Association and membership fees
Association and membership fees
"I have received notice of a general meeting of my association. The management writes that only members who have paid their annual subscription before the general meeting can take part. Can they demand this if the articles of association say nothing about it?
Francis, Plan-les-Ouates
Associations are governed by articles 60 et seq. of the Civil Code (CC). In addition to this fairly basic legal framework, associations enjoy considerable autonomy in defining their operating rules in their articles of association.
Normally, the association's articles of association set the amount of the annual subscription. If your association's articles of association do not specify that members must pay their dues before the general meeting in order to be able to attend, only the general meeting has the power to decide on such an obligation, for example by adopting a statutory provision stipulating that membership is lost if dues are not paid by a certain date. Under art. 64 of the Swiss Civil Code (CC), the General Meeting is the supreme authority of the association and settles all matters that do not fall within the remit of other corporate bodies. However, under art. 69 CC, the legal duty of the association's management is to manage its affairs in accordance with the Articles of Association. This means that if the Articles of Association are silent on an issue, it is the General Meeting that has the power to decide. In your case, therefore, it is the General Meeting that has the power to define the terms of payment of the annual membership fee and the consequences of late payment for attendance at the meeting.
By law, the management of your association is responsible for convening the General Meeting, at which all members have an equal right to vote. If the management adds a restriction on participation of its own accord, any decisions taken at the meeting without allowing certain members to take part will be in breach of the law and the Articles of Association, and may be challenged in court within one month, pursuant to art. 75 of the Swiss Civil Code.
