Difference between revisions of "English statutes"
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=TITLE I - CREATION, PURPOSE, REGISTERED OFFICE, DURATION=
=TITLE I - CREATION, PURPOSE, REGISTERED OFFICE, DURATION=
==Article 1 - Creation==
==Article 1 - Creation==
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Latest revision as of 13:23, 16 October 2007
|English • Français (texte officiel)|
- 1 TITLE I - CREATION, PURPOSE, REGISTERED OFFICE, DURATION
- 2 TITLE II - COMPOSITION, ADHESION, RADIATION, RESSOURCES
- 3 TITLE III - AUTHORITIES OF DIRECTION
- 3.1 Article 9 - Bureau
- 3.1.1 Article 9.1 - Composition
- 3.1.2 Article 9.2 - Provisions related to the composition of the Bureau
- 3.1.3 Article 9.3 - Operation of the Bureau
- 3.1.4 Article 9.4 - Attributions of the Bureau
- 3.1.5 Article 9.5 - Attributions particular to certain members of the Bureau
- 3.1.6 Article 9.6 - Consultative comitee of the Bureau
- 3.1 Article 9 - Bureau
- 4 TITLE IV - GENERAL ASSEMBLY
- 5 TITLE V - MODIFICATION OF THE STATUTES AND DISSOLUTION
- 6 TITLE VI - TRANSITIONAL PROVISIONS
TITLE I - CREATION, PURPOSE, REGISTERED OFFICE, DURATION
Article 1 - Creation
It is formed between members parts to the present statutes an association under the terms of French law of july 1st, 1901 and of the decree of august 16th, 1901, entitled : "ScoutWiki Network".
Article 2 - Purpose
This association has as purpose the gathering and the displaying of culture and knowledge related to scouting, notably but not exclusively through the creation, the development and the direct or indirect support, including technical and financial, of on-line encyclopaedias of scouting in various languages, avaiable through the Internet portal http://www.scoutwiki.org
However, ScoutWiki Network is not implied in the collective life of the sites. Any interference, in exceptional circumstances, is only intended to ensure the respect of the laws in force, under the conditions envisaged by articles 9.4.2 and 9.4.3 of the present statutes, and is only possible for those sites affiliated under article 2.3.1 of the present statutes. ScoutWiki Network does not exert any leading responsibility on these sites, except on the pages create for its own needs.
Article 2.3 - Affiliated sites and other sites
- The term of affiliated site applies to sites created by decision of the Bureau of ScoutWiki Network, as well as to sites, situated or not on servers operated by the association, which formulated to the Bureau the will to be affiliated to the association, and whose community gave the data necessary for the technical administration to the members of the Bureau, under terms of article 9.4.4 of the present statutes.
- A public and online list of the affiliated sites is hold by the Secretary. No site can be considered as affiliated if it is not duly registered on this list, even though it be avaiable through the Internet portal http://www.scoutwiki.org .
- The association has no power and no responsibility on the other sites avaiable through the Internet portal http://www.scoutwiki.org, including those presenting logos or mentions of the name of ScoutWiki Network with the authorization of the Bureau. It thus cannot in any way be considered as responsible of their contents.
Article 3 - Registered office
The registered office of association is located at:
- La ferme du Tronquoy
- 59225 Montigny en Cambrésis, FRANCE
It could be transferred in any other place by simple decision of the Bureau.
Article 4 - Duration
The duration of the association is unlimited.
TITLE II - COMPOSITION, ADHESION, RADIATION, RESSOURCES
Article 5 - Composition
The association is made of :
- Adherent members : physical persons having paid an adherent member's charge, of an amount fixed by the Bureau.
- Benefactor members : physical persons or legal entities having paid a charge at least equal to the one of a benefactor member, of an amount fixed by the Bureau. In the case of legal entities, each has to appoint a representative representing it within the General Assembling of ScoutWiki Network; it has no right to be a member of the Bureau.
Adhesion cannot be subjected to any condition, whatever be the ammount of the given contribution.
Article 6 - Adhesion
- The adhesion of the adherent members and the benefactor members can be required by any means to a member named by the Bureau to receive adhesions. It must be accompanied by the payment, by any means, including the electronic payment, of the contribution. Adhesion is effective only after the effective payment of the amount of the contribution to the account of association and is materialized by the inscription in the list of the members, published on Internet and hold up to date by the Secretary of the Bureau.
- The Bureau reserves itself the right to exempt individual members of their contribution without loss of their voting rights.
Article 7 - Radiation
- the adherent or benefactor membership is lost by resignation, death, as well as radiation pronounced by the Bureau - after having heard the interested party - and confirmed by the General Assembly. The decision of radiation pronounced by the Bureau is worth temporary radiation until its confirmation by the General Assembly.
- The non-payment of the contribution of adherent member is not a reason for radiation but involves the suspension of the voting rights until the payment of the current contribution.
- The non-payment of the contribution of benefactor member is not a reason for radiation but involves the loss of the statute of benefactor member and the suspension of the voting rights until the payment of the current contribution.
Article 8 - Ressources
- The resources of the association come from the contribution of the adherent members and benefactors, of all the gifts, subsidies or legacies which could be made to it, and of all the resources permitted by law.
- The Bureau has the right to refuse any gift subjected to counterpart.
TITLE III - AUTHORITIES OF DIRECTION
Article 9 - Bureau
Article 9.1 - Composition
The Bureau is made of a president, a secretary and a treasurer, elected for a renewable 2-year term by the General Assembly and in charge of the direction of the association.
- The members of the Bureau shall only be physical persons.
- Of the three members of the Office:
- One at least will have to be in addition a member or former member of a scouting organization affiliated to the World Organization of the Scout Movement or to the World Association of Girl Guides and Girl Scouts.
- One at least will have to be in addition a member or former member of a scouting organization not affiliated to to the World Organization of the Scout Movement or to the World Association of Girl Guides and Girl Scouts.
- If one of the conditions specified in article 9.2.2 cannot be filled, the election of the whole of the Office will have to be subjected to approval :
- In the case of a manifest impossibility to meet the conditions of article 188.8.131.52, of the whole of the members being in addition members or former members of a scouting organization affiliated to the World Organization of the Scout Movement or to the World Association of Girl Guides and Girl Scouts being present or represented at the General Assembly.
- In the case of a manifest impossibility to meet the conditions of article 184.108.40.206, of the whole of the members being in addition members or former members of a scouting organization not affiliated to the World Organization of the Scout Movement or to the World Association of Girl Guides and Girl Scouts being present or represented at the General Assembly.
Approval is decided by vote at the absolute majority of the concerned members, according to the procedure described in article 10.3. In the event of refusal, a new election must take place within two weeks.
- Two members of the Bureau shall not be members or former members of the same scouting organization, but for a favourable vote of the members being not members of former members of the scouting organization in question being present or represented at the General Assembly.
- The three members of the Bureau shall be of at least two different nationalities. For practical reasons, one at least shall be of French nationality.
- In the event of the resignation of one of the members of the Bureau, a substitute will be appointed by the remaining members of the Bureau among the adherent members or benefactors. Its mandate will end at the same time as would have ended the normal mandate of the member whom it replaces.
Article 9.3 - Operation of the Bureau
- The Bureau meets on the president's invitation and at least once a trimester.
- It may deliberate and take decisions by all possible means, notably electronic ways of communication, on the condition that a trace of the debates shall be kept at least by the secretary. A deliberation or decision from which there is nothing left shall actually have no force.
- The files of the whole of the deliberations and decision-makings of the Office are preserved by the secretary and are transmitted by him to its successor.
- The deliberations and decision-makings take place and are published in the English language. They shall come into effect only after the publication of a report in French of the concerned decision.
- The decisions of the Office are taken at the absolute majority. They are valid only in the presence of its three members.
Article 9.4 - Attributions of the Bureau
- The Bureau ensures the respect of the statutes, its decisions and those of the General Assembly, and generally, the correct operation of the association. Subject to the provisions of articles 9.4.2 and 9.4.3, the Bureau does not have the role of ensuring or of controlling the administration or the contents of the sites affiliated to ScoutWiki Network, excepted to do so in any case of need, by way of advertisements, official statements, pages of vote or any other way, for the holding of the General Assemblies or any reason related to the needs of the administration of ScoutWiki Network. In particular, the Bureau does not exert any legal responsibility as for the contents of these sites, excepted for the pages created for the purpose of the association.
- The Bureau can install mechanisms having for goal to immediately suspend the diffusion of the contents of the websites affiliated to ScoutWiki Network, to follow upon a court order or to prevent legal proceedings, already materialized by a demand or an extra-judicial act, which could cause a moral wrong or a serious material wrong to the association.
- For the same reasons, the Bureau can suspend or revoke on a purely conservatory basis the benefit of the technical rights allowing creation or the modification of the pages of those websites. This decision is then subjected for approval to the community of the users of the site in question for a time of 15 days, according to the usual rules into force on this site. A decision of revocation of the technical rights which was not approved at the end of three months by the community of the site concerned is declared without effect and must lead to the restitution to the concerned person of the whole technical rights of which he was deprived.
- To allow the application of the preceding articles, the Bureau must lay out, on each website affiliated to ScoutWiki Network, of an account with all the administrative permissions of the website. It should only be used after deliberation of the Bureau. In each case, the deliberation of the Bureau having allowed its use must be accessible from the concerned webpage.
- The Bureau sets the level of the contributions of the adherent and benefactor members.
Article 9.5 - Attributions particular to certain members of the Bureau
- The President :
- directs the debates of the Bureau.
- represents ScoutWiki Network in all the acts of the civil life, and though is invested of the necessary powers. He concludes any necessary agreement with persons or legal entities, those being subject to agreement of the Bureau. For this reason, he signs the contracts in the name of association. He has quality to present any complaint near all administrations, in particular concerning tax matters.
- acts as justice in the name of the association, with the authorization of the Bureau, as well in demand as for defense, or delegates this capacity to a person chosen with the authorization of the Bureau.
- presents a report on the activities of the association in front of the General Assembly.
- The Secretary authenticates each decision of the Bureau by the means of the register envisaged by the law, according to terms of article 9.3.2 and 9.3.3 of these statutes.
- The Treasurer :
- can open any bank account with the agreement of the Bureau.
- is charged to hold or make hold under its control the accountancy of association. It perceives the receipts and carries out the payments made necessary by the decisions of the Bureau or the General Assembly.
- presents the assessment of the annual statements to the General Assembly.
Article 9.6 - Consultative comitee of the Bureau
- The Bureau lays out, to assist it in its load, of a Consultative Committee made up of a representative of each affiliated site, elected by the community of each site according to usual methods' into force on it, and charged to represent it near the Bureau. Members of the Bureau can also be part of the Consultative Committee.
- In the case where a decision of the Bureau would be disputed by the members of the Consultative Committee, it can, by a unanimous vote of its members, oppose itself to the entry into force of the decision. The Bureau must then formulate a new proposal.
TITLE IV - GENERAL ASSEMBLY
Article 10 - Ordinary General Assembly
Article 10.1 - Definition
- Any debate opened to all the members of the ScoutWiki Network association up to date of their contribution at least 15 days before the date fixed for its opening, realized through whatever means and followed by a vote organized by every possible means, notably during 15 days on a website available from the portal http://www.scoutwiki.org , or held punctually by another electronic means and archived by the secretary, shall be known as a General Assembly in the meaning of the present statutes.
- The General Assembly held under these conditions is materialized by the report drawn up and preserved by the Secretary, signed by the members of the Bureau, and put on line on a website avaiable through the Internet portal http://www.scoutwiki.org .
Article 10.2 - Methods of meeting
- The General Assembly meets at least once per annum on a date fixed by the Bureau.
- The convocation of the General Assembly is carried out by the publication on every website available from the portal http://www.scoutwiki.org, at least fifteen days before its opening, of its methods and its agenda. If necessary and following decision of the Bureau, the convocations can also be carried out by electronic mail.
Article 10.3 - Ways of decision-making
- The Assembly votes about each motion suggested by a member or by the Bureau by a vote in the absolute majority of the cast votes. If several contradictory motions are in presence, the motion selected is that of accepted motions where the number of favourable votes is the highest.
- Each member, adherent or benefactor, lays out with one vote for each motion suggested. If a member votes twice on the same motion, only its most recent vote is counted.
- The renewal of the Bureau is done through a scrutiny by list, each list being treated like a normal motion. The candidates can be present on several lists. To be valid, each list must respect the provisions of article 9.2, except for the cases entering the field of article 9.2.3.
Article 11 - Extraordinary General Assembly
If need be, or on the request of two thirds of the members, the president can convene an extraordinary General meeting, according to formalities envisaged by article 10, except for the following points:
- The period of notice envisaged in article 10.2.2 is increased to one month. The convocations must also be sent by electronic mail.
- The Assembly will take place only throughout one month on an affiliated site, and not by another average electronic means. The Extraordinary General Assembly is only qualified to amend the statutes or to dissolve the association. The needed majority is then that of two thirds.
TITLE V - MODIFICATION OF THE STATUTES AND DISSOLUTION
Article 12 - Modification of the statutes
- The modifications of the statutes can be carried out only by an Extraordinary General Assembly, according to methods envisaged in article 11 of these statutes.
- The president must have carried out to the prefecture the declarations envisaged in article 3 of the decree of August 16, 1901, having force of public administration rule for the application of the law of July 1st, 1901 and concerning in particular:
- changes made to the statutes
- change of title of association
- the transfer of registered office
- changes of members of the Bureau
- change of object.
- The register of associations must be signed on each sheet by the person entitled to represent association.
Article 13 - Dissolution
In the event of dissolution pronounced by the Extraordinary General Assembly, following the methods envisaged in article 11 of these statutes, the Bureau will designate an agent in charge of the liquidation of its ownings which will then be allotted to an association having a similar goal.
TITLE VI - TRANSITIONAL PROVISIONS
- These statutes are signed by the founder members of association. As a need, this signature is worth Constitutive General Assembly.
- The first Bureau is designated by the founder members of association. Its mandate has a maximum duration of one year and three months, it has to organize the meeting of the next General Assembly at the most convenient date.
An Extraordinary General Assembly will have to be convened according to terms of article 12, a maximum of 10 years after the entry into force of these statutes, in order to provide for their adaptation to the evolution of the association.
These statutes were approved by the Constitutive General Assembly of July 7, 2007.