A dopted on 15^th June 1987 at the 12^th General Assembly, Copenhagen, Denmark and amended on 24^th September 1993 at the 14^th General Assembly, Cambridge, United Kingdom; on 17 ^th October 1997 at the 16^th General Assembly , Madrid, Spain , and most recently amended at the 21^st General Assembly on 7^th September 2007, BrusselsBelgium.

1 Name

T he name of the Association is Union Internationale des Laboratoires Indépendants, hereinafter referred to as UILI.

2 Objectives

T he objectives of UILI are:

2.1 T o represent the professional and commercial interests of the laboratory industry on an international basis.

2.2 T o provide a forum for the international exchange of views on matters of common interest including, for example, laboratory management, laboratory quality assurance, laboratory accreditation, product certification, national and international standards, and international barriers to trade.

2.3 T o promote the international status of laboratories and scientific consultants and emphasise their important role in international trade.

2.4 T o establish an international network of scientific contacts to act in the professional and commercial interests of its members.

2.5 T o strengthen the bond of friendship between members.

3 Membership

3.1 UILI shall consist of:

• a) Members of associations of laboratories ;
• b) Independent laboratories and scientific consultants;
• c) Laboratory suppliers.

3.2 M embers of UILI shall comprise:

• 3.2.1 Honorary members;
• 3.2.2 Ordinary members;
• 3.2.3 Associate members.

4 Qualification for Membership

4.1 T hose legitimate laboratories and consultants who already belong to a Member Association acceptable to UILI shall be Ordinary members of UILI. They should fulfil the requirements of their Member Association. There can be more than one Member Association from any one country.

4.2 I n addition, the Governing Board may accept as an Ordinary member an independent laboratory or independent consultant who either practices in a country where there is no Member Association or practices in a country where a Member Association exists but is active in a discipline which precludes acceptance in the Member Association concerned, and who must otherwise comply with the requirements of Ordinary membership and be technically and professionally acceptable to the Governing Board .

4.3 H onorary members.

Honorary members shall be those individuals admitted by the Governing Board by means of a unanimously adopted resolution.

4.4 O rdinary members.

The qualification for Ordinary membership shall be the minimum qualifications (Sections 4.5.1 - 4.5. 6 ) required for admission as an Ordinary member of a Member Association.

4.5 O rdinary members a re those corporate bodies or individuals who:

4.5.1 operate in the laboratory industry;

4.5.2 have not been found guilty of any offence involving personal honour;

4.5.3 have been in independent practice for a minimum period of at least two years;

4.5.4 are graduates or otherwise deemed worthy of full recognition as scientists because of their activities in independent practice;

4.5.5 can prove that the laboratories are set up in accordance with modern technical requirements for the proper practice of the profession;

4.5.6 have no affiliation with any body engage d in other activities, which in the opinion of their Member Association, is likely to compromise the member's professional impartiality, integrity or independence .

4.6 Associate members are those corp orate bodies who can not apply for ordinary membership and operate in the laboratory industry.

5 Management

5.1 T he management of UILI shall be vested in:

5.1.1.a General Assembly;

5.1.2. a Governing Board.

5.2 T he General Assembly shall meet at least every two years, or at such intervals as shall be decided by the Governing Board. It shall:

5.2.1. make recommendations to the Governing Board on the activities of UILI;

5.2.2. elect, upon the recommendation of the Governing Board, a President from amongst the members of the Governing Board who will serve until the next General Assembly and shall not normally hold office for more than two consecutive periods. Successive Presidents shall not be members of the same Member Association ;

5.2.3. elect, upon the recommendation of the Governing Board, two Vice-Presidents from amongst the members of the Governing Board who will serve until the next General Assembly and shall not normally hold office for more than two consecutive periods;

5.2.4. elect, upon the recommendation of the Governing Board, a Treasurer from amongst the members of the Governing Board, who shall take care and charge of the finances of UILI, and who will serve until the next General Assembly and shall not normally hold office for more than two consecutive periods;

5.2.5. elect, upon the recommendation of the Governing Board, a Secretary-General who will serve until the next General Assembly and shall not normally hold office for more than three consecutive periods;

5.2.6. decide, upon the recommendation of the Governing Board, on the amount of the membership dues until the next General Assembly.

5.3 A t a General Assembly every Ordinary member present shall have the right to vote (no proxy votes will be accepted). However, the decisions of the General Assembly can only be carried with a 75 per cent majority of those voting.

5.4 O bservers may by invitation attend and speak at a General Assembly but may not vote on its proceedings.

5.5 N otice of a General Assembly must be given to the Member Associations, and to each ordinary member at least four months before the due date.

5.5.1 Member Associations and ordinary members have the right to inform the Secretary-General of any matter which they wish to have placed on the Agenda of the General Assembly. Such requests must be submitted in writing at least two months before the General Assembly.

5.6 T he Governing Board shall consist of one delegate for each Member Association, and one ordinary member representing the other ordinary members. The representatives of the Member Associations on the Governing Board shall be designated by these Associations and the other ordinary members shall designate their representative from amongst themselves, but representatives may be designated for any particular Board meeting if the designated representative is not available.

5.7 T he Governing Board may at its discretion coopt other members who shall not have a vote.

5.8 T he Governing Board, from amongst its members shall nominate a President, two Vice-Presidents and a Treasurer, for election by the General Assembly.

5.9 T he immediate Past President shall be an ex-officio member of the Governing Board, without a vote, unless he/she continues as the delegate of his/her Member Association

5.10 T he Governing Board shall nominate a Secretary-General for election by the General Assembly, who shall be a member of the Governing Board, without a vote unless he/she continues as the delegate of his/her Member Associationor as the representative of the other ordinary members.

5.11 T he Governing Board shall be able to take valid decisions if 60% of its voting members or their alternates are present, and the decisions will only be adopted when two thirds of the voting members have voted in favour (no proxy votes will be accepted).

5.12 I n the event that the position of the Secretary-General falls vacant, the Governing Board may fill the vacancy subject to approval by the next General Assembly.

5.13 M embers of the Governing Board shall not be paid for carrying out their duties. Expenses incurred on behalf of UILI and authorised in advance by the Governing Board shall be reimbursed.

5.14 T he Governing Board may employ staff, at such remuneration as it may decide, to carry out current business.

6 Duties of the Members of the Governing Board

6.1 T he President, or in his absence, one of the Vice-Presidents shall represent UILI and take the chair at all meetings.

6.2 T he Secretary-General shall:

6.2.1 sign the Minutes of meetings together with the Chairman;

6.2.2 hold all archives of UILI;

6.2.3 handle correspondence;

6.2.4 draw up the Agenda and prepare the Minutes of each meeting.

6.3 T he Treasurer shall:

6.3.1 collect dues from the Members;

6.3.2 pay outstanding accounts;

6.3.3 present an Income and Expenditure Account at the General Assembly.

6.4 T he Governing Board shall meet at least twice a year, and shall co-ordinate the operations of UILI as decided by the General Assembly and shall perform such duties as are consistent with furthering the aims of UILI.

6.5 T he Governing Board shall arrange for the proceedings of the General Assembly to be recorded and circulated to all members.

6.6 T he Governing Board may at its discretion constitute Groups of members for specific purposes and shall nominate the Chairman of each Group.

6.7 A n Executive Committee, reporting to the Governing Board, made up of the President, the Treasurer, the Secretary-General and two members of the Governing Board, will execute the normal business of UILI.

7 Finance

7.1 T he financial year shall be the calendar year.

7.2 D ues from Member Associations are payable on 3 1^st March , and based on the number of members belonging to each Member Association on 1^st January. Dues from other ordinary and associate members are likewise payable on 3 1^st March .

7.3 T he membership shall cease of a Member Association and/or ordinary member , and associate member whose dues are not paid by 31^st December unless otherwise decided by the Governing Board.

7.4 T he money shall be banked in a country chosen by the Governing Board.

8 Special General Assembly

8.1 A t the request of two Member Associations or 25 voting members, a Special General Assembly shall be convened within three months.

8.2 T he attendance quorum of a Special General Assembly shall be 25 voting members. At a Special General Assembly every voting member present shall have the right to vote (no proxy votes will be accepted). However, the decisions of the Special General Assembly can only be carried with a 75% majority.

9 Amendments to the Constitution

T he Constitution of UILI can be amended only at a General Assembly or Special General Assembly.

10 Dissolution

S hould UILI be dissolved, the General Assembly shall decide on the use to be made of the assets in accordance with legal requirements. Any outstanding debts which may have been incurred by UILI shall be paid in equal proportions by all members except Honorary members.

Adopted in Brussels, Belgium on 7^th September 2007

G.G. McIntee

President

Drs. L.H.A. Scholtis

Secretary General