{"id":5122,"date":"2024-06-13T06:50:28","date_gmt":"2024-06-13T04:50:28","guid":{"rendered":"https:\/\/aubp.ch\/by-laws\/"},"modified":"2024-10-09T13:06:18","modified_gmt":"2024-10-09T11:06:18","slug":"by-laws","status":"publish","type":"page","link":"https:\/\/aubp.ch\/en\/by-laws\/","title":{"rendered":"By-laws"},"content":{"rendered":"

By-laws of the association d’usag\u00e8res-ers-x des Bains des P\u00e2quis<\/h1>\n<\/div>

1. NAME, LEGAL FORM, REGISTERED OFFICE AND PURPOSE<\/em><\/strong><\/h3>\n

Article 1<\/u><\/p>\n

Name and legal form<\/strong><\/p>\n

Under the name ” Association d’Usag\u00e8re.x.s et Usager.x.s des Bains des P\u00e2quis” (hereinafter referred to as the “Association” or “AUBP” for short), an association governed by these Articles of Association and Articles 60 et seq. of the Swiss Civil Code is hereby established.<\/p>\n

Article 2<\/u><\/p>\n

Headquarters<\/strong><\/p>\n

The association’s head office is in Geneva.<\/p>\n

Its duration is unlimited.<\/p>\n

Article 3<\/u><\/p>\n

Goal<\/strong><\/p>\n

The association’s aims are :<\/p>\n

    \n
  • to make the Bains des P\u00e2quis available to the public, twelve months a year, as a public space.<\/li>\n
  • guarantee the site’s vocation as a public bath, preserve the architecture, simplicity and calm of the site, and avoid the addition of any superfluous facilities.<\/li>\n
  • to manage the Bains des P\u00e2quis.<\/li>\n
  • maintain the popular spirit and develop conviviality at the Bains des P\u00e2quis, while respecting differences.<\/li>\n
  • guarantee a popular pricing policy for all activities taking place at the Bains des P\u00e2quis.<\/li>\n
  • promote cultural and sporting activities of an educational and social nature.<\/li>\n<\/ul>\n

    2. MEMBERS<\/em><\/strong><\/h3>\n

    Article 4<\/u><\/p>\n

    Admission and membership<\/strong><\/p>\n

    Any user of the Bains des P\u00e2quis who subscribes to the aims of the association may become a member of the association, simply by registering with the committee, which submits  to  the approval of the Ordinary General Meeting, and by paying the annual membership fee.<\/p>\n

    Membership implies compliance with the Spa Charter and acceptance of the present Articles of Association and Internal Regulations.<\/p>\n

    Article 5<\/u><\/p>\n

    Responsibilities<\/strong><\/p>\n

    The association’s debts are guaranteed solely by its assets, to the exclusion of any personal liability of members.<\/p>\n

    Article 6<\/u><\/p>\n

    Resignation<\/strong><\/p>\n

    Any member may resign from the association at any time by sending a written declaration to the Board.<\/p>\n

    Any membership fees already paid by a resigning member remain the property of the association.  Membership fees for the current year are due.<\/p>\n

    Members who fail to pay their dues by the end of the calendar year are deemed to have resigned 30 days after a reminder has been sent.<\/p>\n

    Article 7<\/u><\/p>\n

    Exclusion<\/strong><\/p>\n

    On the proposal of the Board, the General Meeting, by a majority of the members present, may decide to expel a member of the association who, by his or her attitude or actions, discredits the association, compromises its aims or exceeds its powers. He has the right to be heard.<\/p>\n

    The exclusion of a committee member must be approved by the AGM.<\/p>\n

    The procedures for taking such steps are set out in our internal regulations.<\/p>\n

    3. RESOURCES<\/em><\/strong><\/h3>\n

    Article 8<\/u><\/p>\n

    Resources<\/strong><\/p>\n

    The association’s resources are :<\/p>\n

      \n
    1. Subsidies.<\/li>\n
    2. Annual membership fees.<\/li>\n
    3. Operating income.<\/li>\n
    4. Profits from various events organized for the benefit of the association.<\/li>\n
    5. Donations and bequests.<\/li>\n<\/ol>\n

      4. ORGANIZATION<\/em><\/strong><\/h3>\n

      A. GENERAL MEETING<\/em><\/strong><\/h3>\n

      Article 9<\/u><\/p>\n

      Allocation<\/strong><\/p>\n

      The General Meeting is the supreme authority of the association.<\/p>\n

      An Ordinary General Meeting is held at least once a year, normally in the first half of the calendar year.<\/p>\n

      The General Meeting has the following powers :<\/p>\n

        \n
      • adopt and amend the bylaws.<\/li>\n
      • elect Committee members (individual election).<\/li>\n
      • discharge the members of the Committee.<\/li>\n
      • set the annual membership fee.<\/li>\n
      • approve the financial statements.<\/li>\n
      • appoint the auditors.<\/li>\n
      • to give instructions to the committee concerning the general running of the association.<\/li>\n
      • accept and exclude members.<\/li>\n
      • decide on all matters not provided for in these Articles of Association.<\/li>\n<\/ul>\n

        Voting is by show of hands.<\/p>\n

        At the request of half the members present, a secret ballot may be required on all or part of the agenda.<\/p>\n

        Article 10<\/u><\/p>\n

        Ordinary General Meetings<\/strong><\/p>\n

        Convocation<\/strong><\/p>\n

        Members are convened to Ordinary General Meetings by a circular containing the agenda, sent out at least 15 days in advance.<\/p>\n

        Article 11<\/u><\/p>\n

        Extraordinary General Meetings<\/strong><\/p>\n

        Convocation<\/strong><\/p>\n

        An Extraordinary General Meeting may be convened more quickly by the Chairman.<\/p>\n

        Committee or at the request of one tenth of the members of the Association.<\/p>\n

        Article 12<\/u><\/p>\n

        Voting rights<\/strong><\/p>\n

        Each member present at the General Meeting is entitled to one vote.<\/p>\n

        Members paid by the Association (employee status) and members working in one of the professional bodies operating on the baths, may not vote on matters concerning them.<\/p>\n

        Article 13<\/u><\/p>\n

        Decisions<\/strong><\/p>\n

        No decisions may be taken outside the agenda.<\/p>\n

        The General Meeting takes decisions and holds elections by an absolute majority of members present.<\/p>\n

        In the event of a tie, the Chairman has the casting vote.<\/p>\n

        The presence of 10% of members is required for the General Meeting, whether ordinary or extraordinary, to take a valid decision.<\/p>\n

        Article 14<\/u><\/p>\n

        Minutes<\/strong><\/p>\n

        The Committee keeps minutes of General Meeting decisions and elections. This document is signed by the Chairman. This can be consulted by committee members.<\/p>\n

        B. COMMITTEE<\/em><\/strong><\/h3>\n

        Article 15<\/u><\/p>\n

        Composition<\/strong><\/p>\n

        The Committee is made up of a minimum of 7 and a maximum of 15 members.<\/p>\n

        Committee members are elected individually by the General Meeting, for a one-year term.<\/p>\n

        Committee meetings are attended by :<\/p>\n

        2 representatives of the association’s staff.<\/p>\n

        1 Mains des bains representative.<\/p>\n

        1 refreshment representative.<\/p>\n

        These representatives do not have voting rights on the committee.<\/p>\n

        At any time, the Chairman may request that all or part of a meeting be held in camera.<\/p>\n

        In order to ensure the renewal of the Committee and to guarantee its efficient work in the best possible conditions over the long term, the Committee will publish the benefits of membership throughout the year as an appendix to each activity report.<\/p>\n

        Anyone wishing to join the committee must be a member of the Bains des P\u00e2quis users’ association, and must apply to the committee, which will submit the application to the general meeting. If the application is accepted by the General Meeting, the successful candidate will participate for one year in the activities of the Committee and of the group he\/she has joined, on a trial basis. At the end of this period, he\/she will present himself\/herself again at the Annual General Meeting, where, after the Committee has given its opinion, he\/she will be voted onto the Committee. ”<\/p>\n

        Any member who fails to attend at least two-thirds of the Committee meetings held during the current year is deemed to have resigned, except in cases of force majeure.<\/p>\n

        Article 16<\/u><\/p>\n

        Incompatibility<\/strong><\/p>\n

        Employees of the Association may not sit on the committee, nor may people working for any of the entities professionally active at the Bains des P\u00e2quis.<\/p>\n

        Two people with a direct family link (parents, children, spouse, siblings) may not sit on the committee.<\/p>\n

        Committee members who have a direct family link with an employee of the association, or one of the entities active at the Bains des P\u00e2quis, may not vote on matters concerning them.<\/p>\n

        Article 17<\/u><\/p>\n

        Allocations<\/strong><\/p>\n

        The committee :<\/p>\n

          \n
        • convenes and prepares the agenda for Annual General Meetings.<\/li>\n
        • looks after the interests of the Association, in accordance with the Articles of Association, the Association Charter and the agreement on the management of the Bains des P\u00e2quis signed with the City of Geneva, and with the directives given at General Meetings.<\/li>\n
        • establishes the internal regulations that define its mode of operation, the various specifications and the expenditure limits above which the committee’s approval is required.<\/li>\n
        • elects the Chairman (no more than four consecutive terms) and Vice-Chairman each year.<\/li>\n
        • appoints the Executive Board and defines its terms of reference.<\/li>\n
        • is organized into various working groups to pursue the association’s goals.<\/li>\n
        • manages the association’s affairs, represents it in dealings with the political authorities and handles external relations.<\/li>\n
        • engages and defines the mandates of persons employed by the association.<\/li>\n
        • defines salary policy.<\/li>\n
        • draws up and votes the annual budget.<\/li>\n
        • validates projects and budgets proposed by working groups.<\/li>\n
        • decides on all expenditure (capital and operating) in excess of the amounts set by the by-laws.<\/li>\n
        • prepares an annual report and presents the accounts to the Annual General Meeting.<\/li>\n<\/ul>\n

          The office :<\/p>\n

            \n
          • ensures the smooth running of the association.<\/li>\n
          • day-to-day coordination of work groups.<\/li>\n
          • monitoring projects approved by the committee.<\/li>\n
          • prepares committee meetings.<\/li>\n<\/ul>\n

            Article 18<\/u><\/p>\n

            Organization<\/strong><\/p>\n

            The Committee meets at least twelve times a year, and more frequently if necessary.<\/p>\n

            The Chairman convenes and chairs meetings.<\/p>\n

            Minutes are kept of meetings.<\/p>\n

            Committee meetings are open to members of the Association. They must notify the Chairman at least one week before the meeting in order to be included on the agenda.<\/p>\n

            If a confidential subject must be discussed, the Chairman may decide to go in camera.<\/p>\n

            Article 19<\/u><\/p>\n

            Decisions<\/strong><\/p>\n

            Committee decisions are taken by an absolute majority of members present.  In the event of a tie, the matter is referred to the next committee.<\/p>\n

            Half of the members must be present for the Committee to reach a valid decision.<\/p>\n

            Article 20<\/u>                                  <\/strong><\/p>\n

            Commitments and representation vis-\u00e0-vis third parties<\/strong><\/p>\n

            The Association is validly bound vis-\u00e0-vis third parties by the collective signature of two members of the Board, namely that of the Chairman and the Treasurer (head of the finance group) or their deputies.<\/p>\n

            For day-to-day business, the Chairman and Treasurer may commit the Association individually without the approval of the Board, up to the amount set by the by-laws.<\/p>\n

            5. DISSOLUTION AND LIQUIDATION<\/em><\/strong><\/h3>\n

            Article 21<\/u><\/p>\n

            Dissolution<\/strong><\/p>\n

            The dissolution of the Association may only be put to the vote at the request of 3\/4 of the members or at the proposal of the Board.   The Committee must then convene an Extraordinary General Meeting within two weeks of receiving the request.<\/p>\n

            However, dissolution can only be pronounced if it is accepted by 2\/3 of the members present.<\/p>\n

            In the event of dissolution, all the association’s assets must be donated to an association with similar aims.<\/p>\n

            6. TRANSITIONAL PROVISIONS<\/em><\/strong><\/p>\n

            Article 22<\/u><\/p>\n

            Contribution <\/strong><\/p>\n

            The annual membership fee is CHF 20.<\/p>\n

            Article 23<\/u><\/p>\n

            Admission prices<\/strong><\/p>\n

            The association sets up a statutory reserve to which at least half of the unspent balance of each financial year is allocated.<\/p>\n

            The use of this reserve is exclusively intended to guarantee the maintenance of the popular admission price for the baths and winter facilities (sauna, steam room).<\/p>\n

            7. FINAL PROVISIONS<\/em><\/strong><\/h3>\n

            The present Articles of Association, adopted by the General Meeting of November 22, 1990, revised by the General Meetings of April1,<\/sup> 1993 and May 2, 1996,<\/p>\n

            by the Extraordinary General Meeting of February 11, 1999,<\/p>\n

            by the Annual General Meetings of October 30, 2002 and June 11, 2007,  of April 6, 2009, of June 12, 2017<\/p>\n

            These Articles of Association were adopted by the General Meeting of September 14, 2020.<\/p>\n<\/div><\/div><\/div>

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