I. GENERAL PROVISIONS:
1.1. The Lithuanian Sociological Association (hereinafter – the Association) is a public legal entity with limited civil liability. The legal form of the Association is an association.
1.2. The Association acts in accordance with the Constitution of the Republic of Lithuania, the Civil Code of the Republic of Lithuania, the Law on Associations of the Republic of Lithuania, other legal acts, and these Articles of Association.
1.3. The Association operates within the entire territory of Lithuania.
1.4. The Association is an economically and financially independent association, having its own account, a seal with the name of the organization, an emblem, and independently representing its interests in state institutions.
1.5. The headquarters of the Association is determined by the Board of the Association.
1.6. Documents and other information regarding the Association’s activities are provided to members immediately, no later than within 7 working days from the submission of the request, at the request of an Association member. Association members may familiarize themselves with the list of Association members at the Association’s headquarters. Association documents, copies thereof, or other information are provided to members free of charge.
II. OBJECTIVES OF THE ASSOCIATION:
2.1. The main objective of the Association is to professionally and responsibly develop and strengthen the science of sociology, studies, and applied research oriented towards the needs of contemporary society.
2.2. To represent the collective interests of Lithuanian sociologists in international organizations, state institutions, and other national associations by submitting proposals regarding the development of the science of sociology, the ethics and quality assurance of sociological research, and the effective organization of sociology studies.
2.3. To develop cooperation with similar scientific associations in Lithuania and other countries, as well as with international organizations.
III. ACTIVITIES OF THE ASSOCIATION
3.1. In implementing its objectives, the Association:
3.1.1. provides assistance to Association members in researching social processes and phenomena occurring in Lithuania, creating social programs and projects, and informing the public about the results of such sociological research;
3.1.2. organizes meetings, conferences, discussions, competitions, and other events contributing to the development and strengthening of the science of sociology;
3.1.3. prepares and implements projects and programs in the field of sociology studies;
3.1.4. maintains contacts, consults, and cooperates with all Lithuanian organizations whose activities are related to sociological research and studies;
3.1.5. maintains contacts and cooperates with foreign sociological associations and international organizations;
3.1.6. publishes books, periodic scientific and other publications that correspond to the organization’s objectives and promote its activities;
3.1.7. distributes information to Association members and other institutions about scientific and practical events important to sociologists in Lithuania and abroad, research and projects conducted in Lithuania, new publications, and cooperation opportunities;
3.1.8. actively participates in the process of shaping national science policy, ensuring adequate representation of the interests of social sciences.
IV. MEMBERS OF THE ASSOCIATION. THEIR RIGHTS AND DUTIES
4.1. The Association consists of individual members (natural persons).
4.2. Any adult citizen of the Republic of Lithuania or another state who acknowledges and complies with these Articles of Association and pays the membership fee may become a member of the Association.
4.3. A person wishing to become a member of the Association fills out a standard application form. The decision regarding membership is made by the Board of the Association by open vote by a simple majority.
4.4. A supporter is considered an organization or natural person who supports the Association and its activities. The President registers members and supporters. Relations with supporters are regulated by mutual agreements.
4.5. A member of the Association may be granted the title of honorary member. The title of honorary member of the Association is granted to citizens who have made exceptional contributions to the development of sociology in the Republic. This title may be granted to a representative of other sciences, a foreign sociologist, or a supporter (patron). Honorary members are elected at the General Meeting of Members upon the recommendation of the Association’s Board or a group of members.
4.6. A member of the Association has the right:
4.6.1. to participate and vote in the General Meeting of the Association’s members, to elect and be elected to the Association’s governing bodies;
4.6.2. to familiarize themselves with the Association’s documents and receive all information held by the Association about its activities, to submit proposals, and express an opinion regarding the Association’s activities;
4.6.3. after receiving authorization from the Association’s President, to represent the organization at seminars, conferences, other forums, or organizations;
4.6.4. to suspend their membership or withdraw from the Association at any time. In such a case, membership fees or other funds and assets transferred to the organization are not returned. Membership in the Association is considered suspended or terminated from the moment the member submits a request to the Association’s President or the Board.
4.6.5. other rights established by the Law on Associations.
4.7. A member of the Association must:
4.7.1. comply with the Association’s Articles of Association;
4.7.2. regularly pay the membership fee;
4.7.3. participate in the Association’s activities in implementing its objectives.
4.8. The Association’s Board may remove or suspend a person’s membership in the Association if they do not comply with the Articles of Association or have violated professional ethical requirements. Suspended membership is restored by a decision of the Association’s Board.
V. MEMBERSHIP FEE
5.1. Members of the Association pay an annual membership fee. The amounts and procedures for paying entrance fees and membership fees are approved by a decision of the General Meeting of Members.
5.2. The General Meeting of the Association’s members, taking into account the social situation of individual members of the organization, may reduce their membership fee.
5.3. If a member of the Association does not pay the membership fee for more than a year without a valid reason, their membership in the organization is automatically suspended. Membership may be restored by a decision of the Board upon payment of the mandatory annual membership fee for the current year.
VI. GOVERNANCE OF THE ASSOCIATION
6.1. The bodies of the Association are: The General Meeting of Members; The President; The Board; The Auditor.
6.2. General Meeting of Members:
6.2.1. The General Meeting of the Association’s Members (hereinafter – the Meeting) is the highest body of the Association. The ordinary General Meeting of Members is convened by the Board once a year, no later than within months from the end of the financial year. If the Board does not convene the ordinary General Meeting of Members within the terms established by these Articles of Association, the Meeting is convened by the Head. An extraordinary general meeting of members may be initiated and organized by an initiative group consisting of at least 1/3 of the members, the Board, or the Head.
6.2.2. All members of the Association have the right to participate in the Meeting.
6.2.3. The Association’s Board must inform members about the place and time of the Meeting no later than one week before the Meeting in the manner established in point 11.2 of these Articles of Association. The notice regarding the convened general meeting of members must indicate the agenda, date, time, and place of the meeting.
6.2.4. The Meeting is lawful if more than half of the Association’s members participate in it. Decisions are made by a simple majority vote, except in cases provided for in these Articles of Association and the Law on Associations. If there is no quorum at the general meeting, a repeated general meeting of members is convened within 14 days, which has the right to make decisions on the issues of the agenda of the failed meeting and for which the quorum requirement does not apply. Each member of the Association is notified about the convened repeated general meeting no later than 7 days before the day of the meeting in the manner indicated in point 11.2 of the Articles of Association. A general meeting of members may be convened without adhering to these terms if at least 2/3 of the Association’s members agree to it in writing.
6.2.5. The Meeting:
– adopts and amends the Association’s Articles of Association;
– elects and recalls the Association’s President and the Association’s Board;
– appoints the Association’s Auditor;
– approves the set of the Association’s annual financial statements;
– approves the Auditor’s report;
– determines the amount of the Association’s members’ entrance fees and the amounts of membership fees, and the procedure for their payment; makes decisions regarding the restructuring and termination of the Association (reorganization or liquidation); makes decisions regarding the Association’s membership in international organizations.
6.2.6. The Meeting decides other issues not assigned to governing bodies by these Articles of Association or the Law on Associations.
6.2.6. The Meeting is chaired by the Association’s President or another person elected by the Meeting.
6.2.7. Meetings are recorded in minutes, and the minutes are signed by the chairman and secretary of the meeting.
6.2.8. The Meeting may take place remotely (by means of electronic communication).
6.3. Association President.
6.3.1. The Association’s President is elected by the Meeting for a three-year term. The President may be recalled before the end of the term only by the votes of 2/3 of the members of the Meeting.
6.3.2. The Association’s President, in addition to the functions established in Article 2.82 of the Civil Code:
– acts on behalf of the Association without separate authorization;
– hires and fires employees, enters into employment contracts with them;
– appoints a treasurer and secretary from among the members of the Association’s Board;
– submits the Association’s data, information, and documents to the manager of the Register of Legal Entities;
– submits information and documents to the general meeting of members, the Board, and the Association’s members;
– implements the decisions of the general meeting of members and the Board;
– organizes voluntary work in accordance with the procedure established by the Law on Voluntary Activity of the Republic of Lithuania;
– performs other functions arising from the Association’s activities set forth in legal acts, these Articles of Association, and the President’s job description.
6.4. Association Board.
6.4.1. The Association’s Board is a collegial governing body of the Association. The Board is elected and recalled by the general meeting of members for a three-year period. The number of terms for members is unlimited.
6.4.2. The Association’s Board consists of 7 members (the Association’s President and six other persons elected at the Meeting). The Board elects the Chairman of the Board from among its members.
6.4.3. A meeting of the Association’s Board is lawful if more than half of the Board members participate in it.
6.4.4. Decisions of the Association’s Board are made by a simple majority vote.
6.4.5. If necessary, a meeting of the Association’s Board may take place with board members participating remotely (by audio or video conference). The remote participation of Association members in the meeting is noted in the meeting minutes.
6.4.6. The Association’s Board:
– prepares guidelines for the organization’s activities, analyzes the results of the Association’s activities, the use of financial resources, tax inspections and audits, inventory and other accounting data of assets, and submits proposals on these issues to the general meeting of members and the Head;
– adopts resolutions on issues of purchase, transfer, lease, and restrictions on ownership rights of real estate, without violating the restrictions on the Association’s activities established by law; considers issues raised by Board members, Association members, and the Head;
– determines the organizational structure of the Association’s administration and employee positions, approves the salary amounts for administration employees;
– organizes the Association’s activities, prepares and implements projects;
– approves the establishment of the Association’s Working Groups and their programmatic guidelines;
– convenes the Meeting, determines its place, time, and agenda;
– prepares the Association’s annual activity report for the past financial year and submits it to the general meeting of members;
– publishes public information or organizes its publication;
– admits and removes Association members, manages the accounting of members and membership fee payments;
– makes a decision regarding the establishment of other legal entities or becoming a participant in other legal entities;
– decides other issues assigned to the competence of the governing body by the Law on Associations, which are not assigned to the competence of the Association’s President in these Articles of Association.
6.4.7. The meeting of the Association’s Board is chaired by the President or another person elected at the Board meeting.
6.4.8. Meetings of the Association’s Board are recorded in minutes, and the minutes are signed by the chairman of the meeting and the secretary of the Association’s Board or another member of the Association’s Board appointed by the chairman of the meeting.
6.5 Auditor
6.5.1. The Auditor is a body of the Association that performs the control of the Association’s financial activities.
6.5.2. The Auditor is appointed by the Meeting for a three-year period.
6.5.3. The Auditor cannot be a member of the Association’s Board. The duties of the Auditor may be performed by both a member of the Association and a person not belonging to this organization.
6.5.4. The Auditor may be a person hired in accordance with the labor laws of the Republic of Lithuania or work free of charge.
6.5.5. Once per calendar year, the Auditor submits a report to the Meeting.
VII. FUNDS OF THE ASSOCIATION
7.1. The funds of the Association consist of funds collected for membership fees, funds donated (gifted) by natural persons, charity organizations, and charitable foundations, funds donated (gifted) by non-governmental organizations and international public organizations, interest from credit institutions for the Association’s funds held, as well as funds and assets donated by other legal and natural persons in the manner established by law.
7.2. The funds accumulated by the Association are managed by the Association’s Board and handled by the Association’s treasurer.
7.3. The Association’s funds may be used only by a decision of the Meeting or the Board. The President may dispose of the Association’s funds without the decision of other bodies when the sum is not greater than 500 Eur.
VIII. PROCEDURE FOR ESTABLISHING BRANCHES AND REPRESENTATIVE OFFICES AND TERMINATING THEIR ACTIVITIES
8.1. The Association may establish branches and representative offices.
8.2. Branches and/or representative offices are established by a decision of the Meeting.
8.3. The regulations of a branch or representative office are approved by the Meeting.
8.4. The activities of a branch or representative office are terminated by a decision of the Meeting.
IX. PROCEDURE FOR AMENDING THE ASSOCIATION’S ARTICLES OF ASSOCIATION
9.1. The Association’s Articles of Association may be amended only by the Meeting.
9.2. A decision regarding the amendment of the Association’s Articles of Association is made by a majority of 2/3 of the votes of the Association’s members participating in the meeting.
9.3. Amendments to the Association’s Articles of Association may be proposed for consideration by the Meeting by the Association’s President, the Association’s Board, or at least three members of the Association.
X. RESTRUCTURING AND TERMINATION OF THE ASSOCIATION’S ACTIVITIES
10.1. The Association is restructured or its activities are terminated by a resolution of the Meeting.
10.2. A decision regarding the restructuring or termination of the Association’s activities is made by a majority of 2/3 of the votes of the Association’s members participating in the meeting.
10.3. The Association is liquidated in accordance with the procedure established by the Civil Code, the Law on Associations, and other legal acts.
XI. NOTICES AND ANNOUNCEMENTS OF THE ASSOCIATION
11.1. When the Association’s announcements must be published publicly, they are published in the electronic publication “Public Notices of Legal Entities” published by the State Enterprise Centre of Registers.
11.2. Decisions and notices of the Association’s bodies and other necessary information are sent to members by e-mail or mail. A notice about the convened general meeting of members is sent to members by e-mail or mail and additionally published on the Association’s website. Members have the opportunity to familiarize themselves with all information at the Association’s headquarters.
11.3. Conditions are created for familiarization with public information—the activity report—at the Association’s headquarters.