain information about the activities of the Society from its management board and other bodies; and
      4. use the Society’s property according to the established procedure and receive the discounts offered to members.
    2. Members of the Society are required to:
      1. comply with the Society’s articles of association and good practices; and
      2. participate in the activities of the Society and perform the obligations imposed on them by decisions of the general meeting or of the management board.
  4. General meeting
    1. The general meeting, in which each member has one vote, is the highest body of the Society.
    2. The competence of the general meeting includes:
      1. amending the articles of association;
      2. changing the purpose of the Society;
      3. appointing and removing members of the management board;
      4. deciding on the conduct of transactions with members of the management board or another body or on the assertion of claims against them and appointing a representative of the Society in such transactions or claims;
      5. deciding on the sale and encumbering with real rights of the immovable property and movable property entered in a register belonging to the Society and determining the terms and conditions for the aforementioned transactions; and
      6. deciding on other issues that have not been placed within the authority of other bodies by law or the articles of association.
    3. The general meeting of the Society is called by the management board:
      1. to approve the annual report;
      2. if it is demanded by at least 1/10 of the members of the Society in writing and the reason is indicated or if it is demanded by the revision committee; and
      3. in any other cases if so required in the interests of the Society.
    4. All members are notified of the general meeting in writing at least seven days in advance.
    5. The general meeting has a quorum if at least a quarter of the members participate or are represented.
    6. A decision of the general meeting is adopted if over one-half of the members who participate in the meeting vote in favour and a greater majority is not required by law.
    7. The consent of two-thirds of the Society’s members is required to change its articles of association and that of 9/10 of members to change its objective.
    8. If the number of members stated in clause 4.5 did not participate in the general meeting, a new meeting is called with seven days’ notice. This general meeting has a quorum if at least seven members participate.
  5. Management board
    1. The everyday activities of the Society are managed and the Society is represented by the management board which includes at least one but not more than three members.
    2. Members of the management board are appointed by the general meeting for three years.
    3. The management board represents the Society in all legal acts.
    4. The management board has a quorum if over one-half of its members participate in the meeting and a majority vote in favour of the members present is required to adopt a decision of the management board.
    5. The competence of the management board includes, inter alia:
      1. organising the everyday activities of the Society;
      2. keeping account of the members of the Society;
      3. preparing the activity plan and budget of the Society;
      4. organising the preparation of the annual report and accounting; and
      5. using and disposing of the assets of the Society pursuant to the requirements arising from law, these articles of association and the decisions of the general meeting.
  6. Merger. Division. Liquidation.
    1. The merger, division and liquidation of the Society take place pursuant to the procedure provided by law.
    2. The liquidators of the Society are members of the management board or persons appointed by the general meeting.
    3. Upon the liquidation of the Society, after the satisfaction of claims, the remaining assets are transferred under income tax incentives to a society entered in the list of non-profit organisations and foundations.

The articles of association of the non-profit organisation Estonian Leukaemia and Lymphoma Patients’ Society were amended at the general meeting of 11 September 2006.

Members of the management board: Ave Vaidla, Karin Kullama-Themas and Kairi Jets.