Following the
recent Extraordinary Assembly, where certain decisions were approved by the
Members, a series of modifications to the Statutes are being proposed by the
Board. These are attached. The official Catalan version of these modified
statutes is being reviewed with the Registrar of Associations and should be
ready for formal approval by early November.
Please read the
summary below and consult the attached text as you consider necessary. Any
comments and suggested changes should be sent to John Pinnell by November 5,
preferably by e mail to john.pinnell@awscmail.com.
An Extraordinary
Assembly will have to be called by the Board to give formal consideration to
and approval for all modifications (which must then be acceptable to the
Registrar before they can be officially registered).
The changes are
highlighted in red and may be summarized as
follows:
1. To reflect decisions approved at the recent Extraordinary Assembly:
-
To use the website and
electronic communications as the main vehicle for communicating with Members;
see particularly Article 8.1.1 (d) and (e) and Club Rules B.
-
To stop specific references to
a quarterly magazine as the production of this is being stopped as from this
quarter; see Club Rules B.
-
To simplify the structure of
the governing bodies of the Club by eliminating specific Board role titles (so
that roles may be shared) and eliminating the separate Executive Committee; see
particularly Article 12.1, elimination of Article 12.9, Club Rule 1 (c), Club
Rules of Procedure A and B.
2. To clarify a series of clauses regarding rights to vote (including
proxy votes) and rights to belong to governing bodies of the Club; see
particularly Article 6.1.3 and 6.1.6, Article 8.1.1 and 8.1.1 (c), Article
11.6.
3. To clarify the rules regarding the Membership List; see Club Rule 9.
This now specifically prohibits the use of the membership list for commercial
purposes.
4. To “tidy up” references within the Statutes and Rules where the official Catalan version had itself contained certain inconsistent references (eg to “Club”, “Board”, “President”) or was not totally specific.
***********************************
STATUTES FOR THE CLUB INTERNACIONAL D'ANDORRA
Art.1 - INCORPORATION
The "CLUB
INTERNACIONAL D'ANDORRA" is a nonprofit making Club or Association.
Art. 2 - REGISTERED ADDRESS
The registered
address of the "CLUB INTERNACIONAL D'ANDORRA" is the Hotel "París-Londres", 11
Av. Miquel Mateu, in Escaldes-Engordany
- the relevant permission having been obtained from the latter's owner, Mr.
Joan Albert Montané - and may be moved to another place within the Principality,
if the General Assembly so decides.
Art. 3 - AIM
3.1 - The aims of
the Club are the following: to guide, organize
and initiate meetings and activities of a linguistic, cultural or leisure
nature, inside and outside the territory of Andorra, in order to promote
friendship between the various nationalities.
3.2 - The Club has
no profit making, commercial, religious or political objectives or social
demand.
3.3 - The
association may carry out economical activities if these fall within its
statutory aims and are not be aimed, implicitly or explicitly, at securing economic or financial gains to be
shared out among its members.
3.4 - The Club may
carry out all legal
activities relevant to the purposes of
its Statutes, always according to the requirements and conditions of the Law.
Art. 4 - LIFE
The Club shall last
indefinitely.
Art. 5 - APPLICABLE LEGISLATION
The Club
has its own legal personality and capacity and is based on democratic principles. It
is governed by the Law of Associations of
MEMBERS
Art. 6 - ADMISSION OF MEMBERS
The "CLUB
INTERNACIONAL D'ANDORRA" may be joined by all those
who wish to practice and carry out its activities and to promote friendship
between the various nationalities.
To become a
member of the Club, the person in question must make the relevant application
for membership to the Governing Board by filling in a membership application form. Membership
shall come into force within a week.
6.1 - CLASSES OF MEMBERS: - Members shall be classified in the following
categories:
6.1.1 - Members -
Those members who have applied for Club membership and who pay their membership
fee.
6.1.2 - Honorary
members - This category shall be formed by all those who have given notable
service to the Club by a decision taken by the General Assembly on a proposal from the
Governing Board with three quarters of the members
present at the Assembly being in favor.
6.1.3 - Family
members - This category allows a family group to form part of the Club and join
in its activities - on the same
conditions as Members, but where the family as a whole is treated as if it were
a single Member. Consequently, family membership entitles to only one
vote.
6.1.4 - Associate members
- Members of the "International Singers" Choir that do not wish to be
full members of or receive any information about the Club. Associate members
have no vote and pay only a nominal fee, the amount of which is fixed by the Governing Board.
6.1.5 - Members resident outside Andorra -
Members no longer resident in Andorra may continue their membership on payment
of an appropriate annual fee, the amount of
which is fixed by the Board, to cover the membership dues and postage. but will not be
entitled to any vote.
Art. 7 - CAUSES FOR A CEASING TO BE A MEMBER
Any member may
resign from the Club and may not be obliged to remain in it against his will,
providing only that if he is not up to date with his membership fee he shall be
required to pay
this.
Art. 8 - LEGAL SYSTEM
8.1 - Rights
of members
8.1.1 - All
members of the Club, other than those limited or excluded by Articles 6.1.3,
6.1.4 and 6.1.5, and always
provided that they are current in the payment of their membership fees, shall have the right to:
a) - Be present, take part and vote at General
Assemblies, personally or by proxy.
b) - Vote in all the other bodies of the Club to
which they belong.
c) - Be elected to the governing bodies provided also
that they fulfill the qualifying requirement
of being holders of residence permits in
d) - Be informed of all the Club activities through its
web site available at www.international-club-andorra.com and any direct
communications that may be made to members from time to time at the discretion
of the Board and take part in them.
e) - Be informed of the running of the Club primarily through its web site and especially of the decisions taken by
the governing bodies, statement of accounts and Club relations with public
authorities and third parties.
f) - This right may be exercised by requesting the
Governing Board or the other bodies for the relevant information or asking questions at General
Assemblies.
g) - Leave the Club. If the member wishing
to resign from the Club is noted in the Register as a founder member, he may
ask for his resignation to be recorded in the Register.
h) -
Members who have had their vote against a decision recorded in a Minute
and those not
present in the meeting at which the decision was taken, may legally impugn it if the decision is contrary to the Law of Associations or
these Statutes, or if it benefits some members or third parties to the
detriment of other members or the interests of the Club, within thirty days of
its being taken.
i) - Members who have impugned a decision may ask the Secretary to
make a marginal of this impugning in the
Minutes.
j) - Any member has the right to ask for and obtain within ten days a
total or partial copy of the
Minutes of meetings of the General Assemblies and of the
Governing Board. These copies shall be certified
by the Secretary.
8.2 - Duties of members
8.2.1 - Members of
the Club shall have the following general duties:
a) - To be loyal to the objectives and aims of the Club and act to
achieve them.
b) - To contribute to the maintenance of the Club by means of payment of a
yearly subscription fee.
c) - To respect and comply with the decisions taken by the bodies
of the Club.
Art. 9 - MEMBERSHIP
FEES
Every member shall
pay the annual subscription, the amount of which will be proposed by the Governing Board and approved by the General Assembly. All members
shall pay their subscription by a direct debit to the member's bank account within 30 days of its first being presented.
The current Governing Board may decide on the payment of additional fees for
extra activities, for example for unforeseen expenses. Such additional fees may
not also be collected
by direct debit but only after the need for such additional fees
has been must be presented to the members in the form of
a detailed proposal invoice, clearly stating the reason for these
expenses. If these additional expenses do not figure in the budget approved by
the previous Annual General Assembly Meeting, then they must first be approved by an Extraordinary Assembly Meeting of members.
Art. 10 - DISCIPLINARY SYSTEM
10.1 - The
following shall be considered serious offenses:
1 - Failure to pay the membership fee.
2 - If a member indulges in activities opposed to the Club aims.
3 - If he has acted in such a way as to harm to the Club.
4 - If he has behaved improperly during an activity of the Club.
5 - If he has improperly used Club's funds.
6 - If his behavior may have given the Club a bad image.
10.2 - These
offenses shall be in principle be considered as
warranting expulsion. Nevertheless, the offender shall be invited by the Governing Board to explain the reasons for his behavior or attitude
within ten days and informed of the sanction. After listening to the offender
the Board shall propose expulsion from the Club if this is judged necessary.
The offender shall always have the right to appeal to the General Assembly -
which in any case shall have the final decision - to present the arguments he
thinks appropriate to his defense.
THE ASSOCIATION'S BODIES
The bodies of the
"CLUB INTERNACIONAL D'ANDORRA" are:
The General Assembly of Members, the Governing
Board and the President Chairman.
Art. 11 - THE GENERAL ASSEMBLY OF MEMBERS
This is the body
which shapes and expresses the Club's will. Its decisions are binding on all
members, on condition that they have been taken according to these Statutes and
the Law of Associations.
11.1 - Ordinary
Assembly - This shall meet at least once a year and shall have the
following powers:
11.1.1 - To
propose and decide on general lines of action for the smooth running of the
Club.
11.1.2 - To elect
and renew the members of the Governing
Board and dismiss all or part of its members,
including the President
Chairman, after a
specific vote on this question which shall require the simple majority of the
members present. The vote shall always be secret and members may vote for or
against anyone standing unopposed for office on the Board.
11.1.3 - To decide
on amendments to these Statutes as may be necessary by
absolute majority of the members present or represented by proxy.
11.1.4 - To debate
on the achievement of the Club's aims.
11.1.5 - In
general, to discuss and take decisions which may be of interest to the Club.
11.1.6 - To approve
the annual budget, which shall express the fees or contributions required of
members and to approve the settlement of the previous budget.
11.1.7 - To
approve the definitive expulsion where appropriate of members who have committed a serious
offence, after the necessary disciplinary proceedings, taking into
consideration all the statements of those concerned.
11.1.8 - Members
voting against a specific resolution, may ask in the same meeting that their vote be recorded in the minutes and they may also ask for
their opposition to be recorded in a
marginal note in the Register.
11.1.9 - The
General Assembly may
decide by absolute majority of those present to submit a
controversy to the jurisdiction of the
Andorran Courts.
11.1.10 - To decide
on affiliation
or cooperation with organizations of an international nature, without prejudice
to what national authorities may rule on this matter.
11.1.11
- The dissolution of the Club.
11.2
- Extraordinary Assembly - This may be summoned by the Governing Board or at the request of one tenth of the current members eligible
to vote. In this latter case, the request must be made to the Governing Board with a minimum notice of 8 days before holding the
meeting, indicating the agenda proposed. The Board is in duty bound to carry
out the summons within 20 days following the request and must respect the
agenda proposed by the applicants in its entirety, but may add other points if
it considers this relevant.
11.3 - Summons
- Ordinary and
Extraordinary Assemblies are summoned by the President Chairman of the Governing Board by means of a letter sent to
members with minimum notice of 15 days before the Assembly is to take place.
The summons shall include the place, day and time of the meeting and the agenda
of matters to be dealt with. It may also contain the same information relating
to a second call in case there is no quorum at first call. Between first and
second call there must be a space of at least half an hour.
11.4
- Attendance at Assemblies. - All members have the right to
attend both Ordinary and Extraordinary Assemblies. All members have the right
to ask for and obtain total or partial copies of the Minutes of Assemblies, certified
by the Secretary.
11.5 - All full
members who have paid their current subscription fee also have the right to
vote. Those members who cannot be present at an
Assembly may delegate in writing their vote to another named member or to the President or Secretary to represent them. Those present at an Assembly who are representing a
member unable to be present must make this known at the beginning of the
meeting. Members present at
an Assembly may hold only one proxy vote each.
11.6 - Quorum and decisions at
Assemblies - In order for both Ordinary and Extraordinary Assemblies to
have a valid quorum,
half the full members must be present at first call but at the
second call there shall be a quorum whatever the number of those present.
Decisions at the
Ordinary and Extraordinary Assemblies shall be taken by a majority of the
members present considering for these purposes that those members who
have delegated their vote in writing to another member are also deemed to be
present. Decisions taken
shall be recorded in Minutes to be signed by the Secretary and countersigned by
the President Chairman.
A member voting
against a specific resolution may ask in the same meeting that his vote be recorded
in the minutes.
With regard to what is regulated in this
Article, it is understood that every member has a vote. Family members have the right to one
vote per family group.
Art. 12 - THE GOVERNING BOARD
The Governing Board is the body which manages and administers the Club
and represents it in its relations with third parties and
with public authorities, including in court.
12.1 - Composition
- The Governing Board shall comprise a minimum of seven and maximum of
eleven members, as follows: President
Chairman, Secretary, General Administrator, Treasurer and up to nine seven other members. The General Assembly may agree to appoint a Vice-Chairman if the
Governing Board considers it to be appropriate. More than one member of the same family
may not serve on the Governing Board.
12.1.1 - The Governing Board shall be elected by the General Assembly by simple
majority. And all or part of it may be dismissed by the same body by a specific vote which
requires a simple majority of the members present in person or by proxy. The Governing Board shall elect the President Chairman who shall represent it.
12.2 - Powers
- The Governing Board has the widest powers to administer the Club and is
also responsible for all matters not expressly attributed to another body by
Law or these Statutes.
The attributions
of the Governing Board are to:
12.2.1 -
Coordinate and direct
work carried out under a decision by the General Assembly.
12.2.2 -
Carry out decisions taken by the General Assembly.
12.2.3 -
Authorize all expenditure agreed in the budget passed by the General Assembly, bearing in mind that
this may not exceed Club revenue.
12.2.4 - Propose membership fees to be
paid by members and any other fees of a special nature that may become
necessary., always with the approval of the General Assembly.
12.2.5
- Present annually the statement of accounts and an activities report to the General
Assembly.
12.2.6 -
Fix the place, date, time and agenda for the Ordinary and Extraordinary Assemblies of the Club.
12.2.7-.
Agree on Extraordinary Assemblies
meetings to be
summoned by the President Chairman or at the demand of a tenth of members.
12.2.8 -
Appoint a Secretary. The Secretary's duties are:
To sign together
with the President Chairman the Membership Register, Minutes Book,
the Accounts Book covering Club activities and the Inventory of Club assets.
Certify all Club
documents.
Draw up Minutes of
meetings.
Issue
written proceedings.
12.3 - Duration
- The Governing Board is elected by the General Assembly
for a period of four years. About every two years at least half of the Board shall resign. Board
members may stand for reelection.
12.3.1- In the case of a
vacancy of one or more members of the Board due to resignation, civil or
criminal disqualification or death, the Governing Board
may co-opt to cover the
vacant post which shall last until the
next Annual General Assembly Meeting to be held after the change. If a Board
member fails to attend Board Meetings (without good cause) for a period of six
months, he shall cease to be a member of the Board.
12.4 - Members
standing for election must be proposed by at least five full members two weeks
before the Annual Assembly Meeting. The Governing
Board summoning and managing an election must send voting forms to all full
members in good time and all candidacies must receive equal treatment from the
Board, which shall present them to the General Assembly Meeting. Voting shall always be secret, members being allowed to vote for
or against anyone standing unopposed for office.
12.5 - The members of the Board Board members may delegate their functions to another
member of the Board for a reasonable period and always for good cause.
12.6 - Calling meetings
12.6.1 - The President Chairman shall call Board meetings at a
minimum notice of 3 days, and shall fix
the date, place, time and the agenda. One third of Board members may ask the
Chairman to call a meeting and the President Chairman shall make this call within five days. One
third of members may ask the President
Chairman to include
an item on the agenda up to 48 hours before the meeting.
12.6.2 - Quorum
- The Board shall have a quorum if at least half its members are present.
The Board shall have a valid quorum with no previous call if all members are
present and decide to hold a meeting. If a quorum is not achieved for three
successive calls, the Board shall cease to operate and the General Assembly
shall be summoned to elect a new Governing
Board.
12.7 - Decisions
- Board decisions shall be taken by majority, the President Chairman having the casting vote. - Every
decision of the Governing Board shall be entered in the minutes to
be signed by the Secretary and countersigned by the President Chairman. All members have the right to ask for
and obtain a total or partial copy of the Minutes of the Governing Board. These
copies shall be certified by the Secretary.
12.8 - If a Board
member votes against an agreement, he may ask in the same meeting that his vote
be recorded in
the Minutes. And he may ask for this to be recorded in a marginal note in the Register.
12.9 - Executive Committee - Thiscomprises
members of the Governing Board entrusted with carrying out the day to day running of the
Club, as approved by the Governing Board.
12.9 10 - No member of the Governing Board shall receive any payment for the
exercise of his office.
Art. 13 - LIABILITY
13.1 - The Club is
liable for its actions and omissions with all its possessions and rights,
present and future.
13.2 - Members of
the Governing Board are answerable to the Club,
members and third parties, for their actions in the exercise of their office
which may be against the Law or Statutes and for damage caused by fraud or
negligence.
13.3 - Board
members are jointly liable for the actions decided upon as a body unless one or
more members have had their opposition to the decision recorded in the Minutes. They are
likewise jointly liable if the action or omission giving rise to it may not be
individually and exclusively imputed to one or more of them.
Art. 14 - THE PRESIDENT CHAIRMAN
14.1 - The
Governing Board shall elect the President Chairman who shall be one of its members.
14.2 - Powers of
the President Chairman - The President
Chairman shall have
the following attributions:
14.2.1 - To
represent the Club.
14.2.2 - To call
and chair Board meetings - whether called by him or at the request of a third of the Board members - and fix the
agenda, place, date and time of the meeting.
14.2.3 - All
powers assigned by the present Statutes and not compulsorily assigned by Law to other Club
bodies.
Art. 15 - SYSTEM OF FINANCES AND ASSETS
15.1 - The
financial resources of the Club are the annual membership fees fixed by the
previous Governing Board after the agreement of the General
Assembly which members shall pay. The publication of the quarterly magazine INTERCOMM shall be covered
- as far as possible - by the revenue obtained from the advertisements in it.
15.2 - The assets
of the Club are the as follows:
One photocopier. The bank accounts opened in the name of the Club at in the
Escaldes and La Massana branches of Banc Crèdit Andorrà.
Art. 16 - ACTIVITY GROUPS
16.1 - Within the Club
Activity Groups may be created with well defined objectives, whether by the
internal running of the Club (information, recruitment and admission, programs,
public relations, etc.) or by external activities aimed at achieving the Club's
objectives (social, cultural, etc.).
16.2 - Activity
Groups shall be set up by a decision of the Governing
Board which shall allot them a specific area of responsibility and approve the
members to run them.
16.3 - Any Group
deciding to leave the Club, shall repay any the financial help obtained
from the Club during the previous five years.
17.- DISSOLUTION
17.1 - The Club Association shall be dissolved if this is decided by
the Extraordinary Assembly called for this purpose.
17.2 - If there are less than three
members left. In this case, the President Chairman shall bring the Association Register the Membership Book updated
and certify under his responsibility that it is truthful.
17.3 - If the
social aim of the Club has been exhausted or if it has become impossible to
fulfill the aim for which it was incorporated.
17.4 - By firm judicial
sentence, as provided for by the Criminal Code.
17.5 - If the
reason for dissolution is not envisaged in the Statutes, one tenth of full
members may require the Governing Board to call (an Assembly) and the
Board shall carry this out
within at most 30 days. The Assembly shall specifically decide on
the question of dissolution.
Art. 18 - LIQUIDATION
18.1 - Once
dissolution has been decided, the Governing
Board or persons appointed by the Assembly or by the judicial Authority shall
form a Commission of Liquidation. From the moment of their appointment, the
liquidators shall administer the Club.
18.2 - In order to
liquidate the Club association, the liquidators shall:
18.2.1 - Collect
all payments due.
18.2.2 - Watch
over the Club's association's assets and manage them carefully until
liquidation.
18.2.3 - Liquidate
the assets and cover any debts owing.
18.2.4 - (Perform)
all liquidating operations required to successfully wind up the Club association.
18.1.5 - Deliver
all remaining assets or cash
to Andorran charities. In no case shall it be permitted to share
these out among members or assign them to persons or organizations engaged in
profit making.
18.1.6 - Request
the cancellation of the Club by the Register of Associations.
CLUB
INTERNACIONAL D'ANDORRA
CLUB
RULES
(SUPPLEMENTARY
TO THE STATUTES)
1. Management of the
Club
a) The Statutes define the
roles of the General Assembly (of all Members) and the Governing Board (elected by the
General Assembly). All Members of the Governing Board must be legally resident in Andorra.
b) Approximately every two
years at least half of the Governing Board will
resign. Board Members may offer themselves for re-election. Candidates for
re-election must be nominated by at least 5 Members two weeks before the
General Assembly meeting. There will always be a secret vote, with Members
allowed to vote for or against any candidate standing unopposed for office.
c) An Executive
Committee is responsible for the day-to-day running of the Club.
2. Membership
Details may be found in the
Statutes, sections 6, 7 & 8.
3. Payment of
Subscriptions
Details may be found in the
Statutes, section 9.
4. Activity or Interest
Groups
(Additional to Statutes,
section 16)
a) Each Group shall elect
officers, draw up rules and keep accounts, (if appropriate), which will be
audited by a member of the Board the Club Treasurer on a regular
basis. Group Rules may require Group Members to pay subscriptions and may allow
support to other Groups.
b) Each Group shall be self
supporting and any loss must be paid by the Group Members. They may build up
financial reserves appropriate to their requirements. They may have their own
bank accounts for this purpose.
c) Groups may request
financial help from the Club by grant or by loan, in accordance with Rule 5.
d) Groups may hold
functions which will give preference to Club Members as appropriate,
Non-Members may attend but must pay an additional fee for any function.
Non-Members may attend only one regular meeting or activity of an Interest
Group before being required to make an application to join the Club.
e) Group Leaders shall
maintain a register of attendance for each meeting or activity together with a
statement of any monies paid by Group Members. A
receipt shall be given to each Member for the monies received. A
copy of the attendance and financial records shall be returned to the Board Club Administrative Officer every 3
months for maintaining a central record. These records may be made available to
the Board Club
Treasurer at any time to carry out its his
function in rule 4(a).
f) Every Coffee Morning,
held at Hotel Paris-Londres, requires the presence of a member of the Board Board Member
who will be responsible for the organisation and liaison with Hotel staff.
5. Financial Control
No member
of the Board Officer, Member or Activity lnterest Group may
commit any expenditure by the Club without prior authorisation of the Governing Board, which may be given
as a periodic budget or for an item. The Governing Board will only authorise expenditure against a
clear statement of what is to be acquired or achieved and with prior budgetary
approval of the General Assembly. A.G.M.
6. Payments for
Activities
Payments made by Members for
activities are not refundable except at the discretion of the organizer or if
the activity is canceled. Members have the right to appeal to the Board Executive Committee.
7. Liability
Neither the Club nor the members of its Board its Officers are liable
for damage to the person or properly of Members or third parties howsoever
caused. Each Member accepts liability for personal injury and for damage caused
by, or to, him or her. The Club advises Members to insure for liability to
third parties.
8. Commercial Activities
Members may not undertake
any commercial activity at any Club meeting without the prior agreement of the Board Executive Committee in writing. If
agreement is given the Member must make clear that the Club is not responsible
for the activity concerned.
9. Membership List
The Club will maintain a Membership List showing only the
names, telephone numbers and email addresses of members. The list of Members will be made available on
an annual basis to all Members. Under no circumstances may any Member give the
list to commercial enterprises or any other body. Should it be possible for the Club to agree
discount terms with any commercial enterprise or special arrangements with any
other body, then the Club shall provide Members with an identifying membership
card so as to avoid any need to provide details of Members to third parties.
From time to time
the Membership Secretary will prepare a Membership List showing only the names
and telephone numbers of members. Members may with-hold the telephone number
from the List by telling the Membership Secretary. The Executive Committee may,
at their discretion, give the list to commercial enterprises which offer a
discount to Members, provided it is not used for soliciting business or passed
on to a third party for such purposes.
CLUB
RULES OF PROCEDURE
(Supplementary
to the Statutes)
A. The Governing Board
(i) The President shall
take the Chair at all meetings of the Board. In the case of absence, the powers
of the President will be delegated, in writing to a Board Member.
The Board shall delegate responsibility to one or more of its
members to discharge the following specific functions: In addition to the normal duties of a Secretary and of a
Treasurer, these two officers will also have the following duties.
(i) To act as Secretary. The Secretary shall prepare the Catalan Book
of Acts. The Secretary of the Executive Committee
shall prepare the English version of the minutes of the Board.
(i) To The Treasurer shall present periodic accounts to the
Board.
(i) To The Treasurer shall approve and audit on a regular basis,
the accounts of all the Activity/lnterest Groups, Publications and the Club
Activities organisers.
(i) To The Treasurer shall be responsible for collection of
subscriptions, for sending out reminders when direct debits have been returned
and for proposing membership cancellations to the Board. The Treasurer shall authorise the Membership Secretary to
print and issue membership cards to all paid-up members.
(i) To The Membership Secretary
shall maintain an up-to-date membership database for all Members
with their personal details. This information shall
remain confidential and be available only to members of the Board. A listing of
names and telephone numbers can be made available to Leaders of the
Activity/Interest Groups.
(i) The quorum for a
meeting shall be 50% of the number of members of the Board or five, whichever
is the less.
(i) A proposal to change
procedures or rules, subject to conformity with the Statutes and the Law of
Associations, must be passed by a two thirds majority of the members of the
Board. Other proposals require only a simple majority of those present.
(i) The President shall
have a casting vote.
(i) The Governing Board shall fix the dates
and places of its meetings as necessary.
(i) The Governing Board elects the President
for a period of four years.
B. The Executive
Committee
(i) An Executive Committee
is appointed by the Governing Board from amongst its members and is responsible
for the day-to-day running of the Club.
(i) The President
shall be appointed by the Governing Board to be Chairman of the Executive
Committee; the President may delegate this position to another Board member, in
writing.
(i) The Treasurer
shall present periodic accounts to the Executive Committee.
(i) The Secretary
of the Executive Committee shall prepare the minutes of its meetings
(i) The quorum
for a meeting shall be 50% of the members of the Committee or five, whichever
is the less.
(i) A proposal to
change procedures or rules, applicable to the Committee, must be passed by a
two-thirds majority of the members of the Committee. Other proposals require
only a simple majority of those present, although it is hoped to work largely
by consensus.
(i) The Chairman
shall have a casting vote.
(i) The Executive
Committee shall fix the dates and places of its meetings as necessary.
(i) No Officer,
Member or Activity/Interest Group may commit any expenditure by the Club
without the prior authorisation of the Executive Committee, which may be given
as a periodic budget or for an individual item of expenditure. The Executive
Committee will only authorise expenditure against a clear statement of what is
to be acquired or whieved and with prior budgetary approval of the A.G.M.
B C. Publications
and communications
The main vehicle
for communication within the Club and for promotion of the interests of the
Club will be its website at www.international-club-andorra.com. The Board shall
delegate one of its members to be the editor of the site and he may in turn
delegate individual portions or areas of the site to sub Editors. The Editor
and sub Editors are responsible for ensuring that the content of the site is
not offensive in any respect and does not infringe on the personal privacy of
individual members.
(i) The Executive
Committee shall issue publications to the Members, either without charge as
part of the benefits of subscription or against payments designed to cover the
costs incurred. The Committee may agree to subsidise the publications.
(i) Subject to
overall control by the Executive Committee, the Editors shall have discretion
as to the content of the publications. Editors of publications may seek paid
advertising or other financial support from outside to meet the costs of
publication.
(i) The Governing
Board will agree from time-to-time a scale of remuneration for the advertising
agent for the publications, the secretarial work involved in the production of
the publications and the general secretarial work for the Club.