International Network for Innovative Social Entrepreneurship International Network for Innovative Social Entrepreneurship (INISE) INISE AISBL …………. STATUTE
International Network for Innovative Social Entrepreneurship StatutesArt. 1The organisation is created as an international non-profit organization called InternationalNetwork for Innovative Social Entrepreneurship abbreviation INISE, network of initiatives createdin partnership with the following entities, which are founding members of INISE.List of the Founding Members of International Network for Innovative Social Entrepreneurship(INISE)Organisation’s Organisation’s Legal Organisation’s Organisation’sname Form headquarters representative registered address and address of representative1. Foundation – not profit Ul. Sw. Wincentego 6 Tomasz SadowskiBarka Foundation 61 – 003 Poznan, Ul. Garbary 28/28, 61for Mutual Help Poland – 868 Poznan, Poland2. Alliance of associations Ul. Sw. Wincentego 6 Lidia Węsierska-ChycBarka Cooperation non profit 61 – 003 Poznan, Ul. PoznaoskaNetwork Poland 16B/9 62- 028 Koziegłowy Poland3. Charitable Company 186 Culford Road, Bernadette CassidyBarka UK Ltd. Limited by Guarantee London N1 4DS, 26 Bedford Street, United Kingdom Letchworth Garden City, SG6 3JF4. Company Limited by 9 Island Street DagmaraBarka For Mutual Guarantee Dublin 8, SzlandrowiczHelp Ireland Ireland os. Powstao Narodowych 51/7; 61- 216 Poznan, Poland5. Association non profit Stichting Barka Ewa SadowskaStichting Barka Murillohof 13 186 Culford Road, N1 1816 XT Alkmaar, 4DS, London, United The Netherlands Kingdom6. Association loi 1901 Siège social : 5 Martine WendzinskiAssociation dAide montée Gouteyron, 5 montée GouteryonMutuelle à BARKA, 43000 AIGUILHE, 43000 AIGUILHEFRANCE France France T: +33471 05 94177. Community Interest 42 Crosby Road North, John MacPhieHarambee (UK) Company Limited by Crosby, Merseyside, 67 Moorfield Road,CIC Guarantee England L22 4QQ Crosby, Liverpool, England L23 9UB8. Company Limited by PLOT 6, WILSON Godwin BaterenHarembee (CIC) Guarantee ROAD, 2 LONGFELLOWUganda Ltd., KAMPALA LIVERPOOL L8 0QU, UGANDA UK
International Network for Innovative Social Entrepreneurship9. Company Limited by 64 Upper Parliament Baiba Dhidha MjidhoKenya Community Guarantee Street, Toxteth, Flat 1, Mast House,Association Ltd. Liverpool, L8 7LF. Derby Road, Bootle,GREAT BRITAIN United Kingdom Merseyside, L20 1EA, United Kingdom10. Government educational Mekelle University Tadesse DejenieMekelle University entity P. O. Box: 231 Haile, PhD Mekelle P. O. Box: 231 Ethiopia Mekelle Tigray, Ethiopia11. REGISTERED CHARITY MERSEYSIDE Ibrahim FarouqueMerseyside (NON-PROFIT ASSOCIATION OF NapsonAssociation of ORGANISATION) GHANAIANS, JOB 23 CLEARWATERGhanaians BANK, 4 TUNNEL CLOSE, KENSINGTON, ROAD, LIVERPOOL, LIVERPOOL, L76 QD, UK MERSEYSIDE, L7 2SA, England12. Non profit association PO BOX 17837 – 0500 Scholasticah NgandaMukuru Nairobi Kenya Congregation of thePromotion Centre Email: Sisters of Mercy, P.O. firstname.lastname@example.org BOX. 144188- Westlands, NAIROBI, KENYA.13. Foundation non profit Rue de La Station 64 Marie BelekFondation Privee 7070 Le Roeulx Place des Postes 40Nkeme, BELGIUM Belgique /Et1D 7090 Braine de Comte14. Company Limited by Upper Parliament Alfred SalamiChara Trust Guarantee Street 64, Liverpool L8 Ashfield Wavertree 20 7LF Liverpool L15 1EZ United KingdomHaving its registered office in Square de Meeus – 38/40, B 1000 BRUXELLES.This Association is governed by the regulations of Title III of Belgian law of 02 May 2002 on non-profit organization and foundations.Art. 2 – Headquarters A. The headquarters is at Square de Meeus – 38/40, B 1000 BRUXELLES. B. The administrations organ has the capacity to move the headquarters in any other place of French languages area. The general directions organ ratifies headquarters’ changes in the statutes at its first following meeting.
International Network for Innovative Social EntrepreneurshipArt. 3 - Objective and purposeThe Association does not have a profit objective. Its general aim is to establish partnerships atnational and international levels with civil society organizations, public authorities at all levels,educational and research institutions, economic and social institutions and especially EuropeanInstitutions - to promote and develop social inclusion and social entrepreneurship within thesocial market economy.The AISBL INISE pursues as well educational activities. As such, it organizes conferences,seminars and training to benefit its members and its beneficiaries.The main activity of the Association will relate essentially to the elaboration, implementation andmanagement of projects and local economic and/or social development services proposed by themember organizations of INISE and public or semi-public bodies and by Associations orcompanies having a similar purpose. The Association will not aim, through its activities, to reapfinancial benefits.In the common projects, the Association works for the benefit of its members in partnership withinternational and European institutions.The AISBL has as a purpose of the conception and the implementation of stable and clearlyidentified local partnerships with the actors of social economy and public authorities, aimed atparticipative new social business start-up, employment creation and education.It realizes its objective in a total independence towards any government or political party, and incoherence with the principles of the founding act of the Association.In addition, the AISBL can develop all the activities which will contribute directly or indirectly tothe realization of the above mentioned non-lucrative goals within the limits fixed by the law.Art. 4 - Length.The AISBL is made up for unspecified length of time.Art. 5 – Members – categoryThe Association consists of legal and physical persons distributed in three categories of members,full or associated.The AISBL counts at least 15 full members, who have all the rights granted to the members aimedby the AISBLs law. The above-mentioned founders are the first full members.Bodies which can become members: a) As full members: all actors of social economy as well as all the representative platforms of the social economy at the national and international level, all structures supporting the social economy (foundations, social banks, science and research institutions, alliances and networks of social enterprises etc.) b) As associate members: public authorities at all levels and their platforms, grouping of public authorities, other thematic networks of cities and regions and their platforms as well as trade unions and institutions supporting employers and employers’ alliances
International Network for Innovative Social Entrepreneurship c) As associate members: physical persons supporting the social economy.Art. 6 – Admission of members and loss of membership a) Admission of membersThe General Assembly ratifies the admission of new members whose candidatures are submittedby the Board of Directors. General Assembly states the category in which the new member isallowed. The admission is subordinated to the acceptance of the present Statutes and to thecommitment to pay the membership fees mentioned in the art 7 below. b) Loss of membershipThe members of the Association can present their resignation at any time.The members of the Association may resign from office by depositing a notice of resignation inwriting to that effect at the headquarters.An effective notice of resignation operates to bring the members resignation as of the date onwhich the notice is deposited or on such later date as may be specified in it.The exclusion of members of the Association may be decided only by the General Assemblysubmitted by the board of trustees. The member concerned must be informed in advance by theBoard of Directors of the envisaged decision and has a right to produce all defenses and has anopportunity to submit extra explanations in writing addressed to the board. The boardinvestigates the matter and if the board still does not change their position, the memberconcerned can appeal in person at the General Assembly meeting. The decision of the GeneralAssembly is binding. The decision on exclusion takes effect immediately.The members who ceased, for whatever reason, to be a member of the Association have no righton the social funds of the Association. They remain under all the obligations, which they couldhave towards the Association at the date of his departure. Their duty of care and obligationstowards the Association do not cease until the leaving date.Art. 7 - Membership fee and late-payment interest a) Membership feeThe members are obliged to pay annually a membership fee and a possible allocation in adevelopment fund.The membership fees can be different according the category of the members.The internal rule of procedures determines bases, amounts, rates of the fees / allowances andthe possible rises or the reductions applicable to the various categories or under-category ofmembers, the conditions, the modalities for the demands and for the payment.The propositions concerning the modifications of the internal rules of procedure relating to rules,amounts and rate of fees / allowances can be submitted to the General Assembly only by theBoard of Directors at the same time as the budget.
International Network for Innovative Social Entrepreneurship b) Common rulesThe members have to communicate the needed information in order to define their ownmembership fee and to produce the documents requested by the board of directors.The members who do not respect the obligation to pay of the membership fee/allowances fortwo years consecutively can be excluded from the Association.The members who do not respect the payment of membership fee/allowance during one yearlose the right to vote in the General Assembly. The right to vote is returned after payment of thelate membership fees/allowances.The member who loses his membership, for any reasons, is obliged to pay his owed membershipfee/ allowances for the totality of the current year and, if necessary, late-payment interest wereowed up to the complete payment.Art. 8 – General AssemblyThe General Assembly has the plenitude of the powers allowing the realization of the objects ofthe Association.The General Assembly meets at least once a year upon being called by the Board of Directors andunder the presidency of the President of the Association or, in case of hindrance, President’ssubstitutes). It can also be called by full members andor associated members, representing 25 %of the rights to vote.The members legal persons are represented by a proxy appointed by them.One or several intermediate general assemblies can be held by video-conference.Art. 9 - Deliberations of the General AssemblyOrdinarily, the General Assembly elects the President, the President of college (Board) and theBoard of Directors.The President of college (Board )should be chosen between the members or personality comingfrom a different category of the President. The category of the members is defined in art.5.The General Assembly appoints a general secretary proposed by the Committee of Presidency.The General Assembly can appoint a Statutory auditor from outside the members of theAssociation. It hears and discusses the reports of the Board of Directors or what put in agenda ofthe meeting by the latter.It fixes the annual action plan, votes the budget, approves the balance sheet and the annualaccounts. It ratifies the admission of the new members. It can decide on the creation ofestablishments or representation in the other countries.It can decide the creation of a unit of technical support, commissions working groups or sub-networks, and in that case, appoints the persons in charge or approves their names, establishesor approves their working programs and hears, if necessary, their reports.It adopts and can modify internal rules specifying the interpretation and the modalities of
International Network for Innovative Social Entrepreneurshipapplication of the Statutes. It can decide on the creation of a group of political referents at aninternational level.At extraordinary title the General Assembly may: withdraw at any time the President andmembers of the Board; pronounce the exclusion of a member, decide to amend the statute, thedissolution of the Association or the merge with another Association that fulfills the samepurpose or vocation and decide the allocation of liquidation.Only the resolutions concerning the questions carried in the agenda appearing in the call can beproposed to the General Assembly.The resolutions of the General Assembly are delivered in a register, signed by the President of themeeting and the representative of another organization present at the meeting and keptavailable to members.Art. 10 – Rules of quorum and majority and rights to voteThe General Assembly meets validly if the members representing at least half of the rights tovote are present or represented for ordinary decisions; two thirds for the decisions taken atextraordinary title. The taken decisions oblige absentees and dissidents.All members can be represented by another member to a maximum of 3 delegates per memberpresent.Unless specific request, a first round of voting will be made by consensus.In all other case, the ordinary decisions are taken in the simple majority of the rights to vote ofthe present or represented members. The extraordinary decisions are taken with a two-thirdsmajority of the presentsEach full member (category A) has 5 votesMembers of category B and C have 2 votesThe rights to vote of the members being late with membership fees are suspended and do notcount in the calculation of the quorum and the majority. The modalities for voting appear in theinternal rule of procedure. It is the internal rule of procedures, which fixes the distribution ofvotes.Art. 11 – Board of DirectorsThe Association is managed by a Board of DirectorsThe Council consists of a minimum of 7 and a maximum of 25 physical persons whichcandidatures are proposed by a member, and among which: more than half has to belong to the category of the full members, a third at least has to belong to the category of the associate members, a parity man / woman will be privilegedThe Members of the Board are elected by the General Assembly. The method to prepare theelection is specified in the internal rule of procedures; the mandates have a duration of three
International Network for Innovative Social Entrepreneurshipyears and are renewable.At any moment, the General Assembly can revoke the members of the board.The member who had proposed a representative revoked may propose a substitute that will besubmitted to the General Assembly.In every case of loss of mandate during the exercise, the Board may provide substitutionaccording the indications of the internal rules of procedures.The General Assembly can designate up to three members of the board in addition to theapplications proposed by the members; such members of the Board of Directors will be chosenamong persons of international level or persons who have contributed to the development of thenetwork. Each member of the network may propose applications according the modalitiesdefined in the internal rule of procedures.The General Assembly may appoint the President, vice President and treasurer at the time of theelection of the BoardBefore each election, the General Assembly decides which nationalities have to be represented inthe committee of presidency.Art. 12 – Organization of the Board of DirectorsThe Board of Directors meets validly if at least half the members are present or representedThe Board of Directors elects, within it, a President of college, representing the alternativecategory of members to that of the President, up to 6 vice-Presidents, and treasurer whoconstitute the committee of the presidency.May the General Assembly or the internal rule of procedures not foreseen it, the Board ofDirectors defines the allocations and the rules of functioning of the Committee.The Board of Directors can call, in consultative title, the persons in charge of the working groups,the commissions or the sub-networks. It meets at least twice a year, upon calling of the Presidentor of the half of its members. Its decisions are taken by majority of the present members. Everydirector can have two mandates maximum. In case of equality in votes, the one of the Presidentis dominating. The Board of Directors meeting can be held by video-conferenceThe decisions of the Board of Directors are delivered in a register, signed by the President of themeeting and by a director, and are kept available to members.Art. 13 – Powers of the Board of DirectorsThe Board admits new members subject to ratification by the General AssemblyThe Board of Directors executes the policy defined by the General Assembly. It decides on theactions, it calls the General Assembly and more generally it holds all the necessary powers tomanage the Association and follows the realization of its object.It may decide the recruitment of new employees. It may sign contracts and agreementsnecessary for achieving the object of the Association.
International Network for Innovative Social EntrepreneurshipThe Board of Directors delegates to the Committee of the Presidency, besides the powersattributed to this one by the Statutes and by the internal rule of procedures, all the necessarypowers for the current management of the AISBL INISE and the realization of the actions plannedin its statutory mission.The Board takes its decisions in a collegial way, its members acting in a supportive andresponsible in front of the General Assembly.The President represents the Association in front of third parties, engages it in all its legal andjudicial acts, and holds the social signature which he can delegate. The President chairs theGeneral Assembly and the Board of Directors, who is responsible for the staff. In case ofhindrance, the President is substituted by a vice-President appointed by himself or, to defect, bythe Committee of Presidency.In case of emergency, the President can make all the decisions in the interests of the Association,which will be subjected to ratification by the Board.The treasurer verifies the financial transactions of the Association and follows the administrationof it. The treasurer proposes the annual budget and the balance sheet and expresses its opinionon the decisions which engage financially the Association.Legal actions recover from the initiative and from the competence of the Board of Directorsrepresented by its President or by a director appointed for that purpose by this one.Art. 14 – The General SecretaryThe General Secretary is appointed by the General Assembly on proposal of the PresidentialCommitteeThe General Secretary manages the daily activities of the Association, according to the program,to the statutory organs of INISE and responds to the Board of Directors.The General Secretary is delegated represent INISE in the daily obligations.The General Secretary participates in the Board of Directors.Art. 15 - Budget and AccountsThe financial year follows the calendar year. It is close every year on December 31st. Every year,The Board of Directors must subject the balance of accounts as well as the budget of the nextexercise to the approval of the General Assembly.Art. 16 – Modification of the Statutes - DissolutionAny proposal relating to a modification of the Statutes or dissolution of the Association mustemanate from the Board or be made from at least one quarter of members of the Association.The Board of Directors must inform the members of the Association at least three months beforethe date of the General Assembly that will vote the proposals.
International Network for Innovative Social EntrepreneurshipThe same provisions are applicable in case of dissolutionDecisions regarding changes to the Statutes and dissolution are taken by the General Assemblyaccording Art. 10. The changes must be approved by royal decree and annexes to the MoniteurBelge.In case of dissolution, no member has the right on assets persistent after settlement of allobligations pendingOn dissolution of the Association, the residue of assets to be distributed to a charitableorganization chosen by members after passing a vote.Art. 17 – Complaints and disputesIn case of disputes or controversies arising from the interpretation and enforcement of thisstatute the parties will attempt a friendly settlementIf such a solution is not feasible, the dispute will be decided by an internal board of arbitration. Ifunable to resolve the dispute, it will be referred to the Belgian center for the study and practiceof national and international arbitration - CEPANIThe arbitration which will be made in Brussels will follow the Belgian law and the CEPANIprocedures and, in auxiliary title, that of the sixth part of the civil code.Art. 18 - General arrangementsThe working language is English.All which is not set by the present Statutes will be ruled according to law.Prepared on 29/05/2012 INISE aisbl Adress : Square de Meeus – 38/40, B 1000 BRUXELLES Tel /fax : + 44 79079 53348 Email : email@example.com firstname.lastname@example.org