MANUAL ON APPLYING FOR
MEMBERSHIP OF LESI

1. The Goals of LES International, Inc. (LESI)
   
   1. Mission of LESI

      LESI is a not for profit society. The goal of LESI is to create a network of legally and business educated licensing executives throughout the world to facilitate the transfer of technology, licensing of intellectual property and the use of intellectual property in business to high professional standards and under relevant rules and regulations. The objectives of LES established for reaching this goal are

      1. educating its members in basic skills (legal and business),
      2. providing a forum for members to meet and share experiences,
      3. monitoring developments and practices relating to technology transfer, licensing of intellectual property, the use of intellectual property in business, and publishing reports, studies and statistics,
      4. facilitating contacts between potential licensors and licensees,
      5. encouraging high professional standards of members,
      6. sensitizing governmental and international bodies to licensing issues and other intellectual property issues relating to business.
         
   2. Helping Licensing Executives

      Based on this vision, it is the core objective of LESI to serve licensing executives worldwide in their day-to-day activities. Not only by helping them to stay up-to-date with the current developments in their business through means of continuous education, but also by providing a platform for networking among each other on a worldwide basis.

      At the same time, it is the understanding of LESI and its officers as well as members that by those activities they will promote technology transfer and licensing worldwide and the importance of intellectual property in business, for the benefit of everyone.

   3. Strong and balanced Membership

      To accomplish these goals it is essential for LESI to consist of national and regional member societies which in their home territory have a membership that is able to foster such education, networking, technology transfer and licensing activities. This will be possible not only with a strong membership base, but also with a membership base that is balanced as to its composition, like industry, academia, government as well as professional consultants (including business, legal or technology consultants). Only a good mix of members with a strong emphasis on members from industry will bring forward the positive effects that the Licensing Executives Society is thriving for on a worldwide basis.

   4. Viable Member Societies

      Member societies have to be viable and active. A strong membership can only be attracted by a Society that presents itself to interested licensing executives, as a success story - so that it is attractive to be a member and part of that success. Conditions are that the society has a good mix of membership and is focussed on the needs of its members. Only then members will be proud to be part of LES and will spread word of the premier role of LES as the worldwide body of licensing.

   5. International Network of Member Societies

      Viable national or regional societies are necessary to keep LESI alive and to assure an effective international network

      Experience has shown that it is not possible for a member society to grow, to develop and to maintain a leading role in the licensing business without close ties with the other member societies. These ties are established through LESI. On the other hand, LESI would be suffering in its importance and effectiveness if it cannot rely on strong and active member societies as part of its international network.
      

2. Applying for membership of LESI
   
   1. Any society or any group of individuals in a country or region of countries who have as the principal focus of their activities technology transfer, licensing of intellectual property and/or the use of intellectual property in business may apply for membership of LESI by notice in writing to the Secretary of LESI. Applications for membership will, however, not be considered in respect of applicants from a country or region of countries where an LES Society is already established. All applicants for membership must conduct their activities on a not for profit basis.
      
   2. The Secretary of LESI shall, in the first instance, refer each application for membership to the LESI Board for review and comment. The LESI Board shall consult with the LESI Membership Committee in respect of each such application.
      
   3. The LESI Board may, following on consultation with the LESI Membership Committee, either to determine that:
      1. it does not wish the applicant to be considered for membership of LESI;
      2. it does wish the applicant to be considered for membership of LESI and accordingly, request the LESI Membership Committee to monitor, assess and assist the applicant with its application, against the requirements set out below.

      If the LESI Board determines that it does not wish a particular applicant to be considered for membership of LESI, then the Chairman of the LESI Membership Committee may at any time within 30 days following the LESI Board’s determination request that the matter be referred to a meeting of the International Delegates of LESI to determine whether the applicant should be considered for membership of LESI and accordingly, that the LESI Membership Committee should be requested to monitor, assess and assist the applicant with its application for membership against the requirements set out below.

   4. In order to properly monitor, assess and assist each applicant who has been referred to the LESI Membership Committee by either the LESI Board or the International Delegates of LESI, usually a period of 2 years is required to elapse between the date of the application and the date when the relevant applicant is moved for admission to membership, at a meeting of the International Delegates of LESI. That period may, however, be extended or shortened in the manner set out below.
      
3. Requirements of Membership of LESI
   
   1. The requirements for membership of LESI are as follows:
      
      1. Each applicant must on or immediately following admission have a constitution and rules of conduct which conform with the requirements of the LESI Constitution Committee;
      2. Each applicant must conduct at least 2 educational/networking meetings during each year following its application for membership and prior to it being moved for admission to membership at a meeting of the International Delegates of LESI. The preferred minimum attendance at each such meeting should be 30, having a reasonable balance between industry and non-industry attendees, and having a reasonable geographic spread given the country or countries covered by the applicant.
      3. Each applicant must send at least 1 representative to attend as observers to at least one International Delegates Meeting during each year between the date of the application and the date when the relevant applicant is moved for admission to membership of LESI.
      4. Each applicant must at the time of being moved for membership of LESI demonstrate an active society having at least 30 active fee paying members with a reasonable balance of membership between industry and non-industry members, together with a reasonable balance between industry and non-industry members in its governing body. The membership should also have a reasonable geographic spread, given the country or countries covered by the applicant.
      5. Each applicant must actively participate in activities recommended by its mentor society and must otherwise comply with the Guidelines for LESI Mentorship.
      6. Each applicant must at the time of being moved for admission demonstrate that its governing body and operations are not reliant on or vested in a limited number of persons to the exclusion of others and all positions on the governing body must be available on a non-discriminatory basis.
      7. Each applicant must demonstrate that it has in place a proper succession program for its governing body which includes a reasonable balance between industry and non-industry representation. The succession program should preferably ensure that no one person holds any one office for more than 3 years and no one person remains on the governing body of the applicant for more than 6 years. Such a succession program is of utmost importance to ensure that the member society is not dominated by any one person or group and that new members are attracted to participate in the governance of the member society.
      8. Each applicant must prepare a business plan to the reasonable satisfaction of the LESI Membership Committee for the 2 years immediately following its admission to membership of LESI. The business plan must cover at least the following maters:-
         • projected growth of membership over the 2 year period immediately following admission and the activities to accomplish that growth;
         • the date for the next election of the office bearers;
         • how the new society proposes to participate in LESI activities over the 2 year period immediately following admission;
         • the amount of membership dues payable by its members and other budgeted income for the new society;
         • the budgeted expenditure for the new society including dues owing to LESI.
      9. Each applicant must prior to admission as a member society agree to pay the relevant membership dues to LESI, once admitted and must confirm that there are no impediments as to such payments being made. .
      10. Each applicant must prior to admission agree promptly following admission to change its name to:-
          "Licensing Executives Society " ("LES ") and has to comply with the rules of the trademark license as established by LESI. The name of the applicant shall be approved by the LESI Board and may reflect either the country or the region in which the applicant as a new member society is active - e.g. in the case of a country such as Austria, "LES Austria" and in the case of a region such as "USA/Canada", "LES USA/Canada".
      11. Each applicant must be supported in its request for admission to membership by a satisfactory testimonial from its mentor society.

      For the purposes of these requirements, and determining the industry and non industry balance, legal practitioners and patent attorneys in private practice shall be viewed as falling in the non-industry sector; all other persons shall be viewed as falling within the industry sector.

4. Mentor Society

   Each applicant for admission to membership of LESI referred to the LESI Membership Committee by either the LESI Board or International Delegates must have a mentor society appointed to it, in accordance with the Guidelines for LESI Mentorship.

5. Visits by LESI Representatives

   Members of the LESI Board and the Membership Committee are encouraged to visit each applicant and attend its activities, like annual meetings or seminars.

6. Admission, Extension, Rejection of Application
   1. The LESI Membership Committee shall monitor, assess and assist each applicant for membership referred to it by either the LESI Board or the International Delegates, in relation to the applicant’s goal of being admitted as a member of LESI. The LESI Membership Committee must provide a written report to the LESI Board on such monitoring assessment, assistance and other matters relevant to the applicant’s admission, twice per year, namely, at least 4 weeks before each meeting of the International Delegates of the LESI.
   2. The LESI Membership Committee shall, after consultation with the relevant mentor society, upon the expiration of 2 years from the date of the relevant application or such earlier date as it may reasonably determine advise the LESI Board whether in the Committee’s opinion:-
      1. the relevant applicant has fulfilled the requirements of admission to membership of LESI and as such that the relevant applicant should be moved for admission at the next available meeting of the International Delegates of LESI; or
      2. the relevant applicant has not fulfilled the requirements of admission to membership of LESI but that the period of monitoring assessment and assistance should be extended by such period as the LESI Membership Committee, LESI Board and relevant mentor society reasonably determine; or
      3. the relevant applicant has not fulfilled the requirements of admission to Membership of LESI and as such that the applicant’s application for membership of LESI should be rejected.

      The LESI Membership Committee and the LESI Board shall discuss the above opinions.

   3. Where the LESI Membership Committee and the LESI Board agree that the relevant applicant should be moved for admission as a member of LESI, then the LESI Board shall place the motion for admission on the agenda of the next available meeting of the International Delegates, identifying that the admission is supported by the LESI Board.
   4. Where the LESI Membership Committee does, but the LESI Board do not agree, that the relevant applicant should be moved for admission as a member of LESI, then notwithstanding such disagreement, the LESI Board shall place the motion for admission on the agenda of the next available meeting of the International Delegates, identifying that the admission is not supported by the LESI Board.
   5. All motions for admission to membership of an applicant must be moved by the Chairman or his/her representative of the LESI Membership Committee and must be seconded by a representative of the relevant mentor society. The parties moving and seconding such admission must prepare a written report to the meeting of International Delegates setting out the extent to which the relevant applicant has satisfied the requirements of admission to membership of LESI. Those reports must form part of the working papers for the meeting. The LESI Board may either support or oppose a motion for admission.
   6. Before a motion as to an applicable admission to membership can be put, a representative of the LESI Constitution Committee must confirm that the applicant’s constitution and rules of conduct meets the LESI requirements.
   7. A representative of the applicant must be available to attend at the International Delegates Meeting, in order to answer any questions put by the International Delegates. A motion for admission cannot be put unless such representative is available. The representative will wait outside the meeting room in which the International Delegates Meeting is being held.
   8. Where the LESI Membership Committee is of the opinion that the period of monitoring, assessment and assistance in relation to an applicant should be extended, then such period shall be extended by the period agreed to by the LESI Membership Committee, the LESI Board and the relevant mentor society, provided that except in exceptional circumstance in no case shall the period be extended for greater than 2 years and in no case shall an applicant receive extensions totalling greater than 2 years. If the LESI Membership Committee, the LESI Board and the relevant mentor society do not agree on the duration of the extension of the period, the matter shall be referred to the International Delegates for deciding on the duration of the period.
   9. Where the LESI Membership Committee is of the opinion that an applicant’s application for membership of LESI should be rejected, then the LESI Board shall request the Secretary of LESI to advise such applicant that its applicant has been rejected.
7. Name of Society and Use of LES Logo

   The use of the words "Licensing Executives Society", "LES", as well as the LES logo is only conferred upon a member society by way of a license agreement with LES International therefore, before admission an applicant for membership is not entitled to make use of those words or logo at all. A different name has to be found for the applicant prior to its admission and in particular one which avoids any possibility of confusion with the LES trademarks.

   After admission to membership each applicant has to promptly change its name to "Licensing Executives Society " ("LES ") and it has to comply with the rules of the trademark license as established by LESI. The name of the applicant shall be approved by the LESI Board and may reflect either the country or the region in which the applicant as a new member society is active - e.g. in the case of a country such as Austria with "LES Austria" and in the case of a region such as "USA/Canada" "LES USA/Canada".

8. Attendance at LESI International Delegates Meetings

   The Constitution of LESI sets forth in Article 2, Section 2c (2), the obligation of a member society to be represented by one or more delegates at no less than one meeting of the International Delegates each year.

   It is necessary for any new member society to understand not only the mandatory character of this obligation but also the implication of this requirement. It is the active participation of each and every member society in LESI and the fact that LESI can only bring benefits to members if member Societies are present through their representatives at the meetings of LESI.

   It should be noted that the failure by a member society to send the appropriate number of representatives to International Delegates Meeting may eventually result in the expulsion of that member society.

9. Business Planning Workshops

   LESI conducts Business Planning Workshops for LES Societies and representatives of applicants and new members are encouraged to attend these. They are provided at no cost.

   The Membership Committee