Article 1 – Name
An association is hereby created between the members and the present statutes governed by the law of July, 1st 1901 and the decree of August, 16th 1901with an international vocation entitled International Association for the Promotion of the Online Intercomprehension (APICAD).
Article 2 – Purposes and actions
The purposes of this association are:
- To gather people and/or a group of persons committed to promote intercomprehension worldwide giving priority to online intercomprehension;
- To disclose intercomprehension to the general public and to associative and institutional heads;
- To provide a legal framework of collaboration to the members of the Association;
- To work on the practice and the ethics of multilingualism, which are imperatives of our era and a challenge for the future;
- Promotes the working and the development of its network and coordinate its activity in order to organize common actions and allow to its members to beneficiate from their mutual experiences;
- Supports the development regarding the teaching and the training all through the life, regarding contents, services, with innovative teaching methods and practices based on the information and communication technologies by using a collaborative multilingual website;
- Contributes to strengthen the partners’ network willing to welcome and organize trainings of online intercomprehension (languages centers, cultural institutes’ network, schools, associations and others);
- Supports each initiative of scientific enhancement of work regarding the intercomprehension : organize and promote meetings, internships, symposiums, international study days, conventions and any other event in compliance with its aims ; publish dossiers, fact sheets, periodicals and teaching documents;
- Insures a long-term autonomous financial viability to cover operating costs and staff costs;
- Promotes the possibility to extend the intercomprehension of Romance languages to other language family beyond the linguistic similarities;
- Insists on the actions carried out to the policy makers for intercomprehension;
- Seeks the cooperation with associations or bodies/organizations that have the same aims.
Article 3 – head office
The head office is 306 rue Duguesclin, 69003 Lyon, France. It may be transferred by a simple decision of the board of directors.
Article 4 – Duration
The duration of the association is unrestricted.
Article 5 – Composition
The Association is composed of:
- Honorary members
- Associate members
- Active members or simple members
Article 6 – Admission
To join the association as a member, formal acceptance must first occur by the board which decides about the presented admission request during its meetings.
Article 7 – Members – Subscriptions
The active members must maintain regular contacts with the Association and initiate national and regional projects. To insure the visibility and the cohesion of the Association and to share their experiences, they shall keep informed the General Secretariat of their actions.
The associate members
An associate member may be anyone who is interested by the works of the Association without fulfilling the conditions required to be an active member.
The associate members enjoy the same rights and advantages as the active members. However they can not be nominated as president on or vice-president of the Association.
The title of honorary member may be attributed by the board of directors to natural or judicial persons who help out or had helped out the Association. This title confers the right to assist to the general meeting without paying the subscription fee.
The honorary members can participate and speak at the General Meeting but they have not the right to vote.
The associate and active members pay an annual subscription fee which amount is fixed by the General Meeting on a proposal of the Board of directors.
Article 8 – Removal
Membership of the Association is lost by:
- By removal decided by the General Meeting on a proposal of the Board of directors for a repeated non-payment of the subscription fee
- By removal decided by the General Meeting on a proposal of the General Secretariat for a detrimental action to the aims of the Association.
Article 9 – Affiliation
The Association can become a member of others associations, unions and groups by decision of the board of directors.
Article 10 – Funds
The Association relies on an economic model drawing on the economic principles of free software combining volunteering and professionalism. The annual dues of the Association consist of:
- Registration fees, dues and subscription of the members;
- Subsidies from States, regions, departments, towns and from public and private institutions or even from the European Commission;
- Funds created exceptionally and, if applicable, with the approval of the relevant authority (collections, conventions, tombolas, lotteries, concerts, bars and show, etc., authorized in favor of the association );
- The sale proceeds, advertising revenues and wages perceived for service rendered.
Article 11 –Ordinary General Meeting
The ordinary general meeting is composed of each member of the Association for any reason whatsoever.
The general meeting is called in at least every two years by the president and takes usually places during a world congress; it could also be summoned in others times either face-to- face or by electronic means at the request of the President, the two-thirds of the board of directors, or a quarter of the active members.
Two weeks before the date set, all the members of the Association are called in by the secretary. The agenda appears on the notifications.
The president, assisted by the members of the board, chairs the meeting and explains the moral situation or the activity of the Association.
The treasurer reports on its management and submits its annual accounts (balance sheet, profit and loss account and appendix) to the approval of the meeting;
The general meeting sets the amount of the annual subscriptions and of the admission fee to pay by the different categories of members.
Only the items on the agenda can be addressed.
The decisions are taken by a majority of votes of the members present or represented.
After completion of the agenda, the renewal of outgoing members of the Board is made.
The quorum is a half of the total of the members’ association; each member can have two proxies if this is not possible for a member to participate. In case of a tied vote, the vote of the president is dominant.
All the decisions are taken by a show of hands, except for the election of the members of the board.
The decisions of the general meetings are binding to all members, even those absents or represented.
Article 12 – Extraordinary General Meeting
If necessary, or upon the request of a half + 1 of the members registered, the president can summon an extraordinary general meeting, according to the terms and conditions of the present statutes, and only for the amendment of the statutes or the dissolution or acts concerning immovable properties.
The terms for the convention are the same as those of the ordinary general meeting. Deliberations are taken by a simple majority of the members present.
Article 13 – Board of Directors
The Association is managed by a Board of directors. Its members are elected by the general meeting for a four-year period. The president and vice-president are elected twice consecutively in their functions. However, a vice-president who has practiced a mandate for eight years could appear as a candidate at the presidency.
The board of directors gathers at least once a year, face-to-face session or distance meeting, each time it is summoned by the president or upon the request of the quarter of the members at least.
Each member can only receive one proxy when a member is absent.
The board of directors sits provided that an absolute majority of the members are present or represented. In case of an absence of quorum, a new board of directors is summoned within a maximum of one month and validly sits whatever is the number of members present or represented.
A proposal on the agenda of the meeting is sent to the members of the board of directors at least one month before the reunion, and remains modifiable until the day before the meeting.
In case of vacancies, the board provides temporarily the replacement of its members. The final replacement will be decided at the following general meeting. Thus, the powers of the elected members expire at the term of the mandate of the replaced members. The decisions are taken by a majority of votes; in the event of a tie, the president vote is dominant.
A report of each meeting, written by the president and the general secretary is sent to each member of the Board and to the active members of the Association within three months. The reports are signed by the president and the general secretary.
The working committees
The board of directors could create working committees for all the subjects examined at the General Meeting or by the board itself; a member of the Board, delegated by this one, is ex officio a full member of the committee created.
Article 14 – the Office
The board of directors elects among its members an office composed of:
- A president
- Two vice-presidents
- A general secretary
- A treasurer
- Attends to the ongoing business of the Association between the meetings of the board of directors and according to the decisions taken by the board, in close collaboration with the general secretary;
- Organize the agenda and the proposals to discuss at the board of directors;
- Assure the diffusion of information;
- Insure contacts with the members;
- Decides the opportunity and the conditions of fulfillment of the tasks entrusted to the members of the board of directors and the general secretary;
- Is responsible for the external relations of the Association.
Article 15 – Compensations
All the functions including those of the members of the board of directors and the office are free and volunteer. Only costs generated by the fulfillment of their mandates are reimbursed based on supporting documents. The financial report presented to the ordinary general meeting shows, per beneficiary, the reimbursements of mission expenses, the reimbursements of displacement and representation expenses.
Article 16 – By-laws
The by-law is established by the board of directors and approved then by the general meeting
This by-law is intended to set the various points unforeseen by the present statutes, especially those which are connected with the internal management of the association.
Article 17 – Dissolution
The association can be dissolved only by the extraordinary general meeting.
The dissolution can only be voted with a majority of the two-thirds of the members present or represented.
In case of dissolution, the General Meeting chooses one or several commissioners in charge of the liquidation of the goods of the Association; it assigns the net assets to an international organization with a philanthropic purpose.
Made in Lyon, June 19th 2014,
The president, Jean-Pierre Chavagne
The general secretary, Sandra Garbarino