Statutes And Code Of Conduct

code of conduct of the German Chemical Society

The GDCh commits itself and its members to promoting freedom, tolerance and truthfulness in science, and in particular to preserving and increasing the reputation of chemistry and chemical knowledge and skills. All GDCh members are aware that, as scientists, they are particularly responsible for the impact of their professional activities on people and nature.

The GDCh and its members support and promote sustainable and long-term development in society, the economy and the environment and are committed to diversity, equality and inclusion in all their activities. They always act with an awareness of their responsibility towards future generations and are aware of the importance of chemistry for climate protection and future-proof and sustainable global development. They observe the laws and international conventions applicable to their work and its results and effects and oppose the misuse of chemistry, e.g. for the production of chemical weapons, addictive substances or the ecologically irresponsible use of chemical products or their production. When developing, applying and disseminating chemical knowledge, they are committed to the truth, observe the rules of good scientific practice in accordance with the specifications of the German Research Foundation and do not use unfair methods.

Members who violate these principles damage the reputation of science and the profession. They can be excluded from the GDCh.

§ 1 Name, Registered Office And Business Year

1. The association bears the name "German Chemical Society eV" with the abbreviation "GDCh". The association is hereinafter referred to as the company.
2. The company is based in Frankfurt am Main.
3. The company's financial year is the calendar year.

§ 2 Purpose, tasks and objectives

 

1. The company is committed to science and the public.
2. The company’s purposes and objectives are in particular:
   

    

   1. Promoting science in the field of chemistry and related areas;
   2. Promoting and maintaining the scientific exchange of information and opinions between all persons active in the field of chemistry and those interested in chemistry within the framework of the applicable laws and regulations;
   3. Promoting knowledge and understanding of chemistry and chemical relationships;
   4. Cooperation between scientists and teachers working at universities, other research institutions, authorities, schools and in industry and business;
   5. Promotion of young scientists;
   6. Promoting chemistry-oriented scientific education, training and continuing education;
   7. Recognition of outstanding scientific achievements;
   8. Promotion of scientific work and research projects;
   9. Promotion of scientific publications and information;
   10. Cooperation with domestic and foreign organizations with comparable scientific tasks;
   11. Advising legislative and administrative bodies as well as other public institutions or institutions committed to the common good in the sense of the aforementioned tasks and objectives;
   12. Promoting equal opportunities for men and women in chemistry and related fields.
       

3. The GDCh supports needy members and their relatives or survivors within the meaning of Section 53 of the Fiscal Code (AO) who are dependent on the help of others due to their physical, mental or emotional condition or who are in need of financial assistance. The GDCh can also appeal for donations for this charitable purpose.

 

§ 3 Realisation of purpose

 

1. The statutory purposes of promoting science and the general public are achieved in particular through:
   

    

   1. the cooperation of members from science, business and government institutions in Divisions, local associations, the Young Chemists Forum (JCF) and other sections of the society;
   2. the organisation and implementation of scientific events;
   3. informing politics, public administration and the media;
   4. the publication of an association publication in a suitable form (print, online, etc.) and of scientific publications, publications, reports, books in a suitable form (print, online, etc.) alone or in collaboration with other organizations;
   5. the implementation and evaluation of projects to promote research, technical information and education;
   6. the provision and promotion of information systems, particularly digital ones;
   7. the organisation of scientific information events for professional vocational training;
   8. the awarding of prizes for outstanding achievements in research, application, teaching and publishing;
   9. the professional and financial support of young scientists through the awarding of scholarships;
   10. cooperation with scientific organisations with similar objectives beyond national borders, particularly in publishing, in specialist information and in promoting the exchange of students and scientists;
   11. the trusteeship for dependent foundations whose purposes are also the purposes of the company;
   12. Collection and evaluation of data on studies and fields of scientific activity;
   13. Promoting measures for the development and quality assurance of study programs in chemistry and related areas of chemistry;
   14. Organising public events for education and information purposes;
   15. Implementation of measures to promote chemistry-oriented education, training and further training.
       

2. These activities are only pursued as statutory purposes as long as they are classified as non-profit or special-purpose operations for tax purposes.

 

§ 4 Means

The following resources are available to the company for its statutory purposes:

 

1. membership fees;
2. Donations and gifts;
3. Grants and project funds;
4. Assets and investment income;
5. Income from statutory activities .

 

§ 5 Non-profit status

 

1. The company exclusively and directly pursues non-profit and charitable purposes within the meaning of the section “Tax-privileged purposes” of the German Tax Code.
2. The company operates selflessly and does not primarily pursue commercial purposes.
3. The association’s funds may only be used for statutory purposes.
4. In their capacity as members, the members of the association do not receive any donations or shares from the funds of the association or the association’s assets.
5. Furthermore, no person may be favored through expenses that are unrelated to the company's purposes or through disproportionately high remuneration.
6. The Society's officers generally work on a voluntary basis, but are entitled to reimbursement of expenses.

 

§ 6 Membership

 

1. Anyone who wants to support the society's aims and objectives and is scientifically interested in chemistry can become a member. Membership is voluntary. There is no entitlement to admission into the society.
2. In order to achieve the statutory purpose in the scientific field of chemistry, the society strives to have as broad a membership as possible from all disciplines of chemistry.
3. The company has personal and supportive members.
4. The personal members are divided into:
   

    

   1. ordinary members;
   2. Honorary members;
   3. associated members.
      

   Ordinary members are:
   
   People working in chemistry and related fields as well as other people interested in the chemical and molecular sciences at home and abroad, including students and people in vocational or school training.
   
   The general General Assembly can appoint outstanding supporters of chemistry and the goals of the society as honorary members upon the recommendation of the board. Honorary members have the rights of ordinary members without their duties. Honorary membership is the highest award that the society can bestow.
   
   Associate members are people from Germany and abroad whose training is not in the field of chemistry and related areas and/or who do not work in this field and who are only interested in working in one of the Divisions and/or sections of the society. They only have the right to vote in these. The membership fee regulations regulate further details.
   

5. Supporting members of the society can be companies, legal entities, societies, corporations and institutions under public law, associations, interest groups and authorities that are able and willing to support the purpose of the society in an idealistic and material way.

§ 7 Acquisition and commencement of membership

 

1. The application for membership must be submitted in writing to the office . It must be accompanied by written acceptance of the Society's Code of Conduct.
2. The application will be announced to the members via the club publication. If no objection is received within four weeks of the announcement, the admission is approved; otherwise the Board will decide.
3. The new member will be notified of his or her admission by the office , enclosing the statutes .
4. If the annual fee is not paid, the membership rights will be suspended until payment is made.
5. The Board decides on the admission of a supporting member.

 

§ 8 Termination of membership

 

1. Every member can terminate his/her membership by giving notice. Everything else is regulated by the membership fee regulations.
2. Membership expires upon the death of a member or, in the case of legal entities, upon their dissolution.
3. Members can be excluded:
   

    

   1. in the event of a breach of the statutes or the Company’s code of conduct ;
   2. in the case of dishonorable and detrimental behaviour;
   3. if the membership fee is not paid despite a reminder.
      

4. In cases a) and b), the exclusion is pronounced by the Court of Honour and confirmed by the President of the Society.
5. In case c), the exclusion is pronounced by the Managing Directors .
6. The rights arising from membership expire when membership ends. Termination of membership does not release the member from fulfilling any remaining obligations to the association.

 

§ 9 Rights and obligations of members

 

1. All members according to § 6 paragraphs 4a - b and 5 have the same right to vote in the General Assembly or in written votes, the right of initiative according to § 13.2 and are entitled to submit motions to the General Assembly . These motions must be submitted to the office with a brief justification at least six weeks before the General Assembly takes place.
2. Within the framework of these statutes, every member is entitled to receive advice and information from the Society in clarifying non-profit issues in the chemical sciences and to participate in its events, provided that such support does not cause the Society to contravene the tax regulations of the tax code for non-profit organizations. The Society may demand an appropriate fee for special services requested and claimed.
3. All members are required to support the company in fulfilling its statutory duties. The statutes and the decisions of the company are binding.
4. All members are obliged to pay the contributions determined by the General Assembly on time and free of charge.
5. Members are also obliged to immediately inform the office of any change in their postal and electronic addresses.
6. The officers of the Society must be Full Members of the Society.

 

§ 10 Membership Fee

1. Each member must pay an annual fee.
2. The amount of the annual contribution for personal members is regulated by the contribution regulations and the contribution categories specified therein. The contribution regulations must be approved annually by the General Assembly .
3. The amount of the minimum annual contribution of supporting members is determined by the Board , as well as the adjustment of the annual contributions in agreement with these members.
4. The annual membership fee must be paid free of charge after receipt of the membership fee invoice by 31 March at the latest.
5. Honorary members are exempt from paying membership fees.
6. The rights of a member for the current financial year shall be suspended if the member has not paid his or her annual membership fee within a grace period of two months from the due date.
7. To cover extraordinary expenses, the General Assembly may, upon recommendation of the Board of Directors, decide to levy contributions.

§ 11 Bodies Of The Society

Take care of the affairs of society:

1. the general assembly;
2. the board of directors;
3. the presidium;
4. The Board;
5. the court of honor.

§ 12 General Assembly

 

1. The General Assembly is the highest body of all members of the Society present.
2. A regular General Assembly must be convened once a year. In order to enable as many members as possible to participate in the General Assembly without barriers, the General Assembly should generally be held by electronic communication (e.g. by telephone or video conference). In the case of Online participation, member rights (voting rights, participation in discussions, right to submit motions, etc.) can be exercised by electronic communication. The date of the General Assembly will be announced in writing, electronically or via the association publication at least eight weeks before the General Assembly, stating the provisional agenda. It will be convened by the president. The convening will be done in writing, electronically or via the association publication at least four weeks before the meeting, stating the final agenda. The president chairs the meeting. He/she can appoint another person to chair the meeting. Every properly convened General Assembly has a quorum.
3. The General Assembly is responsible in particular for the following tasks, taking into account Section 13 Paragraph 8 of these statutes of Association:
   

    

   1. Receipt and approval of the annual report and the annual accounts for the past financial year with discussion;
   2. Receipt and approval of the auditors’ report with discussion;
   3. Discharge of the Board of Directors and the Managing Directors;
   4. Adoption of the budget for the coming year;
   5. Approval of the contribution regulations;
   6. Resolution on a levy for one-off special expenses upon recommendation of the Board of Directors;
   7. Election of the members of the electoral committee for the board election;
   8. Election of the members of the Court of Honour upon proposal of the Board of Directors;
   9. Election of the auditors. They must be full members of the company and may not belong to a body of the company or be employed by it;
   10. Resolution on the appointment of honorary members upon proposal of the Board.
       

4. Each member can be represented at the General Assembly by another member or can represent one and only one other member. A power of attorney in text form is required for this. The power of attorney must be issued separately for each General Assembly .
5. Decisions of the General Assembly are made by a simple majority of the votes cast by the members present, unless the law or statutes provide otherwise. A tie vote is deemed to be a rejection.
6. A report must be drawn up on the General Assembly , which must be signed by the President or his/her deputy and the person taking the minutes.
7. The General Assembly is not public. The chairperson may admit guests.
8. Extraordinary general meetings will be convened:
   

    

   1. if the Board considers it necessary;
   2. if at least one tenth of the members request it in writing.
      

9. The extraordinary General Assembly must be held within eight weeks of receipt of the application. The members must be invited in writing at least 10 days in advance, stating the agenda.

 

§ 13 Board

 

1. The Board should be composed of people who have distinguished themselves through their commitment to the field of chemistry and its composition should reflect the diversity of the members of the GDCh. It consists of 15 full members, whereby at the time of election:
   

    

   1. seven from the scientific sector (universities, research institutions, authorities);
   2. seven should come from the economic and liberal professions sectors.
   3. One member is delegated by the chairpersons of the Divisions for a period of two years. One-time direct re-delegation is possible.
      

2. To elect members of the board, the Board submits a proposal to all eligible members that reflects the diversity of the membership as much as possible and that includes at least one representative of the Young Chemists Forum (JCF). Members can make further proposals. Each proposal from the membership must be signed by at least 50 eligible members. Members vote by secret postal vote or by comparable secure electronic voting methods. The election regulations regulate further details.
3. The Board is elected by the members for a term of four years. The term of office begins on January 1 of the financial year following the election. The elected members remain in office until the new board takes office. Direct re-election is possible once.
4. If a member of the Board of Directors resigns during a term of office, the person with the next highest number of votes in the corresponding area a) or b) will take his or her place; if the list of candidates is exhausted, the remaining Board will elect a replacement member for the remaining term of office.
5. The Board has a quorum if more than half of its members are present.
6. The Board decides by majority vote. In the event of a tie, the president's vote is decisive.
7. The Board may grant other persons guest status (without voting rights) on the Board for the entire term of office or for parts of it. If the Executive Committee member is not an elected member of the Board of Directors in accordance with Section 14, Paragraph 1d of these statutes of Association, this person will be granted guest status on the Board (without voting rights) during their term of office.
8. The Board is responsible for all matters of the company , unless they are reserved or assigned to other bodies or institutions of the company by mandatory legal provisions, provisions of the statutes or the board's rules of bylaws . The Board implements the resolutions of the General Assembly .
9. Everything else is regulated by the bylaws of Directors’ rules of procedure.

 

§ 14 Executive Committee (Board According To § 26 BGB)

1. The Executive Committee of the Society includes:
   1. the President,
   2. two vice presidents,
   3. the treasurer,
   4. the immediate predecessor in office of the President during the first year of the new President’s term of office.

2. The president and his or her two Deputy are elected from among the board members. Their term of office is two years. Direct re-election to the same office is not possible.
3. The treasurer should, if possible, be elected from among the current board members. In view of the special tasks of the office, the Board can also propose a person who is not a member of the Board . In this case, this person is an ex officio member of the Board . The treasurer's term of office is four years. He/she can be re-elected.
4. The members of the Presidium according to paragraph 1 a. to c. form the Board within the meaning of Section 26 of the German Civil Code (BGB). Each member is authorized to represent the company alone.
5. The member of the Presidium pursuant to paragraph 1 d. is an ex officio member of the Presidium and the Board of Directors without further election. He or she has an advisory function but no voting rights. If the person is one of the deputy presidents or declines the office, the position remains vacant.

§ 15 Management

 

1. To manage its business, the company will set up an office headed by a headquarters director and, if necessary, other managing directors. The managing director or managing directors represent the company in and out of court in all matters relating to day-to-day administration as a special representative within the meaning of Section 30 BGB.
2. The tasks are determined in the rules of procedure, which is an annex to the respective service contract.
3. The managing director is appointed by the company's board of directors and can be removed from office at any time.
4. The type of representation and, if necessary, an exemption from the restrictions of Section 181 of the German Civil Code (BGB) are to be determined by a board resolution.
5. The managing director must be registered for entry in the register of associations. The type of representation must be specified in the registration.
6. The management is entitled to appropriate remuneration as well as reimbursement of the actual expenses. The board of directors decides on the amount of the remuneration.

 

§ 16 Court Of Honour

1. The members of the Court of Honour are reappointed by the General Assembly every four years. Reappointment is permitted twice.
2. The Court of Honour decides in exclusion matters according to Section 8 Paragraphs 3 and 4 on the basis of the statutes and the code of conduct.

§ 17 Divisions

 

1. Divisions can be formed from the members of the society to carry out and deepen work in specific areas of chemistry or to deal with interdisciplinary topics. The Board decides on the establishment, dissolution or renaming of Divisions . Divisions work in accordance with rules of bylaws, which must be agreed with the Managing Directors .
2. The Divisions have the task of supporting the society and its purposes in their field and of promoting the scientific exchange of ideas in their subject area.
3. The members of a Division each elect a Board in accordance with the rules of bylaws.
4. Minutes are taken of every board meeting and General Assembly of a Division and must be approved by the chairperson. The office receives a copy of the minutes.
5. The chairmen of the Divisions meet at least once a year at the invitation of the President to discuss and coordinate scientific perspectives and priorities of the GDCh's work. The President can invite other people to this meeting as guests.

 

§ 18 local sections and other regional organisations

 

1. The local sections are regional divisions of the society. They promote the purposes of the society in their region. The local sections work in accordance with rules of bylaws .
2. The members of a local association elect a chairperson and a Deputy at a local meeting or by secret postal vote or by comparable secure electronic voting Deputy. Their term of office is a maximum of four years; re-election is possible once. Minutes of the election must be sent to the office .
3. The formation of new local associations and other regional divisions must be approved by the Board . The Executive Board also decides on the closure of regional divisions after hearing the members concerned.
4. Other GDCh structures can also form regional divisions.

 

§ 19 Youth organisation

1. The JCF (JungesChemieForum is the organization of the young members of the society. In it, they coordinate and organize their activities and represent their interests within the society at a regional and national level.
2. Everything else is regulated by bylaws to be approved by the Board.

§ 20 Amendment of the Articles of Association

 

1. Proposals to amend the statutes will be voted on in writing or using comparable secure electronic formats so that all members can participate.
2. The proposals will be communicated to all members with a statement from the Board of Directors for voting.
3. An amendment to the statutes is approved if at least three quarters of the responses received agree to the proposal.
4. The Board is entitled to make changes to the statutes if and to the extent that the non-profit status of the company or entry in the association register depends on this, or if the changes are editorial changes that serve the understanding of the statutes. The members must be informed of the changes as soon as possible.
5. The appendices to the statutes are not part of the statutes themselves. They are adopted by a simple majority of the members, the General Assembly or the Board .

 

§ 21 Dissolution

 

1. The general assembly decides on the dissolution of the society.
2. The dissolution of the company can only take place if it is initially proposed by the board of directors with at least a three-quarters majority of its incumbent members and a general meeting called for this purpose has also approved with at least a three-quarters majority.
3. In the event of the dissolution or dissolution of the company or if all tax-privileged purposes cease to exist, the assets go to the Deutsche Forschungsgemeinschaft or its successor organization, which has to use them directly and exclusively for charitable purposes of research in the statutory areas of the company.

 

§ 22 Entry Into Force

1. The new statutes will come into effect after approval by the members and registration in the register of associations.
2. At the same time, the statutes in the version dated 6 November 2014 will cease to be valid.