STATUTES OF THE FEDE

STATUTES OF THE FEDE - FEDE
FEDERATION FOR EDUCATION IN EUROPE
FÉDÉRATION EUROPÉENNE DES ÉCOLES

Art. 1 Name and legal status

The name FEDE (Federation for EDucation in Europe) refers to an association governed by the present Statutes and by Articles 60 et seq. of the Swiss Civil Code. The association’s brand is: [Federation for EDucation in Europe/Fédération Européenne des Ecoles]. The FEDE is an INGO holding participatory status at the Council of Europe.

Art. 2 Headquarters

The headquarters of the association are located in Geneva, Switzerland.

Art. 3 Duration

The association is of unlimited duration.

Art. 4 Aim and objectives

1The FEDE is a nonprofit association.

2The association safeguards and promotes Europe’s educational heritage and the values of independent education; it does so before all regional, national, European, and international authorities and organisations.

3The association is opposed to all discrimination against independent education and supports the right of each individual freely to choose their preferred form and means of education and training.

4The association strives to contribute to the promotion of Europe, European culture, and European excellence in the organisation of education and to advance knowledge and understanding of educational, didactic and professional issues both in Europe and abroad.

5The association fosters the sharing of experiences and programmes. It promotes the mobility of teachers, learners and educational personnel. It encourages research into teaching materials and guidelines, new professions, professional and educational issues, and currently debated ideas. It publishes research in these areas.

6The association sets standards for educational programmes and methods, for evaluation criteria and for educational qualifications, certificates and degrees within independent education. It undertakes all steps promoting the professional recognition of these standards internationally.

7The Federation plays an active role in organising and promoting targeted programmes in keeping with its objectives, particularly within teaching. It does not take direct part in any profit-making activities.

Art. 5 Collective and individual members

1Membership of the FEDE is open to people and institutions that share its views and objectives. The admission of new members is, in all cases, subject to the agreement of the association (Art. 8).

Collective member

2FEDE members are in principle collective members: independent schools, institutes and establishments that carry out educational activities; organisations or associations focusing on education, and professional or interprofessional organisations and trade unions. Collective members designate and appoint a natural person to act as their representative in their relations with the FEDE.

3Where several establishments are part of the same educational group, each establishment has its own representative. An establishment is defined as such on the basis of a company registration number or equivalent national form of registration that distinguishes it from the educational group as a whole and from other establishments within the same group. Educational groups may decide at any time to designate, remove or modify the representatives of the establishments in the group; these are internal matters at the discretion of the educational groups and do not have to be justified by them.

Individual member

4Persons renowned for their services to education, new professions or job creation, or who have or have had high-profile and successful professional or academic careers, may be accepted as individual members. The same principle applies to persons who have previously held office within the Federation and who feel an attachment to it.

Art. 6 Membership categories

Every individual or collective member necessarily belongs to one of the following six categories: full member, affiliated member, observer member, observer-full member, honorary member or qualified member.

1-Full members are members who demonstrate or have demonstrated their dedication to the association’s cause; who, except in the case of unsurmountable circumstances, take part in General Assembly sessions and who make themselves available when necessary to carry out relevant tasks. Full members may receive a membership certificate and communicate their membership of the Federation to third parties; they may use the title ‘FEDE member’ or an equivalent term when referring to themselves. Full members have the right to vote.

2-Affiliated members are legal persons who wish to be associated with the FEDE. In particular, they may be organisations or associations operating in the field of education, or else professional or interprofessional organisations and trade unions. Affiliated members may not be elected and do not have the right to vote.

3-Observer members are members who carry out educational or teaching activity in a country that is not a member of the Council of Europe. Likewise, the legal persons mentioned in Art. 6(2) and that do not belong to a Council of Europe member state may also be accepted as ‘affiliated observer members’. Observer members may elect from amongst themselves observer-full members. Observer-full members have the same rights as full members. Affiliated observer members may not be elected and do not have the right to vote.

4-Observer-full members are members elected from amongst and by observer members for a period of four years. They are elected in the year preceding that of the election of members of the Committee and of the Executive Council of the FEDE (no later than 31 December of the preceding year). Observer-full members have the right to vote and participate actively at General Assembly sessions. Observer-full members are appointed according to the Rules of Procedure.

5-Honorary members are persons admitted to the association on the basis of special services rendered to the FEDE or the cause it defends. They may refer to themselves to third parties as ‘honorary FEDE members’. The membership category to which they belong is honorary. The status of honorary member does not carry voting rights.

6-Qualified members are natural persons. They are individual members renowned for their services to education, new professions or job creation, or who have or have had high-profile and successful professional or academic careers. The category to which they belong is honorary. The status of qualified member does not carry voting rights.

Art. 7 Membership privileges

Regardless of their membership category, all FEDE members are invited to events organised by the Federation and receive all the information reserved for members or intended to raise awareness of the FEDE and its members before government authorities and the public. Where FEDE initiatives or programmes are also open to third parties, the conditions in place for members are in principle more favourable than for non-members.

Art. 8 Admission of new members

1A person or institution mentioned in Art. 5(1) that wishes to join the association must present their application in writing to the President. All applicants are required to pay in advance an application fee that is calculated according to a table of fees established by the Executive Council. Whatever the final decision taken, the application fee is non-refundable.

2The application form is submitted to the Committee which grants or does not grant the applicant membership status according to the various membership categories.

3The President transfers the duly completed and submitted application to the Committee for consideration at its next meeting following the receipt of the application form.

4Newly admitted members are placed in one of the categories specified in Art. 6. Applicants who do not agree with the decision taken by the Committee in this respect have the right to withdraw their application by stating this wish in writing to the President within 15 days of the decision.

5The right of appeal for rejected or unsatisfied applicants is governed by Art. 26.

Art. 9 Resignations

1According to the law, ‘members are authorised by the law to leave the association, provided that their decision to leave is announced six months before the end of the calendar year or, in the case where a financial year has been defined, six months prior to the end of that year’.

2Resignations must be made in writing.

3Membership fees are due in keeping with Art. 20(4).

Art. 10 Expulsions

1The Executive Council has the right to expel members who do not respect the rules of the association, behave disloyally towards it or do not fulfil their obligations to it, particularly in terms of paying membership fees if these are owed by them.

2Only the General Assembly can pronounce the expulsion of members belonging to the Committee or the Executive Council.

3Notice of the expulsion is given in writing and the reason indicated.

4The excluded member’s right of appeal is governed by Art. 26.

5 Membership fees are due in accordance with Art. 20(4).

Art. 11 List of members

1The association keeps an updated list of members that indicates their membership category and, in the case of collective members, the names of their respective representatives. The responsibility for keeping this list lies with the President (within the meaning of Art. 12b), who delegates its practical execution to a trustworthy person.

2In the case of a disparity or disparities between the list and the source documents (meeting reports, correspondence etc.), the information in the source documents takes precedence unless counterevidence is provided.

3The list may be freely consulted by members. The list is not assignable, transferable or usable. Consultation of the list may however be refused by the Executive Council for legitimate reasons, namely in cases where there is reason to believe that the list will be used in a way that is alien to or runs counter to the interests of the association. In cases of doubt, the person in charge of keeping the list seeks the permission of the Executive Council before authorising the consultation of the list or providing a copy of it.

4The list of members is freely available to those members wishing to exercise their legal right to convene the General Assembly (Art. 12d(2)).

5The list of members may appear in the Federation’s publications (directory and other documents) as well as on its website. No member may refuse the inclusion of its name in the FEDE’s communications or, particularly, in its directory. The refusal to be listed as a FEDE member entails immediate expulsion.

Art. 12 General Assembly

12a Membership

1The General Assembly, as a decision-making organ of the association, is composed exclusively of full and observer-full members.

2Affiliated members, observer members, honorary members and qualified members have the right to attend sessions of the General Assembly, but their vote is only advisory in nature.

3Individual members and the representatives of collective members within the meaning of Art. 5(2 and 3) attend General Assembly sessions and, according to their membership category, exercise a full or advisory vote.

12b Prerogatives

The General Assembly is the supreme organ of the association. It approves the Federation’s strategy, appoints from amongst its members a President who is automatically President of the Committee and of the Executive Council, names the members of the Executive Council and Committee, and approves the Federation’s annual accounts and financial report. The General Assembly possesses all the other powers accorded it by the present Statutes.

12c Sessions

1The General Assembly meets whenever necessary but at least once per year in the context of an ‘ordinary session’. At this session the Federation’s accounts and finances for the current year or previous financial year (within the meaning of Art. 22) are discussed, and, where necessary, the members of the Executive Council, the Committee and, where relevant, the auditors are elected or returned to office.

2The General Assembly is chaired by the President or, in the President’s absence, by the Vice-President or one of the Vice-President(s) if there are several, or, in the absence of the Vice-President(s), by another member of the Executive Council or the Committee. If none of these persons are available, the full members present elect a chairperson for the session from amongst themselves.

12d Convening the General Assembly

1The General Assembly is convened by the President, the Executive Council or at least three members of the Executive Council.

2In keeping with the law, a request to convene a session of the General Assembly may be made by the Federation’s members if it is supported by at least one fifth of those members. The members concerned must be up to date with payment of their membership fees. This right belongs to all members of the categories set out in Articles 6(1) and 6(4). The request must be made to the President or the Executive Council.

3Notices convening the General Assembly are issued in writing and sent to every member, regardless of their membership category, at least one month in advance.

12e Agenda

Notices convening the General Assembly are accompanied by the agenda. Any member who has individual proposals to make may do so during the session in the ‘other business’ portion that must be included in the agenda.

12f Deliberations

1Where the General Assembly has been duly convened it may legitimately deliberate regardless of the number of members present or represented.

2A member unable to attend the session in person may be represented by another member. However, a given member may not be proxy for more than three members (and cannot therefore be in possession of more than four ballot papers, including that member’s own). Moreover, a full member or observer-full member must be represented by another member of the same category (Art. 6). Powers of representation must be conferred in writing by the person to be represented (by proxy). Representation by a person who is not a member of the association is not allowed.

3An attendance list stating the names of members present and members represented is drawn up under the responsibility of the President or chairperson of the session. A list of proxies is annexed.

4The President or chairperson of the session also ensures that at least a brief report of the deliberations is drawn up by the General Secretary or the session Secretary appointed by the General Assembly to replace the General Secretary. The decisions mentioned in the report do not enter into force unless the following conditions are met:

– the report is signed by at least two people (including the President or the session chairperson and its author);

– it states that the Assembly has been duly convened (or that all its members are present or represented);

– it refers to the attendance list (or to the fact that all members are present);

– it states the results of the votes.

12g Votes/majorities

1Every full member and every observer-full member who is present or duly represented enjoys a full vote at the General Assembly.

2Decisions are adopted by a majority of votes. Subject to the provision contained in paragraph 4 below, ‘majority’ means a simple majority.

3When determining whether a majority has been achieved, only members who are present or represented and have paid their membership fees for the year preceding the holding of the Assembly will be counted; absent or unrepresented members are not counted under any circumstances. A simple majority is achieved if the number of ‘yes’ votes in favour of the proposal put to vote exceeds the total number of ‘no’ votes.

4A qualified majority, where two thirds of votes cast are in favour of the proposal put to the vote, is required for the following decisions: modification of the Statutes; modification of the membership of the Committee or the Executive Council, particularly where the modification is sought prior to the end of the four-year term set out in Articles 13(2) and 14(3) of the present Statutes; decisions to be taken in cases of serious conflicts; and dissolution.

5In the case of a tie, the President has the casting vote.

6The Assembly may not vote on items not included in the agenda unless none of the full members and observer-full members present objects to this. Items such as modifications of the Statutes, dissolution, or modification of the membership of the Committee or the Executive Council must be explicitly included in the agenda and cannot be removed from it.

12h External persons

The presence at the General Assembly of external persons (non-members of the Federation) requires the prior agreement of the President or the Executive Committee.

Art. 13 Committee

1The Committee is the organ in charge of determining the FEDE’s strategy, in particular the association’s direction and policy. It examines all steps and initiatives to further the aims and objectives of the association and encourages meetings and exchanges between its members who, due to their geographical spread, are not always able to meet in general assembly format as frequently as they wish.

2Committee members are elected by the General Assembly for a period of four years.

3In determining the Committee’s membership, attention is paid to the necessity of ensuring fair representation of the various nationalities belonging to the FEDE.

4The Committee meets as often as required and reports on its activities to the General Assembly.

5It possesses all the other powers accorded it by the Statutes.

Art. 14 Executive Council

1The Executive Council is the organ in charge of the operational management of the Federation. It gives its opinion on all important issues, liaises with members and manages the Federation’s day-to-day business.

2It reports on its activities to the Committee and the General Assembly and is responsible for producing the annual report and accounts. It possesses all the other duties and powers accorded to it by the present Statutes, in addition to those duties and powers belonging to ‘management’ within the meaning of the law, providing these have not been granted to another organ by the Statutes.

3The members of the Executive Council are elected by the General Assembly for a period of four years.

4The Executive Council is composed of persons holding the positions detailed in Art. 15 and of any other duly co-opted person. Co-optation nominations must be submitted for approval by the next scheduled General Assembly.

5The members of the Executive Council are automatically full members of the Committee.

6Once per year the Executive Council appoints the General Commissioner for Degrees, who is chosen from amongst the Committee members.

Art. 15 Principal positions within the Executive Council

1The principal positions within the Executive Council are as follows:

-The President, who leads and directs the Executive Council, the Committee, and the General Assembly; he or she holds the responsibilities inherent to the position and manages, amongst other things, relations with official international organisms. He or she ensures that the decisions of the Federation’s organs are executed and that the Federation, which he or she publicly represents, functions as it should. He or she convenes meetings. He or she may temporarily delegate some or all of his or her powers and choose to be represented by a vice-president or other member of the Executive Council.

-One or several Vice-Presidents (a maximum of four) who have the task of assisting the President according to his or her instructions and who may replace him or her where necessary.

-The General Secretary, who is in charge of the writing up of General Assembly, Committee and Executive Council meeting reports; the publication of these reports is subject to signed approval by the President. The General Secretary, in collaboration with the General Commissioner for Degrees, ensures the smooth running of evaluation and validation procedures. He or she is in contact with the directors of member institutions. He or she coordinates the activities of the working committees and presents an annual report to the General Assembly.

-Possibly, a Vice General Secretary to assist and, where necessary, replace the General Secretary in the carrying out of his or her functions and responsibilities.

-A Treasurer: he or she is responsible for managing the treasury, for financial and budgetary monitoring, and for overseeing cashier and accounting services. He or she oversees the payment of membership fees and presents a periodic financial report to the Assembly.

-One or more (a maximum of three) other members who manage any files that are considered to be particularly important.

2The General Assembly is responsible for assigning these positions to given members of the Executive Council; if the corresponding decisions are not taken by the General Assembly then they are taken by the Executive Council or Committee.

Art. 16a    National Delegations

1FEDE Delegations formed outside of Switzerland must exist in the form of an association or equivalent entity within the meaning of local law. Their statutory aim must, moreover, be in strict conformity with that of the present Statutes. The membership of their management organs must consist for the most part of members of the FEDE Executive Council.

2These Delegations do not have members in their own right: any persons contacting them to request membership join the FEDE; the admissions procedure outlined in Art. 8 is applied to them. These Delegations may not be named FEDE. They must carry the name of their country in the corresponding language attached to the acronym FEDE in the format ‘FEDE Country’ (e.g. FEDE France, FEDE Spain, FEDE Morocco etc.).

Art. 16b    Local members may participate at meetings of the organs of a national Delegation and carry an advisory vote but must not exceed 50 % of the office-holding members of the organs concerned.

Art. 16c   So as to prevent any profit-making activities from contradicting the nonprofit and non-economic nature of the FEDE (Art. 4), the decision to create economic subdivisions to finance the principal objective of the FEDE may only be taken by the Executive Council.

Art. 17 Auditors

Each year the General Assembly may name a monitoring organ in charge of checking the annual accounts. Its members shall be professionals who are not members of the association. The monitoring organ may be recalled at any time.

Art. 18 Committees

18a Function

1Working committees may be established under the aegis of or from within the FEDE in order to address specific issues relating to the Federation’s aim and mission.

2The committees are not authorised to represent the Federation before third parties, to speak in its name or to perform legal acts on its behalf. The same restriction applies to the presidents and members of these committees.

18b Organisation

The membership of the committees, the appointment of their members and the distribution of roles amongst the members must be approved by the Executive Council. Each committee reports on its activities to the Executive Council.

18c Member-led initiatives

Where one or several members of the FEDE wish to set up a committee or to participate in an initiative to that end, they must refer the matter to the President who will consult the Executive Council.

18d Monitoring

The work of the committees is overseen by the President or his or her representative, who will ensure that their activity and functioning are in conformity with the objectives and spirit of the Federation. If the President or his or her representative considers that this is not, or is no longer, the case or that the committee members are ill-suited to their roles, he or she will take whatever measures he or she, in agreement with the Executive Council, considers appropriate and will inform the General Assembly of this; in urgent cases he or she will convene the General Assembly.

18e   Protection of the interests and name of the FEDE

A committee set up without the knowledge of the Federation’s management organs, that is not recognised by the Federation or does not have its approval, may not in any circumstances present itself to third parties as an emanation of the FEDE, nor claim any association of whatever kind with the Federation. This is the case even where all the participants of the committee are members of the association.

Art.19 The association’s resources

The association’s resources consist of, amongst other things, membership fees, donations from third parties, any subsidies provided by public-law or private-law organisms, application and admission fees paid by applicants to join the Federation, sums paid by members for services provided, any surplus resulting from initiatives and events organised under the aegis of the association, royalties and various proceeds resulting from agreements with external structures, and income generated from the Federation’s assets.

Art.20 Membership fees

1Members pay an annual membership fee, the amount of which is determined by the Executive Council. The Executive Council may establish different fees for collective and/or individual members.

2Where several institutions or organisations are part of a single group (Art. 5 (3)), each of them must pay the annual membership fee since they all benefit from the advantages of FEDE membership.

3Honorary members are dispensed from the requirement to pay membership fees but may choose to pay them on a voluntary basis.

4Members who have resigned or been expelled, and who were subject to membership fees, owe membership fees for the period during which they were members. They must also pay the membership fee corresponding to the year of resignation or expulsion.

Art.21 Assets

Members of the association have no individual right over the assets of the association. No refund or return is made in the case of death or if a member leaves the association.

Art. 22 Financial year

The financial year corresponds to the calendar year unless a decision to the contrary is taken by the Executive Council.

Art.23 Liability

1Members of the association are not personally liable for the commitments entered into by the Federation.

2Liability for these commitments is limited to the association’s assets.

Art.24 Representation

1The association is bound by the individual signature of its President or by the collective signature of two members of the Executive Council, subject to acceptance by the Swiss authorities. Signing authorities have been registered with the Swiss authorities.

2Moreover, no member or other person may act or speak on behalf of the FEDE unless that person has been mandated by the President or the Executive Council, which represent the association before third parties.

Art.25 Sanctions

1Members who are behind with their membership payments or other financial obligations to the association owe default interest at the statutory rate in force under Swiss law + 2 points.

2 Other possible sanctions against members who do not comply with the rules of the association are the issuing of a reprimand, removal from office and expulsion (Art. 10).

Art.26 Appeals

1Any members or applicants who consider they have been injured by a decision of the Executive Council or a decision of a person holding office within the association has the right to file an appeal with the Committee. The same right applies if the appellant considers that the decision taken violates the law or Statutes.

2Appeals are filed in writing and addressed to the President within 30 days of the appellant’s receiving notice of the disputed decision.

3Appelants have the right to be heard. They will be summoned to the next Committee session. The Committee pronounces the final decision.

4If no Committee session is scheduled in the three months following the filing of the appeal, appellants may convene a session, at their own costs and by their own means, so that a decision may be issued relative to their appeal. The appellant may not, however, independently take the initiative in adding other items to the agenda for the session convened

5If the disputed decision was made by the President or another person holding office within the association, the file is first examined by the Executive Council and is only transferred to the Committee if no agreement can be reached with the appellant within 60 days following the filing of the appeal.

6The filing of an appeal does not in itself suspend the disputed decision. If the disputed decision is annulled, no sanctions will be applied to the persons who took it, except where they are guilty of serious misconduct.

7Third parties do not enjoy the right to appeal that is described in the present Article, with the exception of applicants to join the association whose applications within the meaning of Art. 8 have been refused. Where applicants dispute the decision to refuse them entry, the Committee, after hearing their appeal, once again debates their application in a closed meeting and vote by secret ballot on the question ‘Admitted? Yes/no.’.

8 The internal appeals procedure set out in the present Article does not apply to decisions taken by the General Assembly, for which legal recourse alone may be envisaged (Art. 75 of the Civil Code).

Art.27 Dissolution

The association may only decide its dissolution during a General Assembly session. Any assets remaining after liquidation and once all debts have been paid may not in any case be transferred to members. The assets will preferably be given to a nonprofit institution of the same kind or to a foundation.

Art.28 Changes to the Statutes

The present Statutes may be modified at any time by a decision of the General Assembly, acting in accordance with the provisions of Art. 12g(4).

Art.29 Entry into force

The present Statutes, adopted by the General Assembly session of 14 March 2018, enter into force immediately and replace all previous statutes.