My club no longer holds meetings

My club no longer holds meetings

"I've discovered that the association to which my gym belongs hasn't called an annual meeting for a long time, yet it continues to operate and take decisions with a select committee (two members). Is this a normal situation?

Théodore, Grand-Lancy

An association is when several people join together for a non-profit-making purpose, with any commercial activities serving only the ideal goal. For a non-profit association to be recognised as such under Swiss law, the founding members must express their wish to be organised corporately in the articles of association. The written Articles of Association contain the essential provisions concerning the purpose, resources and organisation of the association; they are supplemented by a number of legal rules, some of which are mandatory, i.e. cannot be derogated from.

The Association's decisions are taken at General Meetings, which are generally held once a year. Members have equal voting rights and decisions are taken by a majority of those present. Members are not obliged to attend, but each member must receive a notice of meeting, duly accompanied by the agenda.

If a decision is taken by the General Meeting in breach of legal or statutory provisions, or if the breach of a procedural provision has influenced the decision-making process, a member who has not joined the association may bring an action for annulment of the decision, within a period of one month from the date on which he became aware of the disputed decision. There are also so-called umbrella associations, more commonly known as "federations", i.e. associations of which only other associations or legal entities may become members. Indirect members, i.e. members of an association affiliated to an umbrella association, can also challenge the decisions of the latter. A decision concerning a member, his or her spouse, a relative or an ally in the direct line cannot be contested by the person concerned, except in cases where one of their rights has been violated. In any event, an excluded member may contest the decision to exclude him if he contests the very principle of his exclusion.

Thus, given the repeated failure of your gym to convene the general meetings of the association of which it is a member, you can bring an action to annul the decisions taken by the two members who appear to be the only ones to attend the general meetings in question, if you became aware of them less than a month ago.