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Articles

1. Objective and purpose

 

The purpose of this document is to define the governance structure of Global.health, its roles and responsibilities and decision making process. 

 

Global.health is a data science initiative with the aim to improve global health through the development, sharing and use of open-source digital tools and assets (including the curation and hosting of epidemiological, clinical, spatial, and genomic data). G.h partners are defined by a shared vision for equitable partnerships, impact focussed health research, and responsible use of digital tools. G.h is exclusively non-profit and does not pursue any commercial purpose and does not seek to make a profit.

 

Global.health is regulated by research agreements between academic institutions that are funded by the project. The research agreements outline the scope of work, responsibilities of project participants, and budgets. In the event of a conflict between these Articles and the terms of the research agreement so long as they are established between the academic institutions, the provisions of the research agreement shall be controlling.

 

1.1 Definitions

 

In the below document the following definitions apply:

  1. The term “Absolute Majority” means one more vote than half the valid votes (including abstentions).
  2. The term “Absolute Supermajority” means at least 66% of votes (including abstentions).

2. Governance structure

 

2.1 Bodies of Global.health

 

The bodies that make up Global.health are:

  1. the Executive Board;
  2. the Advisory Board;

 

2.2 The Executive Board

 

Membership and meetings

  1. The Executive Board consists of at least 5 persons.
  2. The Executive Board shall not have more than 2 persons employed in the same country at the time of their election.
  3. A board member may resign from the Executive Board at any time by notifying the board.
  4. The Executive Board is elected by the Executive Board Meeting with an Absolute Majority.
  5. A member of the Executive Board can be removed by the Executive Board prior to the end of the regular term with an Absolute Supermajority.
  6. The Executive Board typically consists of the principal investigators (PIs) on Global.health projects.
  7. Additional members can be added by the Executive Board with absolute majority and they act on a voluntary basis.
  8. Observers are permitted but do not have voting rights. PIs who would like to invite observers should make a request via email to all Executive Board Members ahead of the Executive Board Meeting.
  9. The Executive Board Meeting convenes at least once per quarter. It is held virtually.
  10. The Executive Board Members are invited to the Executive Board Meeting 14 days in advance by Email. The invitation must include the preliminary agenda.
  11. Motions from Executive Board Members for items not covered by the preliminary agenda must be submitted in writing to the Executive Board no later than 12 days before the meeting stating the reasons for the motion. New motions will be communicated to the members no later than 10 days before the meeting.
  12. If a board member resigns from the Executive Board, the board may appoint a replacement. At the next Executive Board Meeting, the appointment of the new board member will be submitted to the Executive Board Meeting for confirmation.

Responsibilities

  1. The Executive Board is responsible for managing the day-to-day business and representing Global.health externally.
  2. The Executive Board may set up work groups (groups of specialists) to advance the objectives of Global.health.
  3. The Executive Board may employ or commission persons against appropriate remuneration (in accordance with labor law) to achieve the objectives of Global.health.
  4. Any member of the Executive Board may request a meeting, stating the reasons and a preliminary agenda. This meeting should be held within 4 weeks of the request.
  5. Unless a member of the Executive Board requests oral deliberation, resolutions may be passed by email.
  6. Any decision to be taken by the board, not explicitly referred to herein, shall be taken by Absolute Majority.

Minutes

  1. The Executive Board Members share the draft minutes by Email with all members within 2 weeks after an Executive Board meeting. Attendants of the Executive Board Meeting may object to the minutes within 2 weeks. If there are no objections, the minutes are approved.
  2. Minutes of passed resolutions must be kept for at least 2 years and made available to the community on the website. The Executive Board is responsible for keeping the minutes.

Changes to articles

  1. Amendments to the articles of Global.health require the approval of Absolute Supermajority of all the active members.

Funding

  1. All members of the Executive Board are responsible for acquisition of new funds to support Global.health objectives. They shall use reasonable efforts to:
    1. Identify new funding opportunities
    2. Contribute to the inception, design, drafting and submission of funding proposals

 

2.3 The Advisory Board

 

  1. The Advisory Board advises the Executive Board.
  2. Members are elected by the Executive Board with an Absolute Supermajority of the Executive Board members.
  3. The guidelines for the advisory board are defined in the Advisory Board Guidelines.

3. Exclusion from voting

 

In order to avoid any decisions based on any kind of conflict of interests, members of the executive board are prohibited from voting on any resolution concerning a transaction or dispute between him or her, his or her spouse or a lineal relative on the one hand and Global.health on the other.

4. Signing authority

 

The Executive Board regulates collective signing authority of two executive board members.

5. Data protection

 

  1. The Association exclusively gathers the personal data of the members required to fulfill the purpose of the Association. The Executive Board ensures data security appropriate to that of the risk.
  2. The member data, particularly name, affiliation and email address, will be disclosed to all Association members upon request.
  3. The member data of board members, particularly name and affiliation, will be published on the Global.health website. Otherwise, data will only be disclosed to third parties within the scope of legally permissible order processing, and if this should be required by law or ordered by the authorities.
  4. Otherwise, member data is processed in accordance with the provisions of Swiss data protection legislation and the privacy policy on the Association’s website.

10. Dissolution of Global.health

 

Global.health may be dissolved by resolution of the Executive Board by an Absolute Supermajority of votes.

11. Entry into force

 

The articles of Global.health were adopted by the Executive Board Meeting on October 22nd, 2024 and entered with effect on such date.

In Development

Currently in development, launching early 2021.