How are we governed?

The governance of the Federation of European Microbiological Societies is described in four documents that constitute the FEMS Statutes.

FEMS is registered in the United Kingdom (in actual fact in England and Wales) as a Company (a Company limited by guarantee and not having a share capital; incorporated on 18 May 1998; No. 3565643), and as a Charity (No. 1072117). The registered office of FEMS is situated in Wrexham, UK. For this reason, the statutes adhere to UK format.

The two main statutory documents are the ‘Memorandum of Association’ and the ‘Articles of Association’, referred to as the ‘MemArts’. These two documents are fairly rigid in that they may only be amended after approval by the FEMS Council and relevant UK-authorities (like the Charity Commissioners). Besides the ‘MemArts’, two further statutory documents come in the form of two Standing Orders, one for ‘Company Administration’ and a second one for ‘Conduct of Council Meetings’. The Standing Orders may be amended upon Council approval only.

The four statutory documents are available in PDF format under the following links:

Memorandum of Association (PDF dated 08 September 2001) with the following sections:

1. Company name
2. Registered office
3. Objects of the Company
4. Powers of the Company
5. Income and property
6. Liability
7. Members’ undertaking to contribute
8. Transfer of property on cessation

Articles of Association (PDF dated 18 September 2001) with the following sections:

1. Interpretation
2. Members
3. General meetings
4. Notice of general meetings
5. Proceedings at general meetings
6. Votes of members
7. Number of directors
8. Powers of directors
9. Delegation of Executive Committee powers
10. Disqualification and removal of directors
11. Remuneration of directors
12. Directors’ expenses
13. Directors’ appointments and interests
14. Proceedings of Executive Committee
15. Minutes
16. Accounts
17. Notices
18. Winding up
19. Indemnity
20. Standing Orders

Standing Orders for Company Administration (PDF dated 25 September 2010)
Standing Orders for Conduct of Council Meetings (PDF dated 25 September 2010)

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