CHARTER OF THE ASSOCIATION
ESTABLISHMENT – NAME – HEADQUARTERS – AIMS – MEANS
The Association entitled “PHILOZOIKI KRITIS”, based in the Municipality of Heraklion, is hereby established. The corresponding name in English shall be the “Cretan Animal Welfare Group” or similar, to be decided by the Board of Directors.
The aim of the Association is to protect the environment and promote animal welfare and the improvement of animal living conditions in the context of human society. This aim is to be realised through the defence of animals and the environment at social and political level, via youth education and citizen awareness through programmes directly related to animals, in order to achieve sustainable changes, or by any other lawful means to be selected by the Board of Directors as appropriate to the moral and material support of the Association’s work.
Our values and working methods:
Dedication, Care, Cooperation, Education, Honesty, Professionalism.
The ethical basis of the policy of the Cretan Animal Welfare Society is that it looks at the welfare of each animal separately, beyond the preservation of a species. It is the conviction of the Cretan Animal Welfare Society that every animal has an intrinsic value and must be respected and protected.
Animals have biologically determined instincts, interests and natures, and thus it is scientifically proven that they are capable of suffering. The Cretan Animal Welfare Society therefore believes that animals have the right to live their lives free of avoidable torment at human hands, rather than being used simply as “raw materials” for human gain. The Cretan Animal Welfare Society believes that it is a human duty to act for the welfare of other species.
The Cretan Animal Welfare Society believes that all animals kept or held under human control must live in conditions suitable and appropriate to each species. Furthermore, species must not live under conditions in which their natural and behavioural needs cannot be satisfied.
The Cretan Animal Welfare Society believes that wherever the welfare of an animal under human control is called into question, the animal must be given the benefit of the doubt. Furthermore, the different purposes for which animals are used must be re-evaluated regularly.
MEMBERS – RIGHTS – OBLIGATIONS
Any private individual or legal entity, regardless of ethnicity, sex and age, may become a member of the Association, as long as he or she believes in the aims set out in the Association charter and makes a positive contribution to it, by decision of the Board of Directors at its next meeting. Members may be honorary or ordinary.
The Board of Directors declares individuals who have offered significant moral and material services to the Association to be honorary members. They are not required to pay fees and have lifetime voting rights unless expelled for actions in contravention of the charter.
Ordinary members (Articles 5-8)
RIGHTS: Ordinary members who are registered with the Association and have paid their fees have the right to elect and be elected to the Board of Directors, to vote on decisions at General Meetings and to request the Board of Directors to notify them regarding any issue related to the activities of the Association.
OBLIGATIONS: Members are required to contribute to the achievement of the aims of the Association and to abide by the provisions of the charter and the decisions of the Board of Directors and the General Meetings. The registration fee and annual contribution of ordinary members shall be determined annually by decision of the Board of Directors.
STRIKING OFF / EXPULSION: Any member who delays paying his or her dues for a year shall receive written notification from the Board of Directors to pay in reasonable time, on pain of being struck off. Such members may re-register by a new decision of the Board of Directors at its next meeting, once they have paid their dues and an irregular re-registration fee, which is always determined by the Board of Directors.
A member may be expelled by decision of the Board of Directors, by majority vote of the members present, in case of contravention of provisions of the charter or if there are other serious grounds under Article 88 of the Civil Code. Before the decision is taken to strike the member off, he or she must be notified by registered post sent to his or her last known place of residence and be called to make an oral or written plea. The member has the right to appeal to the Court of the First Instance of the Association headquarters within one month of this notification, if the expulsion was in contravention to the provisions of the charter or lacking serious grounds. In the case of an appeal, the execution of the expulsion decision is suspended.
WITHDRAWAL: Any member has the right to leave the Association on declaration of his or her intention to the Association Board of Directors, giving at least two months’ notice before the end of the financial year. The withdrawal applies from the end of the financial year, provided that the member has paid his or her dues until his or her withdrawal.
Α. Association funds may include, for example: a) All forms of income from its operation, b) registration fees, c) regular and irregular membership dues, d) donations, sponsorship grants, legacies, etc., by decision of the Board of Directors, e) income from events organised by the Association or in which it participates, f) interest from Association monies deposited in a bank, g) income from merchandise produced by the Association, such as T-shirts, pastries, etc., and h) any other sum approved by the Board of Directors. The financial year starts on 1 January and ends on 31 December of each year.
Β. Valuable immovable or movable property may only be acquired on the approval of the Board of Directors.
The exploitation of the Association’s property or the furtherance of its aims does not entail the Association’s involvement in a profit-making enterprise. The Association’s property may only be used for the aims set out in this charter.
ADMINISTRATION OF THE ASSOCIATION
The Association is governed by the Board of Directors, which is elected by the General Meeting.
Board of Directors, DUTIES AND OBLIGATIONS
The Association is governed by a seven-member Board of Directors, elected every four (4) years by the General Meeting as set out in the relevant article of this charter. The seven-member Board of Directors consists of the Chairman, Vice-Chairman, Secretary, Treasurer and 3 members.
Following its election, the Board of Directors holds its first meeting and is convened as a body by secret ballot, by absolute majority. Two posts cannot be held by the same member of the Board of Directors
Only registered and fully paid-up members of the Association may be elected to the Board of Directors. The Board of Directors holds regular meetings at least once every three months and emergency meetings whenever the Chairman considers it necessary or when requested by at least two (2) of its members. The Board of Directors is in quorum when at least three (3) of its members are present (including the Chairman or the Vice-Chairman), and decisions are made by open ballot and relative majority of those present. In the case of a tied vote, the Chairman or the Vice-Chairman, when he has the chair, has the casting vote.
If the Chairman, Vice-Chairman or Secretary departs before the end of his or her term of office, the resignation must be made in writing, stating the reasons for departure. The post is then filled by another member of the seven-member Board until the next General Meeting.
The Board of Directors generally acts to ensure the achievement of the Association’s aims, carries out the decisions of the meetings, ensures that the charter is adhered to, manages its property and is obliged to render accounts at the General Meeting. It is competent to decide on any issue except for those which belong, under the provisions of the Law or the charter, to the competence of the General Meeting.
The Board of Directors may entrust the exercise of its rights to the Chairman or other members, setting out the extent of their competence.
The Chairman represents the Association before the Courts, Services and all its dealings with private individuals or legal entities and Public Authorities. He or she convenes the General Meetings and verifies, with the Secretary General, the minutes of the Board of Directors as well as all documents except financial documents, which he or she signs together with the Treasurer. He or she ensures that the decisions of the Board of Directors and the General Meetings are carried out. In case of absence, he or she is replaced by the Vice-Chairman.
The Secretary draws up and signs all the minutes, notifies the members, keeps a membership register, and is responsible for the seal and archive. In case of absence, he or she is replaced by another member of the Board of Directors.
The Treasurer supervises the revenues and expenditures of the Association that have been received/paid out by members of the Association specified by the Board of Directors. He or she keeps and holds the required administration and property books of the Association. He or she submits to the General Meeting a report of accounts, the balance-sheet and the budget for the new year. In case of temporary absence, he or she must ensure that another member of the Board of Directors takes his or her place.
GENERAL MEETINGS – RENDERING OF ACCOUNTS – AUDIT
The Annual General Meeting of the members of the Association elects the administrative bodies and oversees and controls them. Only members may participate in the AGM, although non-members may be present without the right to vote. The AGM is convened once annually in January by the Chairman of the Board of Directors, with the following agenda: 1. Board of Directors report of proceedings for the previous year, 2. Report of accounts of the previous financial year, 3. Budget for the following financial year, 4. Report of plans for the following year, 5. Acquittal of the Board of Directors from any administrative or other liability.
The AGM is in quorum when two fifths (2/5) of the paid-up members are present. In the absence of a quorum, the Meeting is repeated without new invitation the following week, on the same day and at the same time, in the same place and with exactly the same agenda. This meeting is deemed quorate regardless of the number of members present. If a member is entitled to vote but unable to attend, due either to absence abroad or to inability to travel because of illness, he or she may vote by proxy as long as the impediment is proven and a justificatory document produced.
A General Meeting is convened by decision of the Board of Directors or as an emergency meeting when requested by at least one-fifth (1/5) of the Association members, on written application to the Board of Directors mentioning the items on the agenda. In this case, the Board of Directors is obliged to convene the Emergency General meeting within one (1) month from the submission of the application.
General Meetings are convened following an invitation by the Board of Directors to the members made at least fifteen (15) days prior to the meeting, issued in one of the following ways: by publication in a local newspaper, by letter to the members, by posting on a website and by email. The invitation gives the place, day and time of the Meeting and a brief description of the items on the agenda.
At General Meetings with an agenda and elections, after the departing Chairman of the Board of Directors has declared the meeting open and a legal quorum has been ascertained, the General Meeting is called upon to elect a Chairman, Secretary and three-member Election Committee. The Chairman of the Board then retires and the newly elected Chairman takes the chair, calling on the newly elected Secretary to assume his or her duties. The Chairman of the Board of Directors presides at all other Meetings.
The decisions of the General Meeting are made legally by absolute majority of the voting members present. Elections are by open vote by name or raising one’s hand, except for the election of the Board of Directors, or on issues of trust and personal matters, which is carried out by secret ballot.
A decision on modification of the Charter or dissolution of the Association is deemed valid if at least half the members are present and if it is passed by a three-fourths (3/4) majority of those present.
In order to audit the financial administration of the Association, the Annual General Meeting elects an Auditing Committee consisting of three (3) members, who may not simultaneously be members of the Board of Directors. This Committee audits the accounts of the previous financial year. The Treasurer delivers all the books and documents to the Auditing Committee for auditing at least ten (10) days prior to the convocation of the AGM.
In elections for a new Board of Directors, a three-member Election Committee is first elected, whose members cannot be candidates for the Board. The members of the Meeting present themselves to the Electoral Committee and vote by casting a ballot in the box. At the end of the elections, the votes are sorted and counted, and a list of the winning candidates and runners-up in order of success is drawn up. This list is then signed by the Election Committee. In case of a tied vote, the winner is chosen by lot.
The Board of Directors may appoint Committees / Responsible Persons to carry out its decisions or generally for the development of its activities, such as collaboration with other Associations with similar aims and the organisation of festivals and other events for the improvement and reinforcement of Association funds. The Board of Directors determines the powers, rights and term of office of the Committees / Responsible Persons.
INTERIM AND FINAL PROVISIONS
The Association has a circular seal with its name around the outer edge and the year of its establishment in the centre.
Any issue not covered by the present charter is expressly resolved by decision of the Board of Directors, submitted to the next General Meeting for ratification.
The Association shall be dissolved if it is unable to accomplish its aims for any reason or if its membership falls below twenty (20). The dissolution of the Association is decided by the General Meeting and the Board of Directors. In that case the property of the Association passes to a corresponding Association, Society or Company for the Protection of Animals, Individuals or the Environment, by decision of the Board of Directors
The present Charter, consisting of 31 articles, was discussed and passed at the General Meeting of the Founding Members held on 19-5-2010 at Heraklion, Crete, and shall apply from its publication in the public volume held at the Heraklion Court of the First Instance.
Heraklion, Crete, 19-5-2010