Statutes

 

Non-Profit Association

Global Education

التربية الشمولية

Statutes

Chapter one

Formation - Object - Denomination - Headquarters - Length

Article 1 : Formation

The adherents of the present statutes form a non-profit association which will be governed by the dispositions of Dahir n 1-58-316 of 15 November 1958, as it was modified and completed by Dahir n° 1-75-283 of 10 April 1973, by the general principles of law applicable to contracts and the obligations of the present statutes.

Article 2 : Object

The association, being a non-profit organization, has as its object to promote primary, secondary, university, cultural, professional and sports exchanges between Morocco and certain occidental countries, notably to encourage and support development efforts in educational and university relations between the United States of America and Morocco.

And to accomplish this:

Encourage, participate in and develop initiatives and actions in the domain of education.
Found educational establishments.
Help and counsel Moroccan students desiring to go to the USA for secondary or university studies.
Participate in and encourage educational exchanges as well as scholastic and extracurricular activities in the Kingdom.
The association forbids all political goals, actions and discussions.

Article 3 : Denomination

The association takes the denomination: Global Education  التربية الشمولية

Article 4 : Headquarters

The headquarters of the association are located at: Casablanca, Angle av Omar Alkhayam et bd Sidi Abderrahman, Hay Erraha, 20200

It may be transferred to any location in Morocco by a simple decision of the general assembly.
The executive committee is enabled to undertake the formalities cited in Article 5 of the Dahir of 15 November 1958.

Article 5 : Length

The length of the association is unlimited, except in the cases of desired dissolution or prerogatives provided in the statutes.


Chapter Two

Admission - Exclusion of Members - Responsibility

Article 6 : Admission

The association is made up of adhering members, observing members and honorary members.

In order to become an adhering member, one must:

have direct or indirect relations with American schools;
adhere to the statutes;
be approved by the executive committee of the association after being sponsored by two adhering members - after verification that the candidate meets the conditions to become an adhering member;
pay the annual member fees.

The status of adhering member allows the person to vote and to be eligible for different offices of the association.

To acquire the status of observing member, one must be a parent of a child enrolled in George Washington Academy. This status gives the right to participate in parent committees, constituted under the responsibility of the executive committee.

The title of honorary member is bestowed upon people who have given service to education or to the association - either morally or culturally. It is decided upon by a decision of the general assembly after proposition by the executive committee. Honorary members are exonerated from member fees.

Article 7 : Loss of the status of member

The status of adhering member is lost due to:

death of the member;
voluntary resignation;
expulsion pronounced by the executive committee due to voluntary non-payment of fees, or as a result of actions contrary to the material or moral interests of the association.

Article 8 : Responsibility of adhering members

In no event shall any adhering member of the association be personally responsible for commitments contracted by it.


Chapter Three

Resources - Accounting Documents - Auditing

Article 9 : Resources of the association

The resources of the association are composed of:

payments by its members. The fees are fixed each year by the general assembly following a proposition by the executive committee;
grants from state or local authorities;
gifts from other associations (including those abroad);
products from fees from activities organized by the association, services given as well as interest and income from goods belonging to the association, without any of the above constituting distributable profits.

Article 10 : Accounting documents

Daily accounting is kept of income and expenses and if there is a need, an inventory. Every section or project that is created within the association must keep a distinct accounting which forms a section of the overall financial records of the association.

Article 11 : Auditing
The general assembly bestows, if it desires, the functions of auditor upon any person, adhering member or not, but not a member of the executive committee. It sets the length of their mandate as well as the amount of their remuneration. This auditor will establish a report in which he/she gives an accounting to the general assembly of the execution of his/her mandate and indicates any irregularity and inexactitude which may have been discovered, after necessary verification and certification.

 

Chapter Four

Administration - Operation

Article 12 : The Executive Committee

The association is managed and administered by an executive committee composed of at least five (5) and at most nine (9) members. They are elected by the general assembly for a period of two (2) years. All exiting members are eligible. The year is counted as the interval separating two ordinary annual general assemblies.

In case of absence, the executive committee fills temporarily and obligatorily, by co-option, seats which are vacant. These co-options will be submitted for ratification at the next general assembly. In the case of non ratification, the deliberations and acts that the executive committee accomplishes remain valid. A member of the executive committee named to replace another will be in office for the time remaining of the mandate of his/her predecessor.

The executive committee can create special committees of which it sets the powers and functions. It constitutes and organizes services and departments concerning different activities of the association. It can create subsidiaries as necessary and useful in Morocco.

Article 13 : Composition

The executive committee elects among its members a president, a general secretary and a treasurer. It also can name one or several vice-presidents, an assistant general secretaty, an assistant treasurer and other members.

Article 14 : Non-remunerated mandate

The members of the association cannot receive any remuneration as a result of functions given to them, but may be reimbursed for costs and expenses incurred for the association after proper justification.

Article 15 : Role and attribution of members of the executive committee

A. President

He represents the association in civil acts and has the necessary powers to accomplish them;
He signs all acts concerning the association or resolutions adopted by the general assembly or by the executive committee;
He presides meetings of the executive committee and ensures their proper function.
In the case of absence or sickness, he is replaced by the first vice-president and in the case of absence of the latter by the general secretary.

B. Vice-President

He exercises the prerogatives in the place of the president in the case of absence or incapacity of the latter;
He accomplishes all duties which are given to him by the president or executive committee.

C. General Secretary

He sees to the proper upkeep of the archives of the association;
He writes the annual report;
He establishes minutes of meetings or general assemblies and initials them with the president;
In the case of impediment, he is temporarily replaced by another member of the executive committee.

D. Treasurer

He is charged with everything concerning the financial management and patrimony of the association;
He keeps the inventory and accounting of the association;
He makes all expenses that have been previously authorized by the executive committee and receives monies due to the association;
In the case of impediment, the treasurer is replaced by the assistant treasurer or by a member of the executive committee specially appointed for this purpose.

The functions bestowed upon members of the executive committee can be modified by it at any moment without providing a reason.

Article 16 : Executive Committee meetings

The executive committee will meet at least four times per year and in addition as many times as is necessary, upon convocation by the president or vice-president or general secretary or at the request of three members.

The convocations are made by normal letters but in the case of possible contestations, they must mandatorily be by registered letter with return notice. The agenda is set by the person who convenes the meeting. All members absent for legitimate reasons may be represented by another member. Proxies can be given by a normal letter, e-mail or by fax.

Members representing other members by proxy will be then justified in the minutes or extracts of the minutes from the meetings, showing names of members absent or non-represented.

The presence or representation of at least half (½) of the members is obligatory in order to hold valid deliberations. The deliberations are decided by the majority of the members present, with each member present or represented holding one vote. In the case of a tie, the voice of the president is preponderant.

The deliberations of the executive committee are duly noted in the minutes which are held in a register at the headquarters, and signed by the president and the general secretary or by the majority of the members present.

Copies or extracts to be produced for legal purposes are certified by the president or by one of the vice-presidents or by two (2) members of the executive committee.

After dissolution of the association, these copies will be certified by one of the liquidators.

Article 17 : Delegation and proxy

The executive committee and the president can delegate to one or several members, by power of attorney or proxy, the powers that they judge suitable, and to authorize these persons to give these powers to others.

These powers can be revoked without justification.

The executive committee can name other special committees, composed of adhering members, observing members or non members. The executive committee can delegate any powers to them which are necessary to accomplish their mission assigned to them in the scope of the objectives of the association.

Article 18 : Responsibility of the members of the executive committee

The members of the executive committee do not contract, due to their mandate, any personal or joint obligation relative to the commitments of the association.

They can only be personally responsible in the case that they commit a serious crime in the execution of their mandate or in a case specially provided for by the law.


Chapter Five

General Assemblies

Article 19 : Common dispositions
The general assembly is composed of all adhering members who have paid their fees for the current year.

It is normally convened by the president or a majority of members of the executive committee. The convocations are made by normal letter. Notices of the convocation must mention the agenda items, established by the president or by the members who took the initiative to convene the general assembly.

In the case of possible contestations, they must be made by registered letter or be published in the legal announce section of a newspaper, in which case the meeting must take place at the headquarters.

General assemblies are normally constituted and can validly deliberate without regard of the delay of the convocation if the totality of the adhering members are present or represented.

Proxies can be given by normal letter, e-mail, telegram or by fax. One can only represent a member if that person is an adhering member himself.

The president presides the assembly or designates a vice-president to replace him/her. The general secretary, his/her assistant, or a member of the executive committee designated by the president assures the function of secretary.

The committee functions of the assembly are only valid during the assembly and are needed for its proper operation.

The deliberations of the general assemblies are noted in the minutes inscribed in a special register and signed by the president and general secretary or by three members of the executive committee.

Copies and extracts needed for legal or other reasons are signed by the president or by two members of the executive committee or by one of the liquidators in the case of dissolution.

The deliberations of the general assembly which are made in accordance with the provisions in the statutes and the law, bind all adhering members, even in the case of dissenting opinions.
The general assembly, normally constituted, represents all the adhering members. It can be regular or extraordinary.

Article 20 : Regular General Assemblies
The regular general assembly meets annually. In the case of urgent need, a regular general assembly can meet extraordinarily.

The object of the meeting is indicated in the convocation addressed to the members three weeks before the meeting. The agenda, set by the executive committee, contains propositions arising from the executive committee as well as those it receives at least fifteen days before the meeting.

All deliberations of the regular general assembly or one extraordinarily convened are taken as the majority of adhering members present or represented, representing at least one third (1/3) of members who have paid the fees for the current year. If this quorum is not reached, the general assembly is reconvened according to the directives indicated above.

In this second meeting, the deliberations are valid without regard to the number of adhering members present or represented, but they can only be held on subjects mentioned in the agenda of the first meeting.

Article 21 : Extraordinary General Assemblies
Extraordinary general assemblies are only regularly constituted and can only validly deliberate if two-thirds (2/3) of the adhering members are present or represented.

By default, there can be a second or even a third convocation in which case the extraordinary general assembly can validly deliberate if it is composed, in one of these meetings, of members representing at least half (½) of the adhering members.

In all of the extraordinary general assemblies, whether they are convened with the first or subsequent convocations, the resolutions, in order to be valid, must have two-thirds (2/3) of the votes of adhering members present or represented.

The deliberations of assemblies subsequently convened can only be held on subjects mentioned in the agenda of the first assembly.


Chapter Six

By-Laws - Modification of the Statutes - Dissolution


Article 22 : By-Laws
By-Laws prepared by the executive committee and approved by the general assembly clarify all questions not explicit in the present statutes.

Article 23 : Modification of the Statutes
Modifications of the statutes of the association can only be undertaken during an extraordinary general assembly, with regard to the legal dispositions contained in the aforementioned Dahir of 1958.

Article 24 : Dissolution
The association can only be dissolved in an extraordinary general assembly with the majority of two-thirds (2/3) of adhering members present or represented.

In the case of dissolution, the goods of the association will be given to another association having similar objectives or by default another non profit association.

Done in Casablanca, January 22, 2003

John David RUSENKO
President

Eric Charles CRANE
General Secretary


2 signatures notarized on:

January 24, 2003

by the Community of Maarif, Casablanca (Mr. Ben Arab Abd El Hamid)