A. Form, name, objectives and registered place
Art.1 An Association called "The International Sunflower Association"(I.S.A.) is established between the undersigned. It will be governed under French law by the July 1st, 1901 Act and the August 16th, 1901 Decree.
Art.2 The aim of the Association is to develop research and development of sunflower and to improve international cooperation on the agronomic, technical and nutritional levels.
Art.3 Seat. The headquarters of the Association will be located at the following address : 11 rue de Monceau, CS 60003 75378-Paris Cedex 08 (France). They may be removed to any other place by simple decision of the Board; but it will have to be approved by the General Assembly.
Art.4 The Association is made up of natural and legal persons :
a) Honorary Members
b) Beneficent Members
c) Active Members or Adherents.
Art.5 Admission. To belong to the Association, applicants must be accepted by the General Assembly. The decisions of admissions are taken at each of its meetings.
*Are called Honorary Members those who distinguished themselves by their services to the Association; they will pay no subscriptions.
*Are called Beneficent Members the natural or legal persons who pay an entrance fee of 900 euros and an annual subscription of 600 euros fixed by the General Assembly each year.
*Are called Active Members the natural persons, who undertook to pay an annual subscription.
Fees and subscription rates are fixed by the General Asembly.
Art.7 Resignation. The member's status will be lost following :
b) death or else
c) dismissal by the Board for non payment of the annual subscription or for serious reasons.
Then, the concerned member will be invited by registered letter to give explanations to the Board.
Art.8 Board of Directors. The Association will be administrated by a Board of Directors consisting of 8 to 14 members chosen for a period of four years by the General Assembly. The members are eligible for re-election.
The Board will appoint from among its members :
1) a President,
2) one or several Vice-President(-s) and
3) a Secretary-Treasurer.
In case of a vacant post, the Board will provide for interim members.These appointments will be submitted for the approval by the General Assembly when it meets again. The tenure of office of these members will correspond to the period of their predecessors' mandate.
Art.9 Meeting of the Board. Upon being convened by its President or one fourth of its members, the Board will meet at least once a year. Decisions will be passed by a majority of votes; in the event of a tie vote, the President will have deciding vote.
A member of the Board will be considered as resigning if, without excuse, he does not attend three consecutive meetings.
D. General Assembly
Art.10 Ordinary General Assembly. The Ordinary General Assembly is made up of all the members of the Association, whatever their qualifications.
The General Assembly meets once a year.
1§ The Association's members will be convened by the Secretary at least two months before the date of the meeting. The agenda will be mentioned on the notice of the meeting.
The President will be in charge of the Assembly, attended by the members of the Board, and will present the report and financial situation of the Association.
The Treasurer accounts for his management and submits his statements to the Assembly's approval.
The Board members will be elected when their terms of office come to an end, once the agenda is over.
Will only be studied by the General Assembly the questions of the agenda.
2§ In order to have a valid session, the Ordinary General Assembly will have to be composed of at least one half of its present or represented members.
If this condition is not fulfilled, the General Assembly will be called again under the conditions and within the periods defined above, and at this second meeting, it will discuss validly whatever the number of present or represented members, but the only items to be discussed will be those put down on the previous agenda.
Art.11 Extraordinary General Assembly. If necessary or at the request of half of the registered members, more one, the President may call an Extraordinary General Assembly, following conditions given in Art.10.
1§ The Extraordinary General Assembly is empowered to modify all the articles of the Constitution. Among others, it may decide the dissolution in anticipation of the Association, or its union with other associations serving a similar purpose.
2§ To have a valid session, the Extraordinary General Assembly will have to be made up of at least two thirds of its present or represented members.
Decisions of the Extraordinary General Assembly are passed by a majority of two thirds of the votes of present or represented members.
Art.12 The annual income of the Association includes :
1- the amount of entrance fees and annual subscriptions ;
2- the amount of subsidies and
3- the sale of the annual Yearbook of the Association.
F. Dissolution, Liquidation
Art.13 Dissolution. The dissolution of the Association requires the agreement of at least two-thirds of the members present or represented at the Extraordinary General Assembly.
Art.14 Liquidation. In case of an authorized, statutory or voluntary liquidation, the Extraordinary General Assembly will appoint one or several liquidators who will have the highest powers to realize the assets and pay off the liabilities, and this according to Art.9. in the law of July 1st, 1901 and the decree of August 16th, 1901.
G. Articles of Association
Art.15 Articles of Association. Rules of the Association, defining the life of the Association more precisely, will be established by the Board and approved by the General Assembly.
These Articles of Association will aim precising certain items, which were not defined in the Constitution, particularly those concerning the internal management of the Association.
Done in Paris on June 5, 2000
Accepted by the General Assembly in Toulouse, France, on June 15, 2000.