STATUTES OF THE ASSOCIATION
Hellenic Social Welfare Assistance Unit
IDENTITY OF THE ASSOSIATION
ARTICLE 1. NAME, SEAL AND LOGO
The Association is an independent, social, humanitarian, non-profit organization. The official name is Hellenic Social Welfare Assistance Unit, in short “Kinoniko EKAV”. In its international activities and missions abroad, the Association may use its name in Latin or other foreign characters or the translation of its name into the language of each currently operating country.
The seal of the Association illustrates the words "Kinoniko EKAB" or their translation into the language of the country in which the Association operates.
The logo of the Association depicts a red cross with six isosceles edges, next to the name of the Association, "Kinoniko EKAB" and the phrase "Fighting Social Exclusion".
ARTICLE 2. HEADQUARTERS
The headquarters of the Association are the respective offices of the Association in the region of Attica.
ARTICLE 3. PURPOSE OF THE ASSOCIATION
The purpose of the Association is to fight social exclusion, in any form it may appear in modern societies.
ARTICLE 4. PRINCIPLES OF THE ASSOCIATION
The basic principle of the Association is social solidarity. The activities of the Association aim to reach out to people in social exclusion, to provide them with the social, psychological and health support, as well as legal support, necessary to ensure their dignity and their ability to make informed decisions for their lives. The activities of the Association are addressed without discrimination to all people or groups of populations, who are in corresponding needs, regardless of their color, race, community, religion, nationality or ideological beliefs.
ARTICLE 5. ACTIONS OF THE ASSOCIATION
The Association carries out actions, urgent or long-term, to people who have been in a state of danger due to social exclusion or are deprived of a decent living. This includes any action aimed at providing housing, food, health care and employment to socially marginalized people.
To achieve the above goals, the Association conducts missions and programs in cities and areas where there is a need. It also organizes activities that have a complementary, supportive or auxiliary role in relation to this action. In this context, the Association may cooperate with public or private carriers, welfare, health, psychosocial, legal, financial, technical support, etc.
The determination of the place, the time duration and the specifications of each action, as well as their financial costs, is determined by a decision of the Board of Directors, which can transfer part or all of this responsibility to authorized bodies or persons of the Association.
The Association acts for the purposes mentioned above, after becoming aware of the needs of the people and population, to which it is addressed, and always on their accepting them on a free-will basis. He reserves the inalienable right to refuse or terminate his participation, if he deems that the conditions for his intervention are not met.
ARTICLE 6. INDEPENDENCE OF THE ASSOCIATION
The Association has the administrative and financial independence of its operation. It is governed only by the provisions of its Articles of Association and the current Association Legislation. It acts independently, solely on the basis of its purpose, its principles and in accordance with the decisions of its administrative bodies. It does not accept any political, partisan, governmental, religious or interventions from other organizations, bodies and groups of any kind.
ARTICLE 7. RESOURCES OF THE ASSOCIATION
The Association is non-profit and the resources for its operation come from:
- • Subscriptions or special contributions of members,
- • The organization of events or public awareness actions, the publication of printed material, etc.,
- • State, municipal, community or transnational grants and all kinds of funding from Greek or international institutions,
- • Fundraising activities addressed to the public through postal material, internet, television broadcasts or any other means of mass communication,
- • Donations, legacies, bequests, other financial aid,
- • The exploitation of its property,
- • As well as any other legal collection.
Donations, bequests, grants or any other kind of benefits, which oblige the Association to actions contrary to its purposes or through which the intervention, in any way, is sought in the operations of the Association are not accepted. They are not accepted and rejected by a reasoned decision of the Board of Directors, which is subject to the control of the Audit Committee of article 41 hereof and, in case of disagreement; it is resolved by decision of the General Meeting, convened in accordance with Article 20 of the Articles of Association.
ARTICLE 8. RELATIONS OF THE ASSOCIATION WITH OTHER ORGANIZATIONS
The Association may cooperate with organizations or become a member of other compounds, associations, legal associations, federations, organizations, national or international organizations with the same or converging purposes.
MEMBERS OF THE ASSOCIATION
ARTICLE 9. MEMBER STATUS
The members of the Association are distinguished as regular, affiliated, honorary and benefactory members.
The status of a regular or affiliated member is acquired after the approval of the Board of Directors, which decides on the application of the interested party. Only regular members have the right to vote and to stand for election.
The status of a regular or affiliated member is acquired upon a written request of the applicant. This request is prepared in a requested information document, which is defined by a decision of the Board of Directors. It is also stated in the application that the applicant accepts these statutes, the internal regulations, the legal decisions of the Board of Directors and the General Meeting, as well as that it does not fall under any of the obstacles of article 15 hereof. As a rule, the new members are defined in the first phase as associates and, after the end of a period defined by a decision of the Board of Directors, as full members. Exceptionally, the Board may appoint an applicant, directly a full member, based on his / her CV.
The obligations of the members of the Association, as described in articles 10 and 11, a condition for maintaining the status of a member. Failure to pay a membership fee by a member for two or more years means that he / she has lost this capacity.
ARTICLE 10. REGULAR MEMBERS
Any natural person over 16 years of age can become a full member, upon his / her signed application to the Board of Directors as defined in article 9.
Regular members are committed:
- • To contribute to the achievement of the goals of the Association,
- • Participate in the General Assemblies,
- • To pay their subscriptions to the Association, defined by a decision of the Board of Directors,
- • comply with the provisions of these Articles of Association, any internal regulations, and the legal decisions of the Board of Directors and the General Meeting.
A regular member, who systematically and for a period of time does not fulfill these obligations to the association, can be transferred, by decision of the Board of Directors, to the category of affiliated members.
ARTICLE 11. ASSOCIATED MEMBERS
An affiliated member may, at his request, become, under the same conditions as described in Article 9, any natural person over the age of 14 years.
Affiliate members are committed to:
- • To pay their subscriptions to the Association, defined by a decision of the Board of Directors,
- • comply with the provisions of these Articles of Association.
ARTICLE 12. HONORARY MEMBERS
Honorary members become, by decision of the Board of Directors, natural persons who have contributed in an exceptional way to the promotion of the aims of the Association. This honorary distinction can also be awarded to organizations, companies, associations of persons and committees, juridical bodies, bodies of local self-government, etc.
Honorary members have no obligation to contribute financially to the Association.
ARTICLE 13. BENEFICIAL MEMBERS
Beneficiary members become, by decision of the Board of Directors, natural persons who financially or provided other services that supported the Association in an exceptional way. This distinction can also be awarded to organizations, companies, associations of persons and committees, juridical bodies, bodies of local self-government, etc.
ARTICLE 14. NUMBER OF MEMBERS
The number of members of the Association is defined as unlimited and the Association can continue its operation, as long as it has the minimum number of members defined by Law.
ARTICLE 15. POSSIBLE REASONS FOR THE EXCLUSION OF A MEMBER OF THE ASSOSIASION OR THE INCAPABILITY FOR REGISTRATION
A member of the Association, full or affiliated, who has been deprived of his political rights, as a result of an irrevocable criminal conviction and for as long as the deprivation lasts, as well as for anyone pending judicial investigation or trial for ultimate betrayal, intentional homicide, espionage, theft, robbery, embezzlement, fraudulent bankruptcy, bribery and extortion, rape, counterfeiting, forgery, infidelity, fraud or extortion may not register. The initiation of a judicial investigation or trial for the above offenses entails the automatic suspension of the membership and any of his responsibilities, while his irrevocable conviction entails his automatic waiver of membership.
They are not accepted as regular or affiliated members and, if they have registered, those who belong to any organization whose purposes and actions contradict the purposes and principles of the Association are immediately deleted by decision of the Board of Directors.
By decision of the Board of Directors, members are also deleted who, publicly, illegally exploit the status of a member of the Association for their own financial or other selfish benefit.
ARTICLE 16. MEMBERS’ RIGHTS
All members of the Association have equal rights, subject to the provisions of these Articles of Association. All members, without exception, have the right to participate and speak at the General Assembly.
Members have the right to leave the Association at any time, after receiving a printed or electronic statement to the Board of Directors.
ARTICLE 17. REJECTION OF A MEMBER
By decision of the Board of Directors, any member, regular or affiliated, can be deleted from the members of the if he/she carries out activity contrary to the purposes and principles of the Association, obstructs the execution of decisions of the Association, violates the provisions of this statute, does not observes its obligations to the Association or falls under the provisions of article 15 hereof.
GENERAL ASSEMBLY OF THE ASSOCIATION
ARTICLE 18. RESPONSIBILITIES OF THE GENERAL ASSEMBLY
The General Assembly is the supreme body of the Association and can decide sovereignly on any matter that concerns it. It also elects the other statutory bodies of the Association, which are the Board of Directors and the Audit Committee.
ARTICLE 19. ESTABLISHMENT AND GENERAL ASSEMBLY
The General Assembly consists of the regular members of the Association, who settle the cashier obligations.
ARTICLE 20. CONVENING THE GENERAL ASSEMBLY
The General Assembly meets regularly once a year, and extraordinarily, whenever the Board of Directors decides or requests to the Board of Directors one third (1/3) of the members of the Association, who must have settled the obligatory cash registers. The application to the Board of Directors must be in writing and state the issues to be discussed.
Extraordinary General Meetings must be convened within ten (10) working days from the submission of the relevant application or the relevant decision of the Board of Directors of the Association.
The invitation for the General Assembly is posted on the walls of the offices of the Association and / or is posted on the website of the Association, at least ten (10) working days before the date of its convening. The invitation must include the place, day and time of the convening of the General Assembly, as well as the items on the agenda. If circumstances so require, the General Meeting may be held by telecommunications, securing secret ballots electronically.
ARTICLE 21. REPRESENTATION OF MEMBERS IN THE GENERAL ASSEMBLY
The regular members of the Association can participate in the General Assembly either in person or represented by another full member, by simple written authorization of the representative, which defines the issues in which he/she wishes to be represented.
Each full member may represent at the General Meeting a maximum of three (3) other full members.
ARTICLE 22. GENERAL ASSEMBLY QUORUM
The General Assembly is in quorum and meets validly if more than half of the regular members are present or represented, which is financially accepted.
ARTICLE 23. REPEATED GENERAL ASSEMBLY
If there is no quorum, it is automatically convened again after seven (7) days, on the same day of the following week. In this case, the new invitation is notified to the members on the same day, by pasting a wall at the offices of the Association and / or by posting on its website.
The Repeated General Assembly meets validly, regardless of the number of members present.
ARTICLE 24. ELECTION OF THE PRESIDENT AND THE GENERAL ASSEMBLY
The General Assembly elects, at its inception, a presidency chaired by the President and the Secretary of the General Assembly. The President carefully directs the conduct of the General Assembly and the Secretary keeps the records. Each member of the Association is able to nominate a candidate for the required functions. The election is conducted by open ballot, by roll call or by show of hands, separately for each member.
ARTICLE 25. ELECTION OF A SUPERVISORY COMMITTEE
Immediately after the election of the Bureau of the General Assembly, the election of a three-member Electoral Commission is held by secret ballot. A single list of candidates is formed and each regular member of the Association selects with a cross the candidates of his preference, having up to three crosses.
The Supervisory Committee elects its Chairman and supervises the nominations of the General Assembly. Following the sorting of the ballots the new members of the Board are declared based on the order of their success. Finally, a report is prepared immediately after the completion of his/her duties.
ARTICLE 26. VOTING PROCEDURES OF THE GENERAL ASSEMBLY
Decisions of the General Meeting are taken by open ballot, by roll call or by show of hands, except for the votes for the election of members of the Board of Directors, for personal issues or issues of trust or reproach to the Board of Directors and for any other issue, if requested by one third (1/3) of the members present. Therefore another secret ballot is held.
On the issues of the regular agenda of the General Meeting, the report of the Board of Directors and the Audit Committee, the budget proposal of the new annual period, as well as the election of members of the Board of Directors, must be included and be put to the vote, according to the present procedure set out in Article 30.
ADMINISTRATION AND CHECK BODIES OF THE ASSOCIATION
ARTICLE 27. RESPONSIBILITIES OF THE BOARD OF DIRECTORS
The Board of Directors is the supreme body of the Association in the periods in between the General Assemblies. It is responsible to make decisions on any case that concerns the administration of the Association and the management of its property, except for those cases that by law or according to the Constitution of the Association are under the responsibility of the General Assembly. The Board of Directors assigns its administrative responsibilities to the Legal Representative of the organization, when he/she is required to sign Agreements or Contracts with public national, European, international or other bodies, for the execution of programs or other actions.
ARTICLE 28. RECOMMENDATION OF THE BOARD OF DIRECTORS
The Board of Directors consists of five (5) regular members and two (2) alternates, who are all mandatory regular members of the Association and are elected by the General Assembly.
The Board of Directors may function validly, even if its members resign or are permanently absent for any reason, as long as at least three (3) members remain active. If the number of active members of the Board of Directors is further reduced, then an ad hoc General Meeting is convened in accordance with the procedure provided for in Article 20, in order complete the members of the Board of Directors.
ARTICLE 29. SUBMISSION OF CANDIDATES FOR THE BOARD OF DIRECTORS
In order to enable the immediate update of information to the members of the Association, the candidacies for election of a member of the Board of Directors are submitted, in writing or electronically, to the Chairman of the outgoing Board of Directors, no later than five (5) days before the date of the respective General Meeting.
Applications can be accompanied by reasoning and justification, in any form (written, electronic, audio, videotaped, etc.). Each candidate member declares whether he / she is running for a full or alternate member of the Board.
The outgoing Board of Directors takes care of their distribution to the members of the Association, together with the registration of the candidates, in alphabetical order in a single list.
ARTICLE 30. ELECTION PROCEDURE FOR THE MEMBERS OF THE BOARD OF DIRECTORS
From the two lists of candidates, regular and alternate members of the Board, each regular member of the Association selects with a cross the candidates of his choice. Each regular member of the Association has the right to as many crosses, at most, as there are vacancies.
The election process takes place at the end of the General Assembly. The time of the voting and the duration that the ballot box remains open, are announced by the Election Committee.
The Supervisory Committee records the results of the voting, compiling a list of the candidates in the order of the number of votes received. In case of a tie, a drawing is held between the tied candidates. The Election Committee completes its work, announcing the new members.
ARTICLE 31. SUBSITUTING OF VACANT POSITIONS OF THE BOARD OF DIRECTORS
In case of resignation or insurmountable impediment of one or even two full members of the Board of Directors, these vacancies are immediately substituted by the first or both alternate members. The new member who takes the place of the departed member commences all the duties and obligations previously assigned.
ARTICLE 32. CONVINING OF THE BODY OF THE BOARD OF DIRECTORS
Following the election of the new members of the Board of Directors by the General Assembly, its members elect the Chairman, optionally one or more Vice-Chairmen, the General Secretary and the Financier.
ARTICLE 33. TERM IN OFFICE OF THE BOARD OF DIRECTORS
The term of the Board of Directors, as a single body, is set at three years. In the event that, for any reason, it is not possible to renew the members of the Board of Directors at the end of the term of the outgoing Board of Directors, it shall continue to function and legally represent the Association until the election of the members of the new Board of Directors.
ARTICLE 34. MEETINGS, QUORUM AND DECISION MAKING OF THE BOARD OF DIRECTORS
The Board of Directors is obliged to meet at least once in a quarter and is in quorum when at least three (3) members are present. In case of absence of one or two regular members of the Board, one or more of these members are replaced by the first or both alternate members, who function, during the meeting of the Board, as full members.
Decisions of the Board of Directors are taken by a majority of the present members. In the event of a tie, the chairman shall have the casting vote.
The Board of Directors may, by its decision, consider that its regular member, who is unjustifiably absent from more than three consecutive meetings, has resigned and will be replaced in accordance with the provisions of Article 31.
ARTICLE 35. PRESIDENT
The President represents the Association before any Administrative, Judicial, Financial or other Authority, before any third natural or legal person, in all relations, legal acts and events.
He/she convenes the meetings of the Board of Directors, in which he/she chairs. The Board of Director decides to convene regular and extraordinary General Meetings.
The President also supervises the observance and implementation of the Internal Regulations of the Association and the observance of the decisions of the General Assembly and the Board of Directors, taking every measure to ensure the interests of the Association, even without a decision of the Board, if it serves the interest of the Association.
The President together with the Financier, with their signature and the stamp of the Association, bind this against any third party and also open, manage and close any account of the Association, in any Bank and regardless of amount.
The President is automatically a legal representative of the Association. By his/her decision, which formulates documents, he can appoint for a certain period of time, his/her replacement, a legal representative, any member of the Association. When the chairman is appointed, by decision of the Board of Directors, any other person, member or non-member of the Association can be appointed legal representative for a specific period of time or a specific act.
The President acts any other act that is not assigned to another body of the Association, as well as any act that falls within the competence assigned to him by the Board of Directors.
ARTICLE 36. VICE PRESIDENT
The Vice-President or the Vice-Presidents, act individually, in accordance with the responsibilities assigned to them by the Chairman or the Board of Directors. They are allowed to replace the Chairman when he/she is absent or prevented from exercising his duties, to the full extent of his rights, duties or services defined by the Board of Directors.
When the Vice-Chairman is absent or is prevented from exercising his/her duties, he/she is replaced by the other Vice-Chairman, when he/she has been appointed and, in case of his/her absence or inability, he/she is replaced by another member of the Board of Directors, appointed by him/her.
ARTICLE 37. SECRETARY
The Secretary takes care of the Association’s correspondence, prepares the records of the Board of Directors, which submits to the President for final entry in the Association’s records, keeps the register of members and keeps the seal of the Association.
On the proposal of the Secretary, the Board of Directors may appoint a person, member or not of the organization, who is entrusted with the current management of all matters within the competence of the Secretary.
ARTICLE 38. FINANCIER
The Financier keeps the accounting books, the duplicate receipts with which the members' subscriptions and the various income of the Association are collected and makes all payments. With the consent of the President, he can transfer some of these powers to the authorized bodies of the Association (e.g. Accounting), always retaining responsibility for the proper financial management of the resources of the Association, in accordance with the decisions of the Board.
The Financier deposits the collected money in a bank account of the Association, with the exception of an amount, which is determined by the Board of Directors, depending on the foreseen needs. He/She takes care of the normal collection of the subscriptions, keeps everything update and makes available to the Board of Directors for checking of the Association’s funds, whenever it is deemed necessary.
On the proposal of the Financier, the Board of Directors may appoint a person, member or non-member of the organization, who is entrusted with the current management of all matters within the competence of the Financier.
ARTICLE 39. RESPONSIBILITIES OF THE AUDIT COMMITTEE
The Audit Committee is the financial audit body of the Association. It can check the financial data of the Association at any time, obliged to draw up immediately and submit to the Board of Directors its relevant conclusion. Also prepares a report for the regular General Assembly.
ARTICLE 40. RECOMMENDATION OF THE AUDIT COMMITTEE
The Audit Committee consists of three members. Its members may not be members of the Board of Directors or have a first degree relation with them.
The Audit Committee is elected by the Ordinary General Meeting and its term lasts until the next Ordinary General Meeting. Any regular member of the Association may be elected to the Audit Committee. The elected members of the Audit Committee appoint its chairman and announce his name to the Board of Directors.
The Audit Committee is in quorum and can meet validly only when all three (3) members are present. In case of permanent disability of a member or members, the Board of Directors appoints a replacement or replacement candidates or, in their absence, convenes an Extraordinary General Meeting to replace the disabled person or persons.
The decisions of the Audit Committee are taken by an absolute majority of its members and the member who disagrees is obliged to document his disagreement.
ARTICLE 41. SPECIAL COMMITTEES
In order for the Association to fulfill its goals, the Board of Directors may set up Special Committees from members or non-members of the Association, the mission and scope of whose activity will be defined in each case by a decision of the Board.
VALIDITY OF THE STATUTES AND DURATION OF THE ASSOCIATION
ARTICLE 42. AMENDMENT OF STATUTES
The Articles of the Association can be amended by a decision of the regular or extraordinary General Assembly of the Association. To make this decision, the presence of half (1/2) of the full regular members of the Association and the majority of three quarters (3/4) present at the General Assembly, full regular members, is required, according to article 99 of the Civil Code.
ARTICLE 43. DURATION OF THE ASSOCIATION
The duration of the Association is defined indefinite.
ARTICLE 44. DISSOLUTION PROCEDURE OF THE ASSOCIATION
The Association can be dissolved in the following cases:
- • By decision of the General Assembly for the receipt of which the presence of half (1/2) of the full regular members of the Association and the majority of three quarters (3/4) of those present at the General Assembly in full regular membership are required.
- • When its members are limited below the minimum number set by law.
In case of dissolution of the Association, the last General Assembly of the Association decides on the disposal of its property to an independent humanitarian non-profit organization, which serves purposes converging with the purposes of the Association.
ARTICLE 45. VALIDITY OF THE STATUTE
The above terms of this Articles of Association, which consist of forty-five (45) articles, were read, agreed by the members of the Association and the Board of Directors was authorized to take all legal action for its submission.