1.1 There shall be established on 14 October 1991, by the undersigned parties as founder members in accordance with the Belgian Law of 25 October 1919, as amended by the law of 6 December 1964, an international association with a scientific and cultural aim called the European Confederation of Conservator-Restorers' Organisations (Confédération Européenne des Organisations de Conservateurs-Restaurateurs (E.C.C.O.).
1.2 It shall be possible, in the various languages normally used in the European Union, to call the Organisation by any name consistent with its main title, provided that the acronym "E.C.C.O." is not changed. The Organisation shall be registered by the Committee.
2.1 The purpose of E.C.C.O. shall be the development and promotion - at a practical, scientific and cultural level of the conservation-restoration of Cultural Heritage.
2.2 To this end its objectives shall be :
· to promote the conservation and restoration of Cultural Heritage.
· to promote and develop a high level of education and training, research and practice in the field of conservation-restoration, in accordance with the definition adopted by E.C.C.O.
· to work toward legal recognition of professional standards in order to affirm and obtain recognition of the professional status of Conservator-Restorer at National and European levels.
· to co-ordinate and further activities and exchanges between the different members.
· to establish links with European and International Organisations in order to ensure representation of the profession and the defence of its moral, cultural, scientific and material interests.
· to establish or participate in any body or service necessary or simply helpful to the pursuit of its objectives.
2.3 The aims of the Confederation shall be pursued without political, religious, linguistic or ethnic bias and without concern for profit.
2.4 E.C.C.O. shall not be party to any dispute involving its members.
2.5 Any points not specified in these Statutes shall be defined in detail in the Internal Rules Document.
3. REGISTERED ADDRESS
The registered address of the Confederation shall be: 70, rue Coudenberg, 1000 Brussels (Belgium). It may be changed by a simple decision of its Committee.
The Confederation shall be established without limit as to its term.
The Confederation shall have two categories of member:
5.1 Full member: any professional Organisation or federation of such Organisations, legally constituted according to the laws and customs of its country of origin, whose full membership is solely composed of conservator-restorers of cultural heritage, which is based in the European Union or in a member state of the European Free Trade Association (EFTA), which accepts the aims of E.C.C.O. and which officially recognises the "Professional Guidelines"adopted by E.C.C.O.
5.2 Associate member: any other Organisation or institution whose activities contribute to the development and improvement of the conservation-restoration of Cultural Heritage, which accepts the aims of E.C.C.O. and which recognises the Professional Guidelines adopted by E.C.C.O.
An associate member does not have the right to vote at General Assemblies.
6. MEMBERSHIP - APPLICATION
6.1 An association wishing to become a full member or an associate member must submit to the Secretariat a written application for membership accompanied by the following documents:
· a copy of its statutes and rules of procedure.
· documentary evidence of the activities of the association.
· a recent, complete and detailed list of the association's members. The list shall be annually updated and forwarded to the Committee.
· two letters of recommendation from two full members of E.C.C.O.
6.2 After considering the acceptability of the applicants, the Committee shall present them to the next General Assembly. Each applicant must obtain the majority vote of two-thirds of the members present or represented.
6.3 An association can assume membership status only after paying its first subscription.
7.1 Membership shall be terminated:
· by reason of the dissolution of a member association.
· by resignation following a written request to the Committee.
· for non-payment of the subscription after a lapse of three months.
· by the merger, absorption or liquidation of the member association, unless the Committee nevertheless recognises the possibility of maintaining membership status.
· by the loss of one of the conditions provided for in Art.5 of the Statutes, ascertained by a decision justified by the Committee.
· by expulsion. The expulsion of a member may be proposed by the Committee, and be confirmed by the General Assembly with a two-thirds majority of the members present or represented. The member will be duly invited to defend itself for not having respected the aims and principles of E.C.C.O. or for any other serious reason.
· The following will be considered a serious reason: a false statement regarding the members of each association and their subscription.
7.2 Members who resign or are expelled shall have no claim on the resources of E.C.C.O. and may not claim reimbursement of their subscriptions.
The amount of the subscription shall be decided annually by the General Assembly, acting on a proposal from the Committee.
The assets of the Confederation shall comprise the subscriptions of members, gifts, bequests and European, National or Regional grants, advertising and sale of its publications.
10. GENERAL ASSEMBLY
10.1 The ordinary General Assembly shall be held during the first half of each year at the place designated in the notice of meeting which will be sent to all members at least two months before the appointed date and which will contain the draft of the Assembly agenda.
10.2 The extraordinary General Assembly may be convened either by the Committee at its discretion, or by written request from at least one-third of the full members sent by registered post to the Secretariat.
If circumstances so dictate, the notice of meeting may be sent out only one month before the appointed date.
10.3 At least 30 days in advance, any active member of the Confederation may request in writing that an item be placed on the agenda of an ordinary General Assembly. The General Assembly shall vote only on items appearing on the definitive agenda. The definitive agenda shall be sent to all the members convened to the Assembly at least two weeks before the meeting date.
10.4 The General Assembly shall be chaired by the President, the Vice Presidents or the most senior among the Administrators present.
10.5 The full member associations shall only be represented by mandated professional conservator-restorers.
10.6 Allocation of voting rights :
Full member associations whose subscriptions have been paid shall be entitled to:
· one vote if the association comprises 1-80 full members resident in the European Community or an EFTA country
· two votes if the association comprises 81-200 full members resident in the European Community or an EFTA country
· three votes if the association comprises 201-400 full members resident in the European Community or an EFTA country.
· four votes if the association comprises 401-600 full members resident in the European Community or an EFTA country.
· five votes if the association comprises 601-900 full members resident in the European Community or an EFTA country.
· six votes if the association comprises 901-1300 full members resident in the European Community or an EFTA country.
· seven votes if the association comprises 1301-1800 full members resident in the European Community or an EFTA country.
· eight votes if the association comprises more than 1800 full members resident in the European Community or an EFTA country.
10.7. Except where otherwise provided for in these Statutes or under existing laws, decisions shall be made by an absolute majority vote of the members present or represented by another member association appointed by written proxy (a maximum of one proxy per delegate).
10.8 The following must be discussed by the General Assembly:
Decisions concerning the number, appointment and dismissal of Committee members.
Approval of budgets and accounts.
10.9 Modification of the Statutes, expulsion of a member and dissolution of the Confederation require two-thirds of members to be physically present at the General Assembly; decisions require a two-thirds majority of members present.
· In the absence of a quorum but, with at least half of the Members physically present , a second General Assembly shall be convened immediately afterwards and shall take decisions by a two-thirds majority of members present.
· In the absence of half the number of members, another General Assembly shall be convened.
10.10 Amendments to the Statutes shall be in accordance to the Law and will only be effective after proper approval by Royal Decree and publication if required by law.
11.1 The Confederation shall be administered by a Committee elected by the General Assembly from among the representatives of the full members. If applications permit, it shall include at least one Committee member per country represented in the Confederation. It shall comprise a maximum of 21 Committee members elected for a term of three years. Only one-third of this Committee may resign each year. Committee members who resign may apply ( or candidate ) again for re-election. At the first election, those members who are to retire at the end of the first, second and the third year respectively shall be decided by the drawing of lots.
If a Committee member loses his position as representative for the association that he represented when he was nominated, he shall immediately lose his mandate as a Committee member; his replacement will be effected in accordance-with Article 11.5.
11.2 Elected Committee members shall elect from among their number a President, two Vice- Presidents, a Treasurer, a Vice-Treasurer a Secretary-General and a deputy Secretary General, all of whom should, if possible, be of different nationalities.
11.3 The Committee shall meet at the request of the President or of one-third of its members.
11.4 In exceptional circumstances, the members of the Committee may have themselves replaced by another Committee member holding a written proxy.
11.5 Should a vacancy arise for the office of a Committee member, at its next meeting the General Assembly shall provide for a substitute who will terminate the mandate of his predecessor.
11.6 If one or more Committee members fail to discharge their duties, one-fifth of the members of the Committee may convene an extraordinary General Assembly to replace them, one month after having invited the President to place the matter on the Committee's agenda.
11.7 To have a quorum meetings of the Committee must be attended by at least half of its members.
11.8 Minutes shall be drawn up after each meeting and approved at the next meeting.
11.9 Resolutions of the Committee shall be adopted by a majority vote of members present, with the President having a casting vote.
11.10 The Committee shall have sole responsibility for management and administration with the exception of the powers assigned to the General Assembly. It may delegate responsibility for day-to-day management to its President, a member of the Committee or an officer. In addition, and on its responsibility, it may confer clearly-defined special powers on one or more individuals.
11.11 Except in the case of special proxy arrangements, any decisions which bind the Confederation shall be signed by the President and the Secretary General who shall not be answerable to third parties as regards the powers conferred to this end.
11.12 The Committee, represented by its President or a Committee member appointed for this purpose by the President, shall monitor legal proceedings in its capacity either as plaintiff or defendant.
11.13 The Confederation shall be responsible for faults attributable either to its officers or to those acting as its agents. Committee members shall not incur any personal liability as a result of commitments entered into by the Confederation. Their responsibility shall be limited to the faults committed during their administration. Member associations shall not be individually liable for faults committed by the Confederation.
12. REPORTS OF ACTIVITIES, BUDGETS AND ACCOUNTS
12.1 Every year the Committee shall submit for the approval of the General Assembly a report of activities, accounts for the previous year made up to 31 December of each year, and the budget for the next financial year.
12.2 Two auditors shall be appointed on the occasion of each ordinary General Assembly. They shall report to the subsequent ordinary General Assembly.
13. DISSOLUTION AND DISTRIBUTION OF ASSETS
In the case of dissolution of the Confederation, any balance remaining after settlement of its debts shall be transferred to a European/International Organisation or foundation with similar objectives to those of the Confederation.
14.1 In accordance with the law, these Statutes shall be published in French in the Appendices to the "Moniteur Belge".
14.2 Each member association shall undertake to translate the E.C.C.O. Official Documents, if it considers this necessary.
14.3 Each association shall submit the documents needed for membership in the language of its home country, accompanied by translations in English.
14.4 Official documents required by Law to be published or given annually to the Ministry such as modification to the Statutes, change of Committee and Bureau members, change of registered address, accounts and budgets shall be edited in French, in accordance with the law. English translations of all these documents shall be systematically produced.
14.5 All translations shall be marked "translation" and refer to the original text, which shall have sole validity.