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Statutes
| Art. 1 |
Name and location |
| 1.1 |
The name FairTradeNet constitutes a non-profit association according to art. 60ff of the Swiss Civil Code (CC/ZGB). |
| 1.2 |
FairTradeNet is located at 6, chemin
de Pomone, La Chapelle 1228 Geneva / Switzerland |
| Art. 2 |
Purpose |
| 2.1 |
General purpose: FairTradeNet seeks to promote the exchange of information between, and the professional development of e-business freelancers (affiliates,
hereafter called FairNetTraders) who offer their services on the Internet. FairTradeNet regards itself as a platform where freelancers will share their
professional experience with colleagues and seek fair trading conditions for these
services. FairTradeNet‘s goals are:
|
| |
- To coordinate an information network in order to gather and forward
information related to FairNetTraders’ interests and questions and to answer
these questions for them.
- To represent the interests of its FairNetTraders on international bodies of the Fair Trade Movement;
- To help FairNetTraders from emerging countries to get a fair share of the work offered on the Internet;
- To promote an above average standard of quality;
- To invite outsourcers all over the world to work with FairTradeNet service providers and to give a fair share of work at fair prices not only to the FairNetTraders in the industrialized countries, but to the ones in the emerging countries as well.
|
| 2.2 |
Purpose and cooperation: The Association aims at promoting the interests of the
FairNetTraders, freelancers in e-business, by enhancing their connections beyond
their home market. |
| 2.3 |
Purpose of the Forum of FairTradeNet: FairTradeNet maintains a forum at www.fairtradenet.org/forum.html where FairNetTraders exchange ideas and experiences.
|
| 2.4 |
The independence of the FairNetTraders in their own work and organization remains ensured.
|
| Art. 3 |
Association Membership |
| 3.1 |
Individuals who have made a significant contribution to the success of FairTradeNet can become members of the Association. Members can be elected at the General Assembly with a simple majority. Any member can propose the election of a new member. Proposals should be made 7 calendar days before the General Assembly.
|
| 3.2 |
Members may resign anytime by notifying the Committee.
|
| 3.3 |
The Committee can nominate persons who have served FairTradeNet in exceptional ways as Honorary Members.
|
| 3.4 |
Upon the proposal of the Executive Committee, the Association
has the right to exclude members due to their anti-statutory behavior
or if their activities are in a conflict with the general purpose
of the Association or the mission statement. Reasons for exclusion
are mainly, but not exclusively: obstruction, non-adherence to
FTN’s goals, refusal to work in a team, holding back of vital
information and insulting other committee members. A member that
has to be excluded shall have the right to be heard by the General
Assembly. He and members being next of kin will not be permitted
to vote. If more than one member faces exclusion for the same
reasons, the persons concerned by the exclusion will be barred
from all votes. To exclude a member, the General Assembly votes
by a two-third majority of the attendees. There is no appeal.
Legal action against naming the motives of the exclusion is not
permitted, according to Art. 72 of the Swiss Civil Code. |
| Art. 4 |
FairNetTrader Affiliation |
| 4.1 |
The Association's FairNetTraders are Clients (outsourcers) and Freelancers (independent e-workers) exchanging services in FairTradeNet's Web site.
|
| 4.2 |
Web affiliation is open to all business entities/organizations willing to promote fair trade and to individuals working as freelancers.
|
| Art. 5 |
Freelance FairNetTraders |
| 5.1 |
A person:
- who is an independent freelancer working with clients from different countries;
- whose activities focus on Web activities, graphic design, office management, consulting, writing, translations etc.
- who adheres to the Fair Trade principles and is willing to share the market and maintain contacts with other freelancers;
can affiliate as a FairNetTrader.
|
| Art. 6 |
Client FairNetTraders |
| 6.1 |
The following entities can affiliate as FairNetTraders
- Companies or institutions who are interested in sponsoring FairTradeNet
- whose activities benefit the FairNetTraders of FairTradeNet;
- who actively promote freelance FairNetTraders by joining the client list.
|
| Art. 7 |
Affiliation – Resignation – Exclusion of FairNetTraders |
| 7.1 |
Registration for admission as a FairNetTrader is via the Secretary's Office. A jury composed of specialists in the field and/or members of the Association will decide on admissions.
|
| 7.2 |
FairNetTraders must submit resignations to the Administrator's
Office. |
| 7.3 |
The Management can exclude freelance FairNetTraders who do
not fulfill the quality standard set by the Association or whose
behavior damages FairTradeNet's credibility.
Any rights of the Association towards the excluded FairNetTrader
still apply. |
| 7.4 |
Any FairNetTrader facing rejection or exclusion has the right
to appeal. The next Executive Committe meeting will then decide
the matter. Until it does so, the person expelled by the Management
will remain suspended. |
| 7.5 |
FairNetTrader fees are not refundable. |
| Art. 8 |
FairNetTrader Fees |
| 8.1 |
The Committee will propose the yearly amount FairNetTraders pay to share the operating costs of running the Web site.
|
| 8.2 |
FairNetTraders will consequently enjoy all the benefits of participating in FairTradeNet for a period of one year at no further cost.
|
| 8.3 |
The General Assembly will decide whether to accept or reject the proposal of the Committee.
|
| Art. 9 |
Sponsoring |
| 9.1 |
The use of sponsor funds and contributions must be clearly defined by the sponsoring company or institution.
|
| 9.2 |
FairTradeNet considers the following areas particularly suitable for sponsorship and contributions:
- Financial support for the development and support of the website
- Material and financial support for members from the emerging countries
|
| 9.3 |
The final decision lies with the Executive Committee on whether or not the purpose of the sponsor is in the interest of FairTradeNet.
|
| Art. 10 |
Resources |
| 10.1 |
The resources of the FairTradeNet Association
will be as follows:
- FairNetTrader fees
- Donations
- Subsidies
- Sponsor contributions
- Resources from services and sales
- Capital gains
|
| Art. 11 |
Organization of FairTradeNet |
| 11.1 |
The following are the organs of the FairTradeNet Association:
- The General Assembly
- The Executive Committee
- The Controlling Organ
|
| 11.2 |
The General Assembly consists of all Association members,
elected according to their host country and their specialization.
Its tasks are:
- Election of the Executive Committee
- Election of the Controlling Organ
- Approval of the annual report and the accounts
- Discharge for the Executive Committee and the Controlling
Organ
- To vote on proposals of the Executive Committee and members
- The setting of Internal Roles for the Management
- To admit or exclude members
- Modification of the statutes
- Dissolution of the Association
|
| 11.3 |
The Executive Committee, consisting of the following members - elected for two years with the possibility of reelection - directs the Association:
- President
- Vice-President
- Secretary
- Treasurer
- Committee Members
The Committee can share the work of the Secretary.
Three members of the Committee must be Swiss citizens.
|
| 11.3.1 |
The tasks of the Executive committee are:
- Hiring and supervision of the Management
- Dismissal of members of the Management
- Preparation of the Annual General Assembly
Should the executive committee lose one or more of it members
prior to the General Assembly, it can replace these members without
reference to another body. |
| 11.3.2 |
The President is the first member of the Executive Committee to be elected by the General Assembly.
|
| 11.3.3 |
The Executive Committee consists of people who are Founding Members or elected members of the Association.
|
| 11.3.4 |
For votes within the Executive Committee each member has one vote only.
|
| 11.3.5 |
If a vote is tied, the President has a casting vote.
|
| 11.3.6 |
The quorum of the Executive Committee is three.
|
| 11.3.7 |
In matters regarding the Association's assets the signature of all Executive Committee Members is necessary.
|
| 11.3.8 |
The Committee shares the work according to the positions:
- The President represents the Association in public and presents
the annual report to the General Assembly. He/she directs
the work of the Committee and ensures that invitations for
Committee meetings are received in due time. He/she is responsible
for:
- the coordination of all activities
- the arrangement of meetings, the concept and preparation of topics for both Committee and General Assemblies
- The Vice President supports and stands in for the President as needed.
- The Secretary takes the minutes, runs the administration of affiliation and takes care of FairTradeNet's correspondence.
- The Treasurer takes care of the FairNetTraders fee collection as well as the Association's and the Web site's accountancy.
- The Committee Members can be entrusted with special tasks arising from the Association's program. They act as Liaison Members for FairTradeNet in their host country by giving out information about FairTradeNet and by actively recruiting new FairNetTraders. Under certain circumstances several Liaison Members, who are not Committee Members, can be chosen.
- The Committee Members must send a summary of their activities and experiences to the President every three months. The President will write an abridged version of the summaries and forward it to all Committee Members.
|
| 11.3.9 |
The President will convene a Committee Meeting at least twice a year. The Committee will meet by conference call.
|
| 11.3.10 |
FairTradeNet's Annual General Assembly will be held on the Net.
|
| 11.4 |
The Controlling Organ is an independent Auditor chosen by the General Assembly.
|
| 11.4.1 |
The audit of accounts will be performed by a professional auditor, who will present his report to the General Assembly for approval of the year under review.
|
| 11.4.2 |
The audit will be conducted according to the same rules valid for the audit of a Société Anonyme (art. 727ff Swiss Code of Obligations).
|
| Art. 12 |
Assemblies |
| 12.1 |
The Committee will send the Assembly invitation with the agenda to the Association's members at least one month in advance.
|
| 12.2 |
The Annual General Assembly will authorize the Committee to manage the Association for the financial year ahead.
|
| 12.3 |
The Annual General Assembly will deal with proposals for amendments to the statutes and requests for resignation by Committee members.
|
| 12.4 |
Membership applications are to be submitted to the Committee at least seven days prior to the General Assembly.
|
| 12.5 |
The Committee can convene an Extraordinary General Assembly.
The Committee will send the invitation, including the agenda,
to the members at least one week in advance. |
| 12.6 |
The Committee must convene an Extraordinary General Assembly when at least one fifth of the Association's Members have submitted a written request. In this case the Extraordinary General Assembly must be held within 20 days after the submission of the request.
|
| 12.7 |
The quorum of the General Assembly is a third of its members including the Executive Committee.
|
| 12.8 |
Decisions are made by simple majority. When the vote is tied the President has a casting vote.
|
| 12.9 |
Every member of the Association is entitled to vote and to be elected to the Executive Committee at the General Assembly.
|
| Art. 13 |
Changes of the Statutes |
| 13.1 |
Any modification of the statutes must be supported by two thirds of the members present at the General Assembly.
|
| Art. 14 |
Dissolution of the Association |
| 14.1 |
The dissolution of the Association can take place by a 3/4 majority decision of a General Assembly, where at least 2/3 of the members are present.
|
| 14.2 |
If two thirds of the members are not present, a second General Assembly can be convened within ten days, where one tenth of the members must be present. Decision is made by simple majority.
|
| 14.3 |
Upon the dissolution of the Association the assets of the Association shall be donated to an organization promoting fair trade.
|
| Art. 15 |
Responsibilities |
| 15.1 |
All the association's liabilities are only warranted by its proper funds. Any personal responsibility of the members is excluded.
|
| |
Miscellaneous and Web site |
| 1 |
As far as the available statutes need a supplementary amendment, the Swiss law applies.
|
| 2 |
The Committee fulfills its task according to internal regulations, which are constituted as a supplement to these statutes. The internal regulations may only complement the statutes, however they may not establish new law.
|
| 3 |
The statutes are available in English, French, German, Italian
Spanish, Portuguese and Russian version. The original version
is the English version. |
| 4 |
Web site: The Web site http://www.fairtradenet.org is the official source of information for FairTradeNet. The association bears the costs for the maintenance of the Web site.
|
FairTradeNet is not legally responsible for the contents of articles, contributions and submissions by third parties.
The Management will provide the editorial staff and the Webmaster.
The Executive Committee will make the final decision regarding
how the Web site is run according to FairTradeNet's
purposes.
The editorial staff or the Webmaster reserves the right to abridge contents or delete them if they do not serve the purpose of the association.
As for contributions to the Forum, the Webmaster is entitled to intervene with the appropriate tools at his disposal.
Statutes adopted at the Constitutive Assembly of July 30, 2002
Statutes amended at the extraordinary General Assembly held on
April 9, 2003
This version is from now on the original version.
Geneva, April 9, 2003
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