AEPL Charter

AEPL Charter

1-The name of the association:

"European Association of Free Thought (AEPL)

(in all other languages: "European Free-Thought Association (EFTA)")

2-The association's registered office:

It is based at 30 Clos des Pommiers, 1310 La Hulpe, Belgium.

The registered office may be transferred to any other place in Belgium by decision of the Board of Directors.

3-The purpose of the association is to:

- bring together in a single European network Free Thinkers which share the humanist values and principles of progress inspired by the Enlightenment, to promote and strengthen these in the European public arena

- promote the European Project.

- to promote the rights of European citizens as set out in the Charter of Fundamental Rights enshrined in the Treaty of Lisbon;

- promote the separation of state and religion.

It may perform all acts relating directly or indirectly to its objects, including entering into partnerships with other associations and companies to achieve these objects.

AEPL is set up and run by an Administrative Body, made up of members elected at the annual General Meeting.

4-The Association is established for an unlimited period. It may be dissolved at any time.

5-The association is made up of Free Thinkerson an individual basis. There is no limit to the number of members.

6-Any new admission must be approved by the Board of Directors by secret ballot and must be ratified by the next General Meeting.

All new members must read and accept this charter.

7-An annual subscription of at least 25 euros per member is due. This is payable into the AEPL account. The amount may be changed each year by the General Meeting.

8-Any member is free to withdraw from the Association at any time, by sending his or her written resignation to the Board of Directors.

9-Exclusion of a member for serious reasons may only be decided by the General Meeting of members, present and represented, deciding by secret ballot by a majority of two-thirds of the votes, after having heard the member concerned or having invited him to explain himself.

10-The Association is administered by an administrative body of at least three and no more than fifteen members, appointed for three years by the General Meeting and revocable at any time by the General Meeting. Directors may be re-elected.

11-Administrative body appoints from among its members a Chairman, a Vice-Chairman, a Secretary and a Treasurer. A director may not hold more than two of these positions at any one time.

12-The Board of Directors shall be convened and chaired by the Chairman or, if he is unable to attend, by the Vice-Chairman, whenever the interests of the Association so require and whenever two directors so request in writing. Meetings are held at the places indicated in the notice of meeting.

13-The Board of Directors may only validly deliberate and decide if at least half of its members are present or represented.

All decisions are taken by an absolute majority of those voting; in the event of a tie, the vote of the person chairing the meeting is decisive.

14-The deliberations of the administrative body are recorded in minutes signed by the members present at the deliberations; these minutes are kept in a special file; copies or extracts are signed by the Chairman or two directors.

15-The administrative body may delegate all powers to one of its members, or to another member of the association, or to a third party that it designates, setting the powers of its delegate.

16-All deeds binding the Association, all powers of attorney and proxies are signed, in the absence of a special or general delegation, by the Chairman, by the Vice-Chairman or by two directors. who will not be required to justify to third parties a prior decision by the Board of Directors.

17-The Annual General Meeting is the sovereign power of AEPL. Its powers are as follows:

  1. a) amendments to the Articles of Association
  2. b) the appointment and dismissal of directors and auditors
  3. c) voluntary dissolution of the association
  4. d) exclusion of members
  5. e) all decisions exceeding the limits of the powers granted to the Board of Directors.
  6. f) defining strategic orientations
  7. g) approval of AEPL's activity reports, budgets and accounts

18- At least one General Meeting must be held each year during the first quarter.

An Extraordinary General Meeting may be called whenever the interests of the Company so require or at the request of at least one fifth of the members.

All members must be convened and the meeting is held at the registered office or at any other place indicated in the notice of meeting.

19-Notification of the meeting shall be given by the administrative body by ordinary missive letter or by e-mail sent to each member at least fifteen days before the meeting; such letters or e-mails shall contain the agenda and the meeting may only deliberate on the items included therein.

20-The meeting is chaired by the Chairman of the administrative body.

21-Each member may be represented at the meeting by another member holding a proxy. A member may only hold one proxy. Members who have paid their membership fees are entitled to vote.

22-The Meeting is validly constituted regardless of the number of members present or represented; decisions are taken by an absolute majority of the votes of those present and represented; in the event of a tie, the Chairman has the casting vote. However, amendments to the charter, the exclusion of members and the voluntary dissolution of the association may only be decided subject to compliance with the general conditions of attendance and majority required by this charter.

23-The decisions of the General Meeting are recorded in a register signed by the Chairman or Vice-Chairman, the Secretary and the members who so request. All interested parties may consult the register at the registered office, but the registers shall not be moved.

Copies or extracts of the minutes are signed by the Chairman or Vice-Chairman or by two directors.

24-Modifications to the present Charter and the dissolution of the Association are the responsibility of the General Meeting of members, which decides by secret ballot by a two-thirds majority of the votes of those present and represented.

Brussels, 13 November 2010.

Adapted to legislation on 11 June 2023.

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