|
A) Designation The European Contact Group - Ecumenical Network for Economic and Social Action (hereinafter referred to as ECG, or the Association) is a non-profit making unincorporated association. B) Aims ECG is a pan European ecumenical network that aims to support the involvement of churches and faith communities, with civil society in activities to: (i) Improve the conditions of employment and working life (ii) Promote sustainable rural and urban community and economic development (iii) Combat injustice, exclusion, racism and discrimination (iv) Influence church and public policy (v) Promote theological and social ethical reflection C) Objectives The network will promote these aims by: (i) Building, maintaining and supporting the ECG as a pan European network (ii) Supporting existing national and regional member networks and developing new networks (iii) Facilitating the exchange of experience and know-how (iv) Organising communication within the networks (v) Publishing, or promoting the publishing of relevant material (vi) Organising training, workshops, seminars and studies (vii) Developing and stimulating new projects locally, nationally and regionally (viii) Undertaking research or supporting research appropriate to the aims (ix) Undertaking and supporting programmes of theological reflection and social analysis appropriate to the aims (x) Co-operating with other organisations that are in pursuit of related Aims and Objectives (xi) Delivering services to other organisations that are in pursuit of related Aims and Objectives (xii) Relating to similar organisations in other world regions in pursuit of these Aims and Objectives (xiii) Promoting the insights gained by the Association and its members to policy makers in church and society as appropriate (xiv) Undertaking other actions in pursuit of these Aims and Objectives D) Location of Office The office is in Boll (Germany) with the “Verein zur Förderung des KDA”. E) The Membership (i) Membership is open to: - national networks and representative bodies of the churches or church related organisations which support the Aims and Objectives - sub-national regional networks and representative bodies of the churches or church related organisations which support the Aims and Objectives (ii) International Membership is open to: - any international organisations with related Aims and Objectives (iii) Associate Membership is open to: - any group or organisation which supports the Aims and Objectives and wishes to take an active part in the network and support it through participation and subscription - national or sub national, regional organisations which are in the process of seeking membership of the ECG. Applications for Membership shall be made in writing two months before the date of the next General Meeting, with the written support of any existing member organisation(s) from the same country. The Membership Fee shall be determined by negotiation between the Executive Committee of the ECG and members or proposed members in accordance with any guidelines that the General Meeting may determine from time to time. The executive will have the power to seek, by postal ballot, the agreement of members on an application for any type of membership, provided the return on the vote is equal to that required at a General Meeting. F) Voting (i) At the General Meeting and for decisions in elections between General Meetings: - each country where there is one or more member organisations shall have two votes - each International Member shall have one vote (ii) Non-Voting Participants Associate members are welcome to attend the General meeting but do not have voting rights. Non-Voting members may speak but have no voting rights The General Meeting is open to interested persons engaged in work that shares the Aims and Objectives of the Association. G) Delegates a) Each National Member Organisation may appoint two delegates to serve as representatives to the General Meeting, taking account of the need for gender balance b) Each Regional and International Member Organisation may appoint one delegate to serve as representative to the General Meeting Each Member Organisation shall notify the Secretary of the name(s) of the delegate(s) in writing. Delegates are expected to be active in furthering the Aims and Objectives of the ECG in their contexts H) The Executive (ii) The delegates of the General meeting shall elect 4 of its members to serve as their Executive for four years including a probationary year. This decision shall be based on skills profiles provided by the present Executive. (iii) No more than two thirds of those elected should be of the same gender. (iv) The Executive may co-opt up to two further members for specific purposes to serve up to the following General Meeting. Co-options may be renewed up to a maximum term of three years. (v) Normally those elected to the executive are not re-elected and the maximum length of service shall in no case exceed two terms of office. I) The Officers (i) The Officers shall be a chairperson, secretary and treasurer. (ii) The Executive shall choose from amongst its number members who shall serve as its officers, and shall take into account the skills and experience available to it in the allocation of its roles and responsibilities. (iii) Existing members of the executive at the time of proposed changes to the constitution should serve their full term. However the power of the executive to reallocate roles and responsibilities to provide for its officer needs should commence as soon as agreement on the proposed constitution is reached. (iv) J) Meetings and proceedings of the Executive Committee The Executive Committee shall hold at least three meetings each year. There shall be a quorum when at least one third of the number of members of the Executive Committee are present at a meeting. Every matter shall be determined by a majority of votes of the members of the Executive Committee present and voting on the question but in the case of equality of votes the chairperson of the meeting shall have a second or casting vote. The Executive Committee shall keep minutes of the proceedings at meetings of the Executive Committee and any task group. The Executive Committee may from time to time make and alter rules for the conduct of their business, the summoning and conduct of their meetings and the custody of documents. No rule may be made which is inconsistent with this constitution. The Executive Committee may appoint one or more task groups for the purpose of making any inquiry or supervising or performing any function or duty which in the opinion of the Executive Committee would be more conveniently undertaken or carried out by a task group provided that all acts and proceedings of any such task groups shall be fully and promptly reported to the Executive Committee. The Executive Committee may appoint a Finance Strategy Group which will include the Treasurer. The group will be responsible and accountable to the Executive and will work to support the Treasurer, within the framework of the policy decided by the General Meeting. All acts and proceedings of the Finance Strategy Group shall be fully and promptly reported to the Executive Committee. Members of the Finance Strategy Group may serve for 2 years with the possibility for reappointment for a maximum of 4 years total service. K) Powers In furtherance of the Aims and Objectives, but not otherwise the Executive Committee may exercise the following powers: (i) power to raise funds and to invite and receive contributions provided that in raising funds the Executive Committee shall not undertake any substantial permanent trading activities and shall conform to any relevant requirements of the law; (ii) power to buy, take on lease or in exchange any property necessary for the achievement of the Aims and Objectives and to maintain and equip it for use; (iii) power subject to any consents required by law to sell, lease or dispose of all or any part of the property of the Association; (iv) power subject to any consents required by law to borrow money and to charge all or any part of the property of the Association with repayment of the money so borrowed; (v) power to employ such staff (who shall not be members of the Executive Committee) as are necessary for the proper pursuit of the Aims and Objectives and to make all reasonable and necessary provision for the payment of pensions and superannuation for staff and their dependants; (vi) power to co-operate with other charities, voluntary bodies and statutory authorities operating in furtherance of the Aims and Objectives or of similar purposes and to exchange information and advice with them; (vii) power to establish or support any non-profit making trusts, associations or institutions formed for all or any of the Aims and Objectives; (viii) power to appoint and constitute such task groups as the Executive Committee may think fit; (ix) power to do all such other lawful things as are necessary for the achievement of the Aims and Objectives. L) General Meeting There shall be a General Meeting of the Association every two years, which shall be held in the month of September or as soon as practicable thereafter The Executive Committee shall convene every General Meeting. The secretary shall give at least 2 months’ notice of the General Meeting to all the members of the Association. The chairperson shall ensure that the meeting is efficiently chaired. If the chairperson is not present or is not present and not chairing the meeting, before any other business is transacted, the persons present shall appoint a chairperson of the meeting. The Executive Committee shall present the reports and accounts of the Association for the preceding two years at each General Meeting. Nominations for election to the Executive Committee must be made by members of the Association in writing and must be in the hands of the secretary of the Executive Committee at least 3 months before the General Meeting or before the deadline for a postal ballot. Should nominations exceed vacancies, election shall be by ballot and decisions by simple majority. The General Meeting shall appoint two Financial Scrutinisers who will examine the Accounts of the Association in relation to the Aims and Objectives of the Association, the priorities and policies of the General Meeting. One Financial Scrutiniser shall normally be elected at each General Meeting. Financial Scrutinisers shall serve for a maximum term of four years. M) Special General Meetings The Executive Committee may call a special General Meeting of the Association at any time. If at least ten delegates request such a meeting in writing stating the business to be considered the secretary shall call such a meeting. At least 3 months’ notice must be given. The notice must state the business to be discussed. N) Procedure at General Meetings (i) The secretary or other person specially appointed by the Executive Committee shall keep a full record of proceedings at every General Meeting of the Association. (ii) There shall be a quorum when at least one tenth of the number of delegates of the Association for the time being or ten delegates of the Association, whichever is the greater, are present at any General Meeting. O) Other Duties of the General Meeting (i) Receive and approve Annual Reports of the Executive Committee (ii) Receive and approve the reports of the Financial Scrutinisers (iii) Confirm Executive Committee approval of Annual Accounts (iii) Receive any other relevant reports (iv) Determine policies and priorities for the future work of the Association (v) Carry out any other business necessary to further the Aims and Objectives of the Association P) Duties of the Executive Committee (i) Prepare and manage the General Meeting (ii) Implement the policies and priorities of the General Meeting (iii) Develop and implement financial policy in accordance with any policies established by the General Meeting (iv) Make arrangements for the appointment and managing of staff (v) Appoint external, accredited Auditors for the ECG Account(s) (vi) Manage relationships with other organisations (vii) Keep the Members of the Association fully and regularly informed of its activities and decisions (viii) Participate actively in networking and contact building (ix) Make proposals for responding to new emerging priorities (x) Fulfil any other duties necessary to further the Aims and Objectives of the Association Q) Receipts and expenditure (i) The funds of the Association, including all donations, contributions and bequests, shall be paid into account(s) operated by the Executive Committee in the name of the Association at such bank(s) as the Executive Committee shall from time to time decide. (ii) The funds belonging to the Association shall be applied only in furthering the Aims and Objectives. R) Accounts The Executive Committee shall comply with their obligations with regard to: (i) the keeping of records of the accounts of the Association; (ii) the preparation of annual statements of account for the Association; (iii) the appointment of auditors and the auditing or independent examination of the statements of account of the Association; (ii) the approval and signing of the annual accounts S) Alterations to the Constitution Subject to the following provisions of this clause the Constitution may be altered by a resolution passed by not less than two thirds of the members present and voting at a General Meeting. The notice of the General Meeting must include notice of the resolution, setting out the terms of the alteration proposed, to be received by the Secretary one month before the Executive prior to the General Meeting. T) Dissolution If the Executive Committee decides that it is necessary or advisable to dissolve the Association it shall call a meeting of all members of the Association, of which not less than 3 months’ notice (stating the terms of the resolution to be proposed) shall be given. If the proposal is confirmed by a two-thirds majority of those present and voting the Executive Committee shall have power to realise any assets held by or on behalf of the Association. Any assets remaining after the satisfaction of any proper debts and liabilities shall be given or transferred to such other non-profit making institution or institutions having objects similar to the objects of the Association as the members of the Association may determine. Failing that, the assets shall be applied for some other non-profit making purpose. U) Adoption This constitution was adopted on the twenty-fourth day of September 2003 by the General Meeting and signed on their behalf by the officers whose signatures appear below : Chairperson Sakari Ojanen Secretary Iwona Sznajderska Treasurer Jürgen Klute Amended at General Meeting, Bochum September 10th 2005 Chairperson Sakari Ojanen Secretary Iwona Sznajderska Treasurer Jürgen Klute
|