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Constitution of FINE
European Federation of Nurse Educators
Constitution of FINE
(31 ko)
ARTICLES OF ASSOCIATION
Name and
registered offices
Article 1
1.
The name of the association is: the European
Federation of Nurse Educators, also referred to as: the
FINE.
2.
The association has its registered offices in the
municipality of The Hague, The Netherlands.
Objects
Article 2
1.
The association is an international, non-profit,
non-government organisation, and it has the object of
promoting the permanent development of good quality nursing
education in Europe and furthermore elaborating the further
completion of European directives.
2.
The association attempts to achieve its objects inter
alia by:
a.
attempting to reach an optimum solution for similar
problems while demonstrating an understanding and respect
for different cultural and historical identities;
b.
promoting the permanent quality and professionalism
of nursing education, for example in respect of health,
working conditions and research;
c.
comparing curricula, study programmes and training
methods, comparing and discussing training structures and
the quality of teacher training courses in order to
harmonise and improve curricula and study programmes;
d.
promoting international exchange and collaboration;
e.
providing information to and influencing other groups
and organisations in the field of education and health care
at national and international level;
f.
exerting influence on politicians at national and
international level within the European Union.
Membership
Article 3
1.
The federation comprises of associations,
institutions, groups of individuals or individuals who are
working in the nursing education system. The federation has
individual and collective membership
a.
Individual membership is open to every individual or
groups of individuals not formally organised or representing
an organisation/institution, who are interested in nursing
and nursing education.
b.
Collective membership is open for organisations,
institutions and associations of such, which represent
nursing education.
2.
The members’ rights and obligations
a.
Each member is required to pay an annual
subscription. The general meeting will fix the subscription
in response to an executive proposal. The executive is
authorised to reduce the subscription payable by a member.
b.
Voting rights will depend on the number of staff of
institutions and groups of individual members. Thirty
individuals will have the right of one vote.
c.
All members are authorised to attend the General
Assembly. Individual and collective members may appoint a
representative /representatives/ at the General Assembly.
The admission
of members
Article 4
The general meeting will decide whether to admit members.
The termination
of membership
Article 5
1.
Membership will end as a result of:
a.
the death of a natural person or the winding up of a
member-legal entity;
b.
a member’s resignation;
c.
the termination of the membership by the association;
d.
disqualification.
2.
The general meeting can only terminate the membership
on behalf of the association at the end of the current
financial year if a member no longer complies with the
requirements for membership laid down in the Articles of
Association, but also if the association cannot in reason be
required to let the membership continue, in which case the
membership will be terminated with immediate effect.
3.
The general meeting may disqualify a member from
membership if that member breaches the Articles of
Association, the bylaws or resolutions adopted by the
association or if the member unreasonably prejudices the
association’s interests.
4.
If the membership is terminated in the course of a
financial year, the member will nevertheless be required to
pay subscription for the entire year, unless the general
meeting resolves otherwise.
Income and
financial year
Article 6
1.
The association’s income consists of: -
subscriptions; - income from services; - publications and so
on; - gifts, legacies, testamentary dispositions and
contributions from sponsors; - any income from capital; -
any income from agreements.
2.
The executive is authorised to generate income and to
collect subscriptions in conformity with the statutory
requirements.
3.
All the association’s income must be deposited into a
bank account to be designated periodically by the executive.
4.
The association’s income can only be used for
settling the association’s costs and for achieving the
association’s objects.
5.
The association’s financial year will run from the
first day of January until the thirty-first day of December
of each year.
6.
The secretary will keep all the financial records for
a period of seven years.
7.
At least one general meeting will be conducted every
year within six months of the end of the financial year,
unless this period is extended by the general meeting. In
this meeting, the executive will present its annual report
on the state of affairs within the association and on the
policy conducted. The executive will submit the
balance-sheet and the statement of income and expenditure
with explanatory notes to the general meeting for approval.
These documents must be signed by the officers. The general
meeting will appoint a committee of at least two members who
may not be members of the executive. The executive is
required to provide the committee with all the information
it may require for its investigation, will permit the
committee to audit its cash and assets if requested, and
will make the association’s books and records available for
examination. The committee will audit the balance-sheet and
the statement of income and expenditure and the
association’s other financial records. The committee will
report to the general meeting on its findings.
General
meetings
Article 7
1.
General meetings will be conducted at least once a
year, with due observance of the provisions of article 6,
paragraph 7. The invitation to attend a general meeting,
setting out the date and place of the meeting and the agenda
will be drawn up by the executive in response to a proposal
by the general meeting. The invitation will be despatched to
the members at least twenty-one work days before the date of
the meeting.
2.
The general meeting has inter alia the following
powers:
a.
appointing and removing officers,
b.
fixing the subscription,
c.
adopting the balance-sheet, the statement of income
and expenditure and the budget,
d.
deciding on the association’s general policy,
e.
admitting members,
f.
terminating members’ memberships,
g.
resolving to amend the association’s Articles of
Association,
h.
resolving to wind up the association.
3.
Under normal circumstances, general meetings will
coincide with the association’s biennial conference.
4.
General meetings can only decide on subjects included
on the agenda.
5.
General meetings can only adopt resolutions if at
least three officers and the majority of the Full members
are present.
6.
A unanimous resolution by all the Full members, even
if they are not convened in a meeting, will have the same
effect as a resolution adopted by the general meeting,
provided that this is done with the prior knowledge of the
executive.
7.
Committees: a. the executive is authorised to set up
committees, sub-committees and working parties, if this is
deemed necessary; b. committees, sub-committees and working
parties will be required to render account to the executive
within the period fixed for that purpose.
8.
General meetings will be chaired by the chair of the
executive, and, in the event of his/her absence, by another
officer.
9.
General meetings will be convened by the executive as
often as the executive deems desirable, but at least once
every two years.
10.
The executive is also required to convene a general
meeting if the number of the association’s members with
voting rights required in law requests this.
The executive
Article 8
1.
The association will be managed by an executive
consisting of at least five officers. Officers will
originate from different countries, to the extent possible.
Officers will perform their duties without a mandate or
consultation with supporters. The general meeting will
appoint officers to their positions from one or more
nominations by the Full members.
2.
The executive will consist of a chair, a vice-chair,
a treasurer and a secretary. One person may hold the
positions of both secretary and treasurer.
3.
The executive will meet at least once a year.
4.
The executive is responsible for deciding on the
agenda, date and place of a meeting and will make all the
necessary arrangements for that meeting.
5.
The executive’s powers will include the following:
-
executing the general meeting’s resolutions;
-
managing the association’s finances;
-
proposing ways of achieving the association’s objects;
-
promoting the association’s objects at international level;
-
organising general meetings;
-
co-ordinating the association’s biennial conference.
6.
The secretary will send the members the names of the
candidates for the position of chair or other officers at
least twenty-one work days before the date of an election.
7. a. The executive can only adopt resolutions if at least
three officers, including the chair, are present.
b.
The executive meetings will be chaired by the chair;
c.
The executive will be supported by a secretariat,
preferably located in the same country as the chair’s
country of origin;
d.
Executive meetings will be convened by the chair, who
will draft the agenda in consultation with the secretariat;
e.
The executive is authorised to call in expert advice
if it deems necessary.
8. Each officer will be appointed for a period of two years
and can subsequently be re-elected twice.
9. Executive membership will end as a result of:
a.
an officer’s resignation;
b.
dismissal by the general meeting, which can resolve
to remove an officer if s/he was absent from two successive
executive meetings. The general meeting can suspend an
officer before deciding on their removal.
Representation
Article 9
The executive or the chair, in conjunction with the
secretary, will represent the association. In the event of
the absence of either the chair or the secretary, the
association will be represented by the secretary in
conjunction with one of the other officers or by the chair
in conjunction with one of the other officers. The executive
is authorised to enter into legal proceedings, in which case
the association will be represented by the chair. The chair
is authorised to appoint one of the association’s employees
to represent him/her in connection with such legal
proceedings.
Amendment of
the Articles of Association and winding up
Article 10
1. a. The Articles of Association can be amended only as a
result of a resolution by the general meeting, which must
have been convened with at least twelve weeks’ notice,
giving notice of the fact that the Articles of Association
are to be amended in that meeting.
b.
The persons convening the general meeting being
convened to consider a motion to amend the Articles of
Association must make a verbatim copy of the motion setting
out the proposed amendment available for examination by the
members at a suitable location at least five days before the
date of the meeting until the day following the date of the
meeting. The motion must also be despatched to the members
together with the agenda.
c.
The Articles of Association can be amended by a
majority of the votes.
d.
Each officer is authorised to arrange for the
execution of the deed of amendment of the Articles of
Association.
2.
Winding up
a.
The provisions of paragraph 1.a and 1.b are
applicable mutatis mutandis to a resolution by the general
meeting to wind up the association.
b.
A resolution to wind up the association can only be
adopted by a majority of three-quarters of the Full members
present.
c.
After the association has been wound up, it will be
liquidated by the executive. Any surplus which remains after
the association has been wound up will be designated for a
purpose in keeping with the association’s objects, to the
extent possible. A resolution for the appropriation of a
surplus must be adopted by an ordinary majority in the
general meeting in response to an executive resolution.
Bylaws
Article 11
The general meeting may adopt and amend one or more bylaws
to provide for subjects not provided for in the present
Articles of Association. Bylaws may not contain any
provisions in breach of the law or the present Articles of
Association. The provisions of article 10 under a., b., and
c. will be applicable mutatis mutandis to resolutions to
adopt or amend the bylaws.
Final
provisions
Article 12
The executive will decide in any cases not provided for in
the present Articles of Association or the association’s
bylaws. Such resolutions must be in keeping with the
Articles of Association and the association’s bylaws and
with Dutch law.
Close of deed
IN EVIDENCE OF WHICH this deed was executed in Bennekom on
the date recorded in the heading hereof. The person
appearing before me is known to me, civil law notary. The
person appearing before me was informed of the substance of
this deed and its contents were clarified to him. The person
appearing before me subsequently declared that he had
acquainted himself with the contents of this deed in good
time before it was executed, that he consented to its
contents and that he did not require it to be read out in
full. After restricted passages had been read out, this deed
was then immediately signed, firstly by the person appearing
before me and subsequently by me, civil law notary.
Last Updated : 23 November 2007
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