Articles of Incorporation Association documents are essential when establishing a formal association in Switzerland. This fundamental document, governed by the Swiss Civil Code, particularly Articles 60-79, serves as the constitutional basis for the association's existence and operations. It is typically used when founding a new association or updating an existing association's legal structure. The document must include specific mandatory elements such as the association's name, purpose, resources, and organizational structure, while also allowing for customization based on the association's specific needs. Swiss law requires that the articles be written and adopted by the founding members, and in some cases, depending on the association's purpose and structure, may need to be registered with the Commercial Register. The document becomes the primary reference point for governing the association's activities, member relations, and decision-making processes.
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1. Name, Registered Office, and Duration: States the official name of the association, its registered office location, and whether it has a limited or unlimited duration
2. Purpose: Defines the association's objectives and scope of activities
3. Resources: Details the financial resources of the association, including membership fees, donations, and other sources of funding
4. Membership: Defines categories of membership, admission criteria, rights and obligations of members
5. Resignation and Exclusion: Procedures for voluntary resignation and involuntary exclusion of members
6. Organization: Lists the governing bodies of the association (General Assembly, Committee, Auditors)
7. General Assembly: Powers, procedures, voting rights, and meeting requirements for the supreme body
8. The Committee: Composition, powers, and responsibilities of the executive body
9. Auditors: Role and responsibilities of auditors, if required
10. Signature Authority: Specifies who may legally bind the association
11. Liability: Defines the extent of liability and whether personal liability of members is excluded
12. Dissolution: Procedures for dissolution and distribution of assets
1. Working Groups: Include when the association plans to establish specific working groups or committees
2. Honorary Members: Include when the association wishes to recognize special contributors with honorary status
3. Branch Offices: Include when the association plans to operate in multiple locations
4. International Activities: Include when the association plans to operate internationally
5. Conflict Resolution: Include when specific dispute resolution procedures are desired
6. Amendment Procedures: Include detailed procedures for amending the articles beyond basic requirements
7. Special Interest Groups: Include when the association wants to formalize sub-groups within its structure
8. Electronic Communications: Include specific provisions for virtual meetings and electronic voting
1. Initial Committee Members: List of first committee members and their positions
2. Membership Fee Schedule: Detailed breakdown of membership fees for different categories
3. Organizational Chart: Visual representation of the association's structure
4. Internal Regulations: Detailed operational rules that may be modified without changing the articles
5. Code of Conduct: Ethical guidelines and behavioral expectations for members
6. Signature Regulations: Detailed rules about signing authority and procedures
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