Formation of an association

Notarial deed

An association is established by a civil-law notary, who records the association’s articles of association in a notarial deed. The law sets out the requirements for the drafting of this deed and the content of the articles of association to be included in it. The absence of a formal act of incorporation does not preclude the existence of an informal association being recognised.

Important provisions of the articles of association

The association’s articles of association contain rules governing its internal functioning. They regulate the internal structure of the association and include provisions concerning the association’s purpose, the criteria for membership, the appointment and dismissal of board members, the rights and obligations of members and provisions governing the general members’ meeting.

Registration in the Commercial Register

An association must be registered in the Commercial Register by its board members. An informal association does not need to be registered. Until registration has taken place and the articles of association have been deposited, each board member is jointly and severally liable alongside the association for any legal act that binds the association. Voluntary registration of an informal association removes the joint and several liability of board members – only the person who acted on behalf of the association remains liable.