TITLE 8: MEETINGS

Rule 8.1

In accordance with Article 12.3 of the Articles of Association, the Board must hold its annual meeting before July in each year. The Annual Meeting must always be held at such a time as will allow the annual accounts of the Association to be prepared and approved in a timely manner in accordance with Belgian law.

Rule 8.2

As a general principle, Annual Meetings should be held in each Member country by rotation. However, the Board may decide to hold an Annual Meeting in a different location if this is convenient. Annual Meetings of the Board may also be conducted by video conference or other means of instantaneous communication. The order of rotation shall be as follows:

  • France
  • United Kingdom
  • Republic of Korea
  • Australia

Rule 8.3

Annual Meetings should always be called on at least 31 days notice, which should be circulated to all current Representatives by the Chairperson of the Board (or another Managing Director, in the event that the Chairperson’s office is vacant) and should give the date, time, and location of the meeting, together with any dial-in or other technical details in the event that the meeting is to be wholly or partly conducted by teleconference, etc. The notice should also be accompanied by a provisional agenda. Should any Representative wish to add an item to the agenda, that Representative should inform the Chairperson of the Board (or other Managing Director, in the event that the Chairperson’s office is vacant) at least three weeks before the Annual Meeting.

Rule 8.4

If it will be necessary to appoint a Chairperson, Vice-Chairperson and/or Treasurer at the Annual Meeting, the notice should state this and the Chairperson (or another Managing Director, in the event that the Chairperson’s office is vacant) should invite nominations from the Representatives to fill these positions.

Rule 8.5

In accordance with Article 12.5 of the Articles of Association, the following matters are to be considered at each Annual Meeting:

  • Reports and recommendations prepared by the Steering Committee
  • Annual accounts of the previous financial year
  • Budget for the coming financial year
  • Fees, subscriptions and contributions for the coming financial year
  • Appointment of Chairperson, Vice-Chairperson and Treasurer (where those posts require filling)
  • Any other business (including major items of policy such as the establishment of projects, formation of subsidiary bodies, and review of work, as set out in Article 12.4 of the Articles of Association)

Rule 8.6

The Chairperson of the Steering Committee (or the Vice Chairperson of the Steering Committee, in the event that the Chairperson is unavailable) shall attend each Annual Meeting and Extraordinary Meeting of the Board.

Rule 8.7

In accordance with Article 12.9 of the Articles of Association, any Member may call an Extraordinary Meeting. The request for such a meeting should be addressed to the Chairperson of the Board, who will decide the date of the meeting within three weeks of receiving the request.

Rule 8.8

In accordance with Article 12.10 of the Articles of Association, if the Extraordinary Meeting calls for the passing of any resolution then at least 31 days’ notice of the meeting should be given, unless all of the Members agree to convene the meeting sooner. Notice of the meeting should be circulated to all current Representatives by the Chairperson of the Board (or another Managing Director, in the event that the Chairperson’s office is vacant) and should give the date, time, and location of the meeting, together with any dial-in or other technical details in the event that the meeting is to be wholly or partly conducted by teleconference, etc. The notice should also be accompanied by a provisional agenda.

Rule 8.9

Documentation and information relating to items on an agenda shall be circulated amongst the Representatives or Delegates in advance of any meeting and should allow sufficient time to allow Members and Partners an opportunity to consider them. In accordance with Article 15.2 of the Articles of Association, the Annual Accounts must be communicated to Members not less than 30 days before the Annual Meeting.

Rule 8.10

In accordance with Article 12.18 of the Articles of Association, resolutions of all Board meetings should be recorded in writing and made available to all Members of the Association.

Rule 8.11

In accordance with Article 12.19, Partners and other third parties may ask to be informed about resolutions of the Board. A request to see copies of the resolution should be address to the Chairperson of the Board, who should respond within three weeks.

Rule 8.12

The Steering Committee should meet at least once each year. For reasons of practicality and cost saving, the Steering Committee should aim to convene an annual meeting not more than seven days before the Annual Meeting of the Board and, ideally, in the same location as the Annual Meeting of the Board.

Rule 8.13

The SC Chair may also decide to call an extraordinary meeting at any point during the year, either on his or her own initiative, or following a request from a Member or Partner. Meetings may be held face-to-face, or by teleconference or other means of instantaneous communication.

Rule 8.14

Meetings of the Steering Committee should always be called on at least 31 days notice. An extraordinary meeting of the Steering Committee may be called on shorter notice if all of the Delegates agree. Notice should be circulated to all current Delegates by the SC Chair and should give the date, time, and location of the meeting, together with any dial-in or other technical details in the event that the meeting is to be wholly or partly conducted by teleconference, etc. The notice should also be accompanied by a provisional agenda. Should any Delegate wish to add an item to the agenda, that Delegate should inform the SC Chair at least three weeks before the meeting, unless agreement to convene a meeting on short notice makes this impracticable.

Rule 8.15

Resolutions and decisions of the Steering Committee shall be recorded in writing and made available to all Delegates. Third parties may ask to be informed about such resolutions and decisions. Such requests should be addressed to the SC Chair.

Rule 8.16

All records of the decisions and resolutions taken in meeting of the Association should be dated and identify the participants in the meeting.

Rule 8.17

Meetings of the Association are held in private. Only those persons identified in the Articles of Association have an automatic right to attend. As an exception to this rule, the Chairperson, SC Chair and TC Chair may invite guests and experts to specific sessions of any meeting. The meeting may revoke this invitation at any time.

Rule 8.18

In the event that any Member or Partner wishes to be represented at any meeting by a proxy in accordance with Articles 12.5 or 13.8 of the Articles of Association, the written, signed proxy should be presented to the chairperson of the meeting at the earliest opportunity. Each meeting should consider how many Members and/or Partners are present (and, therefore, whether the meeting is quorate) before moving on to consider the agenda.