Articles of Association

I. Aims of the Association

1. The Association bears the name “I.O.T.A. e.V.– International Ophthalmic Technology Association, e.V.

2. The Association’s headquarters are Bonn, Federal Republic of Germany.

3. The Association has been entered in the Associations Register of the Bonn Municipal Court under the number 4945.

4. The aims of the Association are as follows:

a)Development of joint industry standards to realize and optimize the digital exchange of information and data
b)International exchange of experience and market observation for the development of new applications for data exchange in the area of ophthalmology, optometry and optical business.
c)Constructive international meetings during the various international trade fairs and congresses
d)International information from and for members about innovations in the field of ophthalmic technology through the regular publication of the I.O.T.A.
e)The formation of business - and private-contacts - on an international level

5. The Association is ideologically neutral. It works exclusively and directly for the welfare of the public, with no intention of achieving profit or gain. Existing profits shall go towards furthering the Associations aims, as long as they do not, under the terms of orderly business conduct, have to be transferred as necessary funds. Profits shall not be distributed.

II. Membership

6. Two types of membership – individual membership and firm membership respectively – as well as a form of association membership are possible:

6.1.  Individual – and firm-membership

Ordinary membership of the Association is open to any person who
a)Acknowledges the Associations aims, and who, as a producer of ophthalmic and optometric devices and any kind of provider systems of software, distributor of these products, consultants and who is active as user of “ophthalmic technology”, such as ophthalmologist, optometrist or optician, or who intends to take up such activity and call upon the services of the Association. Applications for ordinary membership require references from an enrolled member.
b)Colleagues of ordinary members may become subscribing members, along with any legal natural person who is prepared to promote the aims of the Association trough member-contributions and donations.

6.2.  Association membership

With the agreement of I.O.T.A. e.V., Country-sections with their own regulations and body corporate may be formed, and in any case acquire ordinary Association-membership.

Any President of a Country-section belongs by virtue of his office to the Presidency of I.O.T.A. e.V.
I.O.T.A. e.V. as the overlapping Association for these member-associations will assert its function of leading international association.

7. The applicant for membership shall send a written request for admission to the managing board, which will then decide upon admission and type of membership.

8. Membership shall be terminated by the withdrawal, death or exclusion of a member, and in the case of legal associations with dissolution of such.

9. Minimum length of membership is one calendar year. It is then extended by a further calendar year if notice of membership is not send via registered post to the managing board by three months before the end of the calendar year at the latest.

10. Exclusion is effected via the managing board. It can be affected if a member gravely transgresses the aims of I.O.T.A. e.V., or if he is in default with his contributions and his debt exceeds one annual contribution.

11. Each ordinary and subscribing member is equally entitled to make use of the Association’s services.

III. The Organs of the Association

12. The organs of the Association are the Assembly of Ordinary Members (in accordance with No. 6.1. of these regulations), the managing board and Presidency.

13. The Association is divided into country-sections on an international level.

14. The Assembly of ordinary individual members is the highest organ of I.O.T.A. e.V. It is convened at least every three years. Notice of convocation is to be given in writing via the managing board. Invitations, and notification of daily agendas, must be posted off at least two month before the Assembly of Members is due to be held.

15. The location of the Federal Assembly of Members shall be determined by the managing board.

16. The Assembly of Members only deals with matters mentioned in these regulations. Apart from matters mentioned elsewhere these are:

a)Changes in regulations
b)The election and formal acceptance of the managing board.
c)Dissolution of the Association

17. The Assembly of Members is competent to pass a resolution irrespective of the member of those present. It passes its resolutions by means of a simple majority. Election of members to the managing board requires an absolute majority in the votes of those present. To change the regulations a majority of 2/3 in the votes of those present is necessary, and to dissolve the Association, one of ¾. A resolution of the Assembly of Members cannot be contested for the simple reason that, some members who share in the voting have their membership-rights suspended. Resolutions of the assembly of Members must be in writing and are to be signed by the keeper of the minutes and a member of the Managing board.

18. The managing board consists of:

-The President
-The Vice-President
-The Secretary
The “board”, in accordance with §26 BGB are
-The President
-The Secretary

I.O.T.A. e.V. is represented by the President and the Secretary. Both are sole acting representatives.

19. The Presidents of the country-sections will be called to the sittings of the managing board for consultation if important questions and decisions concerning the country-sections are at stake.

20. The term of office of the managing board is three years. The managing board shall remain in office until its re-election.

21. The managing board deals with those affairs of I.O.T.A. e.V. which have not been delegated to the Assembly of Members. Matters of daily routine are to be considered as, transferred to managing board.

22. The President and the Vice-President are in office in an honorary capacity. They nearly receive remuneration calculated on labor expended. Salary and remuneration should be measured against tasks set and labor expended.

23. The managing board decides with the majority of its votes.

24. The Presidency consists of all the members of the managing board and the presidents of the country-sections. The President is chairman of the Presidency. Presidency sessions should be convened at least once annually. The agenda must contain the following points:

a)An account by the President of I.O.T.A. e.V.`s activities
b)An account by the Presidents of the country-sections of their work
c)Discussion of common activities, propositions and tasks.

25. The board may appoint a scientific, technical and commercial counselor which supports the board in every respect.

26. Each country-section can elect its own rules of procedure, but they may not contravene these regulations.

IV. Membership rights and duties

27. Members are duty-bound under the terms of these regulations to promote the aims of the Association. They are further bound to pay yearly contributions under the terms of the contribution rules currently in force. The contribution rules do not constitute part of these regulations. The amount of payments is determined by the managing board.

28. The rights of a member are suspended if that member is in arrears with his payments.

V. Concluding clauses

29. In the event of dissolution of the Association, the Association’s assets, in accordance with the regulations of the Federal Assembly of Members, shall devolve upon an organization which promotes the public welfare of vocational training for the handicapped. The managing board can be authorized to decide upon such an organization.