ABOUT US - Legal Structure

STATUTES of the European Mathematical Foundation

Article 1
Name, seat and duration

The European Mathematical Foundation is a Foundation in the sense of Article 80 of the Swiss Civil Code. It has its seat in Zurich. The duration of the Foundation is not limited.

Article 2
Purpose of the Foundation

The Foundation has the purpose of furthering Mathematics in all its aspects in Europe (including scientific, educational and public awareness).

To this purpose the foundation can undertake the following activities:
  1. the establishment and supervision of a publishing house, whose mode of operation will be regulated by by-laws determined by the Board of Trustees of the Foundation;
  2. furtherance of the activities of the European Mathematical Society [“EMS”]; in particular, the furtherance, dissemination and popularization of mathematical knowledge, furtherance of exchange of ideas between mathematicians in Europe and between mathematicians in Europe and other mathematicians;
  3. collaboration with the administration of the EMS;
  4. support of activities of corporate member societies of the EMS.

The Foundation may, on the basis of decisions made by its Board of Trustees, extend all its activities towards further tasks with similar objectives.

Article 3
Foundation capital

The foundation capital is Euro 10'000.

The foundation capital may be increased anytime by additions from the founder or third parties.

Article 4
Bodies of the Foundation

The operating bodies of the Foundation will be:
  1. its Board of Trustees;
  2. the Executive Committee of the Board of Trustees;
  3. the managing director of the publishing house;
  4. the Auditors of the Foundation.

Article 5
Board of Trustees

The Board of Trustees will consist of at least 4 members but not more than 12 members.

Members of the Board of Trustees will include:
  • the current President of EMS;
  • the previous President of EMS, unless he/she renounces this office;
  • the current Secretary of EMS;
  • the current Treasurer of EMS;
  • a representative of the Swiss Federal Institute of Technology in Zurich [“ETHZ”].

The Board of Trustees may appoint further members at its discretion, as specified in the by-laws of the Foundation.

The President of EMS will chair the Board of Trustees.

The Board of Trustees will appoint a Secretary.

The Board of Trustees will supervise the management of the funds of the Foundation, and will ensure that the funds are used according to the aims of the Foundation. The Board of Trustees will meet at appropriate intervals, and at least once a year for an Annual Meeting. In that Annual Meeting the financial statements and budget of the Foundation will be approved. The Executive Committee of the Board may call a meeting of the Board of Trustees at any time.

The board of trustees will establish by-laws on the details of the organization and the management. These by-laws can be changed by the board of trustees within the purpose of the foundation any time and have to be approved by the supervising authorities.

A member of the board of trustees will in principle receive no payment from the Foundation. Expenses will be covered upon presentation of receipts. If some tasks are extraordinarily work intensive these can be paid for in an isolated case.

Article 6
Agency for Auditing

The Board of Trustees elects an independent external Agency for Auditing which audits the books of the foundation on an annual basis and submits its result to the Board of Trustees in a detailed report with the motion for approval. In addition it has to ensure that the Statutes and the purpose of the foundation are adhered to.

The Agency for Auditing has to inform the Board of Trustees on shortcomings observed during their investigation. If these are not corrected in a reasonable time period, the agency has to inform the supervising body.

Article 7
Executive Committee

The Executive Committee of the Board shall comprise the following:
  • the Chairman of the Board of Trustees (or a nominee from amongst the Board members);
  • two nominees of the Board of Trustees, at least one of whom is also a member of the Board of Trustees.

The Executive Committee is responsible for the day-to-day running of the Foundation, the Annual Report of the Board, the audited Annual Financial Report of the Board, and a budget. The Board of Trustees will specify who is authorized to sign for the Foundation.

The Executive Committee will supervise the investment of the funds of the Foundation.

Article 8
Changes to the Statutes of the Foundation

The Board of Trustees may, within the limitations of Article 85 and 86 of the Swiss Civil Code, with a two-thirds majority of the present or represented members of the Board of Trustees, decide on a total revision or a partial revision of the Foundation's Statutes.

The Board must submit its decision to the supervising body, the Swiss Ministry of the Interior, with a request for an appropriate changement decree.

Article 9
Termination of the Foundation

Should the objectives of the Foundation no longer be achievable for any reason, then the Board of Trustees may at its discretion decide to dissolve the Foundation, subject to the approval of the supervising body (the Swiss Ministry of the Interior). In the event of a dissolution of the Foundation, its remaining funds, after payment of all debts, may be given to organizations, foundations and institutions with the same or similar objectives to the present Foundation.