As approved by the EPA GA the 16thof August 2006 and by Royal Decree the 25th of October 2006Published in the Moniteur Belge of November 22, 2006, modified by the EPA GA the 29th November 2014.
International Non Profit Association
EUROPEAN PARENTS’ ASSOCIATION (EPA)
C O N S T I T U T I O N
TITLE AND REGISTERED OFFICE
An international non profitassociation, entitled ” European Parents’ Association” , in abbreviated form”EPA”, is hereby created.
The Association has its registered office in the judiciary district of Brussels, at present c/oEUCIS-LLL Rue de l’Industrie 10, 1000 Brussels.
This registered office can be changed in Belgiumby a simple majority vote of the General Assembly.
The Association is established in accordance with the Belgian Law of 27 June 1921.
To work in partnership both to represent and give to parents a powerful voice in the development of policies and on all decisions at European levelthat have a direct effect on the education,life and future of childrenand their parents.
EPA’s aim is the promotion of collaboration between schools, parents’ associations and other educational communities throughout Europe, regardless of their political, philosophical or religious convictions.
In its pursuit ofthis aim, EPA will not seek to make a profit but to:
- Promote the active involvement of parents at all stages of the education of their children
- Supportthe advancement of parents’ associations in different European countries
- Support the highest possible quality of educational development for all children in Europe
- Promote the recognition for parents of their central place as the primary educators of their children,
- Support and promote coordination and cooperation between diverseEuropean level organisations, associations, networks and institutionsfor the purpose of pursuing EPA’smission;
- Support and promote coordination and cooperation between the various European organisations of parents’ associations to exchange experience, views and facilitate common projects drawn up and implemented by these member associations;
- Facilitate reception and dissemination of relevant European information to member associations.
EPA consists of:
- full members who shall be national parents’ organisations with missionand aimsconsistent with those of EPA and who shall have voting rightand be represented for this purpose by one of their members;
- associate members who shall be persons, organisationsor institutions who contribute through their own activities to the missionand aimsof EPA, and who shall have consultative status.
- affiliate memberswho shall be emerging local, regional or national parents’ organisationswith missionand aimspotentially consistent with those of EPA and who shall have consultative status and be represented for this purpose by one of their members.
Affiliate membership may be assigned for a period of two years after which the member might become a full or associate member as appropriate.On special request the period of affiliate membership can be extended to amaximum of 5 years.
- honorary memberswho shall be persons contributing to EPA’s aims and mission atEuropean level. Honorary membership may be assigned for a period of 5 years. The honorary membership period can be extended to any length.
The members together comprise the General Assembly. However, the right of vote belongs to Full Members only and, should the need arise, the President may restrict the convening of the Assembly for a specific topic to Full Members only.
The admission of new members shall be discussed in the General Assembly. Admission will require adherence to EPA’s Constitution, payment of an annual membershipfeeand the existence of a relevant constitutionwhich governs the prospective member’s activity in their own country.
The expulsion of members may be decided by the General Assembly if Membership Feesremain unpaid one year after they fell due, or if members lose the qualifications which initially entitled them to membership.
Any member who ceases to belong to EPA shall have no claim on the funds of EPA. The members of EPA may resign at any time by sending a letter to the EPA Board.
The General Assembly has all the powers necessary for the achievement of the aims of EPA.
It alone has the necessary powers:
- to amend the Constitution;-to make or amend by-laws as appropriate;
- to fix the level of Membership Fee;
- to elect, to receive the resignation of, or to dismiss the members of the Board;
- to approve budgets and accounts;
- to give discharge to the members of the Board-to appoint independent examiners;
- to dissolve the Association;-to admit or expel member associations;
- to decide the policy of the EPA.
The General Assembly shouldnormally meet twice per year, presided over by the President of EPA preferably at a place in the country currently holding the Presidency of the European Union or, if not possible another place approved by the Board.Notice of the General Assembly shall be communicated in writing by fax or by email by the Board .Notice of the meeting shall be given at least two months in advance of the date set and the agenda and papers shall be sent at least one month prior to the date specified for the meeting.
A Special General Assembly may be convened by the Board at any time or within two months of a written request of at least five full members from five different countries, addressed to the Presidentor his/her deputy, mentioning the agenda. If the Board fails to execute this request within two months a Special General Assembly can be convened by these five full members. They shall indicate the agenda in the invitation to the meeting which shall be sent at least two months prior to the date specified for the meeting.
Each full member shall have one vote in the General Assembly.
Each full member shall be represented by an individual who is appointed by his or her association and who shall hold a written proxy from their organisation.
Full members who could not attend the meeting may give a proxy to be delivered to the President before the meeting.
A full member whose Membership Feehas not been paid in advance of the second General Assembly shall not be permitted to vote and their vote shall not be taken into account in any decision on quorumor voting proportions.
Decisions at General Assemblies shall be made by a simple majority of the combination of the votes (abstentions will not be taken into account) of those full members present or represented by proxy.In the instance of the dismissal of members of the Board, the amendment of this Constitution or the dissolution of EPA, a majority of two-thirds of all the allocated votes is required, subject to a stronger majority required by law, (abstentions being takeninto account).
At the General Assembly, a quorum for valid decisions shall be if half the votes of the full members are represented either in person or by proxy, except in the instance cited in Article 8 of this Constitution.
Voting and decisions can be made only for items listed in the agenda circulated in advance of the meeting. Such decisions shall be brought to the attention of all members after the meeting.
Minutes of each meeting shall be drafted and transcribed in the minutes’book and signed by the President and the Secretary and held at the disposal of the members.
EPA is managed by a Board.
The General Assembly shall elect from amongst representatives of the full members or candidates belonging to one full member and bearing its support a President and a maximum of six other members of the Board. Each member of the Board shall come from a different country. A member will serve for a period of threeyears, provided that he/she maintains membership in his or her own associationand that the association maintains membership in EPA.
In case the aforementioned conditions are not maintained the Board Member shall remain in charge until the end of his mandate unlessthe General Assembly decides otherwise or the Member decides to resign.
The President and members are eligible for re-election.In no case a member of the Board or the President will stay in charge for more than six years, After a further period of threeyears a member will be eligible for re-electionagain.
All the Board Members will bear the title of Vice-President. The Board will elect from amongst itsVice-Presidents a Treasurer, and a Secretary.
The Board will meet at least twice per year one of which must be in person. A meeting of the Board may be held either in person or by suitable electronic or telegraphic means agreed by the Board in which all participants may communicate with all the other participants.
Its quorum shall be of half of its members.
Every issue may be determined by a simple majority of the votes cast at a meeting but a written or electronic resolution signed by all the Board is as valid as a resolution passed at a meeting in person (and for this purpose the resolution may be contained in more than one document and will be treated as passed on the date of the last signature). Should two Board members exercise a veto on a written or electronic decision then the Board must meet in person.
A procedural defect of which the Board are unaware at the time does not invalidate decisions taken at a meeting.
The Board shall have the necessary powers to administer and manage the Association, subject to those matters reserved to the General Assembly.
Matters which are the particular responsibility of the Boardinclude:
- summoning the General Assembly;
- organisation of the Association;
- drawing up any necessary by-laws;
- collection of Membership Fees and the acceptance of legacies, gifts, donations, etc;
- drawing up the Annual Report and Accounts for presentation tothe General Assembly;
- establishment of appropriate committees or working groupsor special appointments of distinguished members to special charges.These charges and therelevant description of their roles will be detailed in the by-lawsand the appointments shall be approved by the GA.
- representing EPA
All agreements which commit EPA will be signed by at least two members of the Board, nominated by the Board for that purpose.In case some commitments are due to be signed by one responsible person only (normally the President) in representation of EPA, the Board will authorise the aforementioned person on a separate sheetor by Board decision.
The Board may, for a time or in general way, delegate some or all of its powers to one or several of its members.
Legal actions, whether as plaintiff, or as defendant, will be overseen and pursued by the Board, represented by its President or one of its members nominated by the Board for this purpose.
BUDGET AND ACCOUNTS
The financial year will run from 1 January to 31 December. The Boardis required to submit Accounts and Budgets for independent examination. The independent examiners will draft a report and send it to the Board before 31 March.Every year the Board shall submit the Accounts, Budget and the Report of the independent examiners for approval of the General Assembly at its statutory meeting. The statutory General Assembly approves the accounts and budgets, givesdischarge to the Board and appointsindependent examiners for the following financial year.
The activities of EPA will be financed by:
- the annual Membership Feeof members, as proposed by the Board and approved by the General Assembly;
- gifts, donations etc;
- grants from governmental or non-governmental authorities;
- other income.
EPA shall maintain appropriate accounting information, minutes of meetings, and a register of member associations.
AMENDMENTS TO THE CONSTITUTION AND DISSOLUTION OF THE ASSOCIATION
All proposals for the amendment of the Constitution or dissolution of the Association must come from the Board or at least three full members from three different countries.
The Board shall inform all members of the Association about the date, place and time of the General Assembly which will decide on such proposals, at least two months before that meeting.
No decision on such proposals which receives less than two-thirds of the votes of the full members, who have paid their Membership Fees, present or voting by proxy at the General Assembly shall be valid.
If at the General Assembly, the two-thirds of the votes (or more if the quorum required by the law is higher) of the full members are not present or represented , a new General Assembly may be convened in the same way as above and this assembly shall decide at the majority of two-thirds (or more if the quorum required by thelaw is higher) of the full members, present or represented.
Amendments to the Constitution shall take effect after the conditions of publication, laid down in the Belgian law, have been fulfilled. The General Assembly shall decide on the procedures for the dissolution and liquidation of the Association. The net assetsshall be allocated to an international association with similar aims.
Any matter not covered by this Constitution shall be regulated by the Belgian law governing the international non profit associations or at default by the General Assembly.
Done in Brussels, the 16thof August 2006. Approved by Royal Decree of October 25, 2006. Published in the Moniteur Belge on November 22. 2006