Statutes

Name and headquarters

Article 1

Open-Measure is a non-profit association governed by the present statutes and, secondly, by Articles 60 et seq. of the Swiss Civil Code. It is neutral politically, and non-denominational.

Article 2

The Organization's headquarters are located in the State of Geneva. The Association shall be of unlimited duration.

Goal

Article 3

The Association shall pursue the following goal:

To advance the state of the art in the efficient and effective application of the practice and science of Identity and Access Management (IAM).


This goal should typically be pursued by:

  • Fostering professionalism and high ethical standards in IAM

  • Providing a recognized forum for the free exchange of ideas, applications, and solutions to IAM issues

  • Advancing the IAM body of knowledge by authoring research content

  • Encouraging education and career development at all levels in IAM

  • Supporting academic and industrial research in the field of IAM

  • Fostering cooperation with other organizations in matters of common interest and benefit

The following principles should guide its activity:

  • Open-Source: work created within the context of Open-Measure should be subject to open-source license to favor its distribution and reuse by the community

  • Free Access: work created within the context of Open-Measure should be freely accessible to the IAM community but within the limits of confidentiality arrangements to facilitate its widespread usage

  • Vendor-, Product-, Technology-Agnosticism: While opinions may be expressed on vendors, products and technologies, Open-Measure should strive to keep a neutral, factual and open-minded position


The association maintains the option to extend its activity to complementary fields beyond IAM.

Resources

Article 4

The Association's resources are derived from:

  • donations and legacies;

  • sponsorship;

  • public subsidies;

  • membership fees;

  • affiliate programs;

  • any other resources authorized by the law.

The funds shall be used in accordance with the Association's social goal.

Members

Article 5

To become a member of the Association, the candidate should commit to pursue the aims and principles of Open-Measure.

Any physical person or legal entity may become a member if they have demonstrated their dedication to the goals of the Association through their commitments or actions.

The Association comprises:

  • passive members: those who access or use the work produced by Open-Measure

  • active members: those who actively contribute as content authors or otherwise to the development of Open-Measure

  • supportive members: those who support Open-Measure with financial contributions

  • managing members: those who manage Open-Measure

Requests to become a member must be submitted online.

Membership ceases:

  • On death;

  • By written resignation;

  • By exclusion ordered by a majority of the managing members.

Only the Association's assets may be used for obligations/commitments contracted in its name. Members have no personal liability.

Organs


Article 6

The Association shall include the following organs:

  • General Assembly,

  • Executive Committee,

  • Auditor.

General Assembly


Article 7

The General Assembly is the Association's supreme authority. It is composed of all the managing members.

It shall hold an Ordinary Meeting once each year. It may also hold an extraordinary session whenever necessary, at the request of the Committee or at least of one-fifth of its members.

The General Assembly shall be considered valid regardless of the number of members present.

The Committee shall inform the members in writing of the date of the General Assembly at least six weeks in advance. The notification, including the proposed agenda, shall be sent to each member at least 10 days prior to the date of the meeting.

Article 8

The General Assembly:

  • Shall approve the admission and expulsion of managing members;

  • Shall approve the expulsion of members;

  • Appoints the members of the Committee and elects, at a minimum, the President and the Treasurer;

  • Notes the contents of the reports and financial statements for the year and votes on their adoption;

  • Approves the annual budget;

  • Supervises the activity of other organs, which it may dismiss, stating the grounds therefore;

  • Appoints an auditor for the Organization's accounts;

  • Decides on any modification of statutes;

  • Decides on the dissolution of the Association.

Article 9

The General Assembly is presided over by the President of the Association or the Treasurer

Article 10

Decisions of the General Assembly shall be taken by a majority vote of the members present. In case of deadlock, the President shall have the casting vote.

Article 11

Votes are by a show of hands or supported by software solution.

Article 12

The agenda of the ordinary annual session of the General Assembly must include:

  • Approval of the Minutes of the previous General Assembly

  • Approval of the Committee’s annual Activity Report

  • Approval of the report of the Treasurer and of the Auditor

  • Approval of the budget

  • Approval of reports and accounts

  • Election of Committee members and Auditor

  • Miscellaneous business

Committee


Article 13

The Committee is authorized to carry out all acts that further the purposes of the Association. It has the most extensive powers to manage the Association's day-to-day affairs.

Article 14

The Committee is composed of the managing members elected by the General Assembly or co-opted by the committee. The Committee meets as often as the Association's business requires.

Article 15

The Committee members work on a volunteer basis and as such can only be reimbursed for their actual expenses and travel costs. Potential attendance fees cannot exceed those paid for official commissions. For activities beyond the usual function, each Committee member is eligible for appropriate compensation.

The paid employees of the Association have only a consultative vote on the Committee.

Article 16

The functions of the Committee are:

  • to take the appropriate measures to achieve the goals of the Association;

  • to convene the ordinary and extraordinary General Assemblies;

  • to take decisions with regard to admission of new managing members as well as the resignation and possible expulsion of members;

  • to ensure that Statutes are applied, to draft rules of procedure, and to administer the assets of the Association.

Auditor


Article 17

Each year the General Assembly appoints one auditor. It may also entrust this task to a fiduciary company.

The auditor shall check the operating and annual accounts prepared by the committee and present a written report to the annual ordinary general meeting.

Signature and representation


Article 18

The Association is legally bound by the individual signature of the President or Secretary.

Various provisions

Article 19

The financial year shall begin on 1 January and end on 31 December of each year.

Article 20

Should the Association be dissolved, the available assets should be transferred to a non-profit organization pursuing public interest goals. Under no circumstances should the assets be returned to the founders or members. Nor should they use a part, or a total of assets for their own benefit.

The present Statutes have been approved by the Constituent General Assembly held on the 13th of February 2020 in Geneva.