Article 1

This statute lays down the provisions regarding the title, seat and representation; objectives and activities aimed at their fulfilment; publicity about the Organisation’s activities; membership and membership fees; members’ rights and obligations; internal structure; bodies within the Organisation, their make-up, authorities, decision-making processes, conditions and procedures of their election and revocation, terms of office, as well as the responsibility of its members; property and management of potential gains, procedures of property accumulation; termination and the procedure with property in the event of termination of the Organisation’s existence.

Article 2

Full title of the Organisation: Europska udruga doktorskih studija u području biomedicine i zdravstva /approved international title: Organisation for PhD education in biomedicine and health sciences in the European system/ ,

Abbreviated title of the Organisation: EUDSBIZ /approved international title: ORPHEUS/

Seat of the Organisation: Medical School Zagreb University, Salata 11, Zagreb, Croatia

Article 3

ORPHEUS is an Organisation registered at the Office of Public Administration of the City of Zagreb. ORPHEUS is a non-profit legal person.

Article 4

The Organisation has a flag and a seal in accordance with the decisions of the General Assembly.

Article 5

The Organisation is represented by its President, Vice-President, Secretary-General and Treasurer during their respective periods of office. The Executive Committee may authorise other persons within or outside of the EC to represent the Organisation for defined periods.

Article 6

The general objectives of ORPHEUS are:

• To stimulate development of and to disseminate good practice within PhD training programmes in biomedicine and health sciences.
• To stimulate quality assurance and evaluation of PhD training programmes.
• To dessiminate relevant information about doctoral education, primarily to members of ORPHEUS.
• To promote the inclusion of career development in PhD programmes.
• To represent doctoral education in biomedicine and health sciences and to influence policy-making at national, European and international levels.
• To cooperate with other associations with similar goals.
• To promote cooperation among members of the Organisation.
• To facilitate the mobility of PhD candidates and academic staff.

Article 7

The activities of the Organisation are aimed at accomplishing objectives listed in Article 6 including, among other activities:

• Organizing conferences, workshops and seminars.
• Participating in conferences and other activities organized by other institutions and associations.
• Publishing texts dealing with the Organisation’s field of activity.
• Performing surveys and research relevant to PhD programmes.
• Maintenance of a website with accurate and up-to-date information relevant to PhD candidates and programmes and that serves as a communication node for ORPHEUS members.

Article 8

The activities of the Organisation are transparent. This is achieved by providing appropriate information about ORPHEUS activities and significant events to its members by means of written reports, the website, and presentations during regular or special meetings appropriate about ORPHEUS activities and significant events. The website is the main repository for all official documents, meeting minutes and other information in the form of secure PDF documents.

Article 9

ORPHEUS will be composed of institutional, associate and honorary members.

Institutional membership is open to all schools, faculties, departments or units responsible for PhD programmes in Biomedicine and Health Sciences, and similar institutions.

Associate membership is open to institutions with a legitimate interest in PhD programmes in Biomedicine and Health Sciences.

Honorary membership may be conferred upon individuals and prominent scientists who rendered distinguished services to ORPHEUS. This includes the right to participate in all activities of the Organisation.

Article 10

• The Executive Committee shall approve the applications for membership and maintain a register of members.
• On payment of the annual subscription, membership of ORPHEUS is valid for that calendar year. All members (institutional, associate, and honorary members) who pay their annual membership fee and honorary members are eligible to vote in the General Assembly.

Article 11

The amount of the annual membership fee for institutional, associate and executive members is proposed by the Executive Committee and approved by the General Assembly of the Organisation. Honorary members are exempted from their annual membership fee.

Article 12

The members have the right to attend the Annual Meeting and to vote in the General Assembly, to elect and to be elected in all bodies of the Organisation.

The duties of the members are:

• To promote the interests of ORPHEUS and to refrain from activities prejudicial to the reputation of ORPHEUS.
• To observe the statutes and resolutions of the Organisation.
•  To pay the membership fee annually.
•  To preserve property and to comply with the responsibilities taken.

Article 13

Membership in the Organisation shall cease by:

• Self-imposed withdrawal.
• Failure to pay the membership fee.
• Expulsion

A member shall be deleted from the list of members without a special resolution on failure to pay the annual membership fee for three consecutive years.

The Executive Committee shall propose any resolution to expel a member from the Organisation. The expelled member has the right to file an appeal to the General Assembly.

Article 14

ORPHEUS may form alliances and international associations.

The General Assembly makes decisions on alliances.

Article 15

The bodies of the Organisation are:

• General Assembly
• Auditors
• Liquidator
• Executive Committee, including the:
  • President
  • Vice-President
  • Secretary-General
  • Treasurer
  • PhD candidate representatives
  • Past President

The General Assembly

Article 16

The General Assembly is the Organisation’s highest managing body. It comprises all the members of the Organisation with voting authority.

Article 17

The General Assembly of ORPHEUS shall elect the members of the Executive Committee, President, Vice-President, Secretary General and Treasurer. The General Assembly shall also elect one, two or three Auditors.

The General Assembly shall discuss matters submitted by the Executive Committee, such as strategy for ORPHEUS, or other matters submitted to the Executive Committee by its members.

The General Assembly holds its regular session once a year.

The President and Executive Committee of the Organisation convene the sessions of the General Assembly on their own initiative at least two months in advance.

In convening the General Assembly the President and Executive Committee determine the agenda of the meeting, its date and venue.

If the President is absent or otherwise prevented, his or her duties will be undertaken by the Vice-President.

A special meeting of the General Assembly may be called by the President or the Executive Committee after receiving a written request from at least one-third of the voting members. An agenda with the subject(s) to be discussed at that special meeting shall accompany the request. If the President or the Executive Committee does not convene a special meeting of the General Assembly within 2 months, the meeting may be convened by the proponents themselves.

Article 18

A moderator is agreed by the General Assembly at the start of the meeting to chair the Assembly. Minutes are taken of the session’s proceedings and kept in the Organisation’s archives.

Article 19

Decisions of the General Assembly are reached by a majority vote of the members present unless specified differently by the Statute. The General Assembly shall be inquorate for making policy decisions if fewer than one-third of all voting members are present. Such decisions must then be made by postal vote of all members. For any voting, the General Assembly can decide to have an open or secret ballot. For elections where there are more candidates than required, the ballot should be secret.

Article 20

The General Assembly of the Organisation:

• Adopts and amends the Organisation Statute.
• Approves the financial plan and the annual financial report.
• Approves other regulations and decisions relating to the Organisation’s activities.
• Elects the President, the Vice-President, the Secretary General, the Treasurer, the Executive Committee and the Auditors of the Organisation.
• Examines and approves reports of the Organisation’s activities.
• Provides guidelines for the Organisation’s activities.
• Investigates the member’s complaints against expulsions from the Organisation.
• Decides on termination of the Organisation’s activities.
• Performs other activities defined by the law or Statute.

The President

Article 21

The President of the Organisation performs executive functions and other activities defined by this Statute.

The President, on the advice of the Executive Committee:

• Represents the Organisation.
• Convenes the sessions of the General Assembly.
• Manages the activities of the General Assembly.
• Outlines the draft proposal of the plan of activities and any amendments proposed to the Statutes, which are submitted to the General Assembly to be examined and adopted.
• Outlines proposals for activity plans and programmes.
• Promotes the execution of the adopted plan of activities and implementation of decisions of the Organisation’s General Assembly.
• Manages the Organisation’s property.
• Submits a report on the Organisation’s activities to the General Assembly.
• Is responsible to the General Assembly.
• Is the legal representative of Organisation responsible that the activity of Organisation is in line with the Law in the country where the ORPHEUS account is based.
• Publicises the activities of the General Assembly.
• Organises a meeting of the Executive Committee annually.
• When necessary, appoints task forces and similar bodies and determines their objectives.
• Supervises material and financial transactions of the Organisation.
• Carries out other duties prescribed by the Statutes and general regulations of the Organisation.
• The President is elected by the General Assembly. The Executive Committee decides on the nomination for presidency. The President’s term lasts four years and they may be elected for another four-year period. The former President remains a member of the Executive Committee as Past-President during the four-year term of the new President.

The Vice-President

Article 22

The Vice-President closely cooperates with and substitutes for the President in case of inability, absence or as delegated by the President.

The Vice-President is elected by the General Assembly of the Organisation following nomination by the Executive Committee for a four-year period and can be re-elected for four more years.

The Executive Committee

Article 23

The functioning body of the Organization shall be its Executive Committee. The Executive Committee consists of not less than 9 and not more than 12 members, inclusive of the President, the Vice-President, the Secretary General, Treasurer and Past President. Members to the Executive Committee may be proposed by the Executive Committee and by members of the General Assembly. The term of membership in the Executive Committee shall be four years, and membership may be renewed for another four years. New members may be elected each year.

The work of the Committee shall be conducted in accordance with the stipulated roles of the President, Vice-President, Secretary General, Treasurer and other members. In the majority of cases ‘open’ voting is expected through a show of hands, but if a majority of EC members request an anonymous ballot then voting should be conducted in this way using sealed papers.

Election of the Executive Committee

Article 24

Nominations to the EC should be made directly to the President by interested parties and should include both a CV and a statement indicating a willingness to accept the expected Executive Committee duties.

The Executive Committee reviews all applications and prepares a proposal based on qualifications and geographical distribution for presentation to the General Assembly, together with a list of any other applications.

At the General Assembly, a formal voting procedure for the required number of members is enacted.

 PhD Candidate Representitives

Article 25

There should be two PhD candidates from different countries and with different research backgrounds, if possible, from countries other than the previous representative.

One new PhD candidate representative should be recruited each year from the country hosting the following annual conference and after the conference in their country, would continue for a second year. The duration of the mandate is 2 years.

Nominated candidates should have participated in at least one ORPHEUS event prior to their nomination and from a member institution.

The PhD candidate representative should be elected by the PhD candidates of the Institution hosting the next annual conference. Rights and duties:

• Participation and contribution to the annual ORPHEUS conference.
• Organisation of at least one PhD candidates’ workshop and report of the results to the Executive Committee.
• Participation in Executive Committee meetings.
• Function as the contact person for PhD candidates’ associations.
• Non-voting members of the task force set up by the EC.
• Voting right in the Executive Committee.

The Secretary-General and The Treasurer

Article 26

The Secretary-General and the Treasurer cooperate with the President and the entire Executive Committee in the performance of administrative duties, and are responsible for the performance of other tasks assigned by the Executive Committee.

The Secretary-General is responsible for the routine business of the Committee such as the keeping of its records, writing of minutes of the meetings, including General Assembly and Executive Committee Meetings, maintaining the directory of members, and other tasks.

The Treasurer has the authority to pay bills as authorized by the Executive Committee, shall maintain proper records and accounts and arrange for such reports on the financial status of the Organisation as may be requested by the Executive Committee, by the General Assembly, or by the Auditors and in accordance with defined SOPs. The Executive Committee may employ a professional accounting office as a support to the Treasurer whose primary task is to assure compliance with the Law in the country where the ORPHEUS account is based.

Financial reports should be published on the website.

The Secretary and the Treasurer are both elected by the General Assembly of the Organisation on the basis of a proposal by the Executive Committee or General Assembly for a four-year term and may be re-elected for a second four-year term.

The Auditors

Article 27

The General Assembly elects two Auditors for a period of three years with the possibility for re-election for an additional period. The Auditors review and verify the financial records and transactions of the Organisation.  On request, they must be given access to all records of the Organisation. The Auditors submit reports to the Executive Committee and the General Assembly once a year.

In addition to the elected Auditors, the Executive Committee may employ a professional auditor. The primary task of the professional auditor is to assure compliance with Law in the country where the ORPHEUS account is based.

Liquidator

Article 28

The liquidator is an individual or legal person appointed by the General Assembly. The liquidator is not necessarily a member of the Organisation. The liquidator represents the Organisation in the process of termination and the opening of the liquidation procedure. The liquidator is named in the Register of Associations as a person authorized to represent the Organisation for the completion of the liquidation process and deletion of ORPHEUS from the Register of Organisation.

Ambassadors

Article 29

Ambassadors are nominated by the Executive Committee to promote ORPHEUS activities and to recruit new ORPHEUS members in particular countries or regions.

Task Forces

Article 30

The Executive Committee may appoint permanent or temporary task forces or other bodies to deal with specific areas.

The objectives, tasks, duration and responsibilities of task forces or other bodies are stated in the decisions on their establishment.

Article 31

The Organisation’s property consists of:

• Financial resources
• Movable property
• Immovable property
• Other proprietary rights

Article 32

The Organisation gains property from:

• The membership fees
• Voluntary gifts and contributions
• Funding from units of local and regional self-government, the European Union and other international sources
• Publications
• Research funds
• Other legal sources

The Treasurer of the Organisation on behalf of the President and the Executive Committee submits the report on material and financial transactions to the General Assembly to be assessed and adopted.

The Organisation ceases to exist:

• Under circumstances determined by the law
• General Assembly decision to dissolve the Organisation
• Annexation to another association, incorporation into other association, subdivision of the Organisation into separate factions
• If the regular session of the Assembly was not held during consecutive years

In the event of the Organisation’s termination, the remaining property shall go to other associations or organisations with related interests at the discretion of the President, Vice-President, the Secretary-General and the Treasurer of the Organisation at the time of its termination.

Article 34

The Statute of the Association is adopted by the General Assembly by a majority vote of all General Assembly members following a prior discussion.

Article 34

The Statute of the Organisation is adopted by the General Assembly by a majority vote of all General Assembly members following a prior discussion.

Article 35

The Organisation’s General Assembly shall provide an interpretation of the provisions of this Statute.

The President of the Organisation shall provide an interpretation of other regulations of the Organisation.

Article 36

The Statutes may be altered by the General Assembly with a two-thirds majority of those present and eligible to vote. Information about proposed changes should be disseminated to members at least two months in advance.

The President of the Organisation shall provide an interpretation of other regulations of the Organisation.

Date & Place:

Stockholm April 2^nd, 2016

President of the Organisation, Bob Harris