The European Ceramic Society was created in 1987 but it only became an official society (AISBL: International Non-Profit Organisation) in 2014.

 

EUROPEAN CERAMIC SOCIETY

An International Non-Profit Association established for scientific and cultural purposes

 

Statutes

Chapter I: Name-Office-Purpose-Objectives-Duration-Properties

Article 1

The Association takes the form of a European non-profit association hereby formed with the name “European Ceramic Society", in abbreviated form “ECerS”, hereafter referred to as «the Society».

All acts, invoices, announcements, publications and other documents emanating from the Society must mention the name, immediately preceded or followed by the words “International non-profit association” or "AISBL" as well as the address of the head office, the company number and the terms "registre des personnes morales" or the abbreviation "RPM", followed by an identification of the court of the head office of the Society.

Article 2

The head office of the association is established in the Walloon Region (Belgium)

The head office will be able to be transferred anywhere in the Walloon Region on the simple decision of its Permanent Executive Committee (the "PEC", see article 13 for a definition, which is equivalent to its Board of Directors). Any transfer of the registered office will be published in the annexes to the “Moniteur Belge”. In the event of a transfer of the head office to another region, a modification of the statutes is required.

The society will be able to create branches in any country of Europe.

Article 3: PURPOSE

The Society, which is created as non-profit, is established in order to co-ordinate and promote the study and development of ceramics.

Article 3a: OBJECTIVES

·  To promote and assist in the planning and organization of conferences, workshops and meetings, including the one referred to in article 27 (”European Ceramic Society Conferences”).

·  To provide the planning, preparation, presentation, printing, publication, issue and circulation of technical papers, calendars of ceramic events and other matters.

·  To encourage education, training and research in the field of ceramics and in related technology transfer activities.

·  To collect and disseminate information on matters affecting the society's objectives and to exchange information with other organizations having similar objectives in relation to ceramics and/or other materials, including resident organizations or those having their registered offices elsewhere in the world.

Article 4

The duration of the association shall be indefinite. The closure of the Society will be determined by the Council who, when this decision is made, will take care to appoint one or more liquidators and will deliberate and make appropriate arrangements about the disbursement of the society's assets in a non profit-making manner.

Article 5

The assets of the association constitute :

• personal property and real estate that will become part of the Society's capital.
• general items, books, videotapes, etc, that are kept at the official site of the Society.
• future reserve funds derived from the profits of Society events.
• future subscriptions, donations and legacies.

Every year the income of the Society will consist of :

• Full Member Registration Fees.
• Associated Members Registration Fees.
• Individual Members Registration Fees.
• Profits deriving from Society events and participation in them.
• Any other income that results in an increase in the Society's capital.

Article 6

The financial year commences on the 1st of April and terminates on the 31st March of every year.

During the first PEC meeting of the next year, the final balance and an estimated budget for the following year will be provided (electronically) and will be presented to the Council for approval

Chapter II: Membership

Article 7

The membership of the Society shall consist of Full Members, Associated Members and Individual Members.

Full Members are defined as :

• Any national European body representing its ceramic community whose admission to the Society has been approved by the Council following its application to the Society. A country requesting admission to the society shall provide full information about its proposed adhering Organisation. Any application to the Society shall be examined by the Council at its next meeting if it has been received in writing by the President at least one month before that meeting, together with the appropriate documentation. Membership shall begin immediately after the application has been approved by the Council.

 Associated Members are defined as :

• Any national, non European body representing its own national ceramic community, and any European or non European Corporate member, University, Research Centre etc., not belonging to the national association as described above under "Full Members", whose admission to the Society has been approved by the Council, and whose subscription fee fixed by the PEC has been paid to the Society. This fee could be different for the different categories of Members. For Associate Membership requests made by individuals belonging to Full Member countries, assent will be requested from relevant Full Members. In the case of further association of a national community, pre-existing Associated Members from that country will be automatically referred to the new Full Member society, for all active and passive duties and rights. All Associated Member Societies will officially declare the number of their members that want to be affiliated to ECerS. For each of them they will pay the Membership fee whose sum is fixed by the Council every two years.

Individual Members are defined as :

• Any person(s) who wish(es) to join the Society; they will proceed to do so by completing the form on the ECerS website. The subscription fee will be fixed every year by the PEC.

Article 8

A member wishing to withdraw from the Society shall give notice of resignation in writing to the President. The resignation shall be immediate. Any member may be expelled from the Society if that member harms the Society by written material, words or actions, or violates the Statutes and responsibilities ensuing from these Statutes, or gives away confidential information without permission, or avoids payment of 3 years of membership fees or dues despite repeated warnings. The Society Council will contact this member without delay, with the possible consequence of expulsion from the Society. The right to expel is the prerogative of the Society Council, who will make the decision by at least a two thirds majority. The expelled member may, within one month after the Council has informed him about its decision to expel him/her from the Society, submit a written statement in defense of his/her position. A final decision in this matter will be taken at the next meeting of the Council. Until this final decision has been taken, the voting rights of this member will be suspended.
Every member who ceases to be part of the association (whatever is reason) is without right with respect to the social fund.

Chapter III: Structure

Article 9

The Society management hierarchy is composed of :

• The Council
• The Permanent Executive Committee (PEC)
• The President
• The Past President
• The President Elect
• The Treasurer
• The Secretary
• The Auditor(s)

Article 10 - The Council

The management and policy of the society is entrusted to a Council who will act as a general assembly.

The Council will consist of :

• The current President of the Society
• Each person being or exercising the function of President of each Full Member of the society.
• One second representative (other than the President) appointed by each Full Member of the Society.

Each Full Member of the society shall advise Secretariat in writing (or by e-mail) of the names of its President and of the other person appointed to represent it in the Council and may change such appointment at any time. Each Full Member country represented on the Council has only one vote (even if there is more than one representative from a country) to use in any ballot undertaken during Council meetings. The Council may, from among the Associated or Individual Members, co-opt other individuals, up to a maximum of five. A co-opted member shall serve for a maximum period of two years but shall be eligible for re-appointment and shall not be entitled to vote at meetings of the Council.

Article 11

Meetings of the Council shall take place at least once a year in such places as the President chooses within reason. The meeting that coincides with the organization of the biennial ECerS Conference is regarded as the ”Ordinary General Assembly.” Additional meetings may be called by one third of full members, upon written notice (or e-mail) to the President who shall convene an (Extraordinary) meeting of the Council which shall take place within 90 days of the request.

In exceptional cases, participation in Council(s) by videoconference can be organized. This point is at the president's discretion.

The President sets down the items of business to be considered by the Council on the agenda of that meeting which shall be sent to the member Societies at least 8 days before the meeting is held. However, in case of an urgenct item, this may be added to the agenda with the consent of at least three-quarters of the members present at the meeting and entitled to vote. Each member may be represented by another full member.

The quorum for the validity of any meeting of the Council will be fifty percent of actual, present or represented members, except in the circumstances specifically foreseen by the Act, or by these bylaws where two thirds of the members must be present or represented (special quorum). All matters arising at any meeting of the Council shall, except as herein deemed otherwise, be decided by a simple majority of those present or represented; the President shall exercise a casting vote. The Council may determine its own procedures for voting, meetings, recording of minutes and any other procedures which do not conflict with the provisions herein.

Without prejudice to the “Code des sociétés et des associations”, any proposal whose purpose is a modification of the Statutes or the dissolution of the Association must emanate from the Board of Directors (PEC) with support of at least three fifths of the eligible electorate, it also being possible to submit votes by post, on appropriate forms. Amendments to the corporate? purpose of the Society have effect only after approval by royal order and published pursuant to the “Code des sociétés et des associations”.  The resolutions of the Council are recorded in a register signed by the President and kept at the Head Office and available to the members of the Society. In case of dissolution, the Society is deemed ready for its liquidation.

Article 12

Matters requiring the approval of the Council shall include :

• Verifying the attribution of votes to each country, from the communications received by the Secretariat, and defining the rules for conducting ballots.
• Electing the President and nominating the President Elect.
• Establishing the time, place and theme of the next European Ceramic Society Conference.
• Issuing invitations to members of the Society to organize each European Ceramic Society Conference.
• Appointing a member of the Society to co-organize the next European Ceramic Society Conference (Host Member) from among the members who have previously advised the Council in writing of their willingness to do so.
• Approving the proposal made by the Organizing Country of the European Ceramic Society Conference and published thereafter, including a suitable acknowledgement that they have been presented or published on behalf of the Society.
• Appointing the working groups, the topical networks and determining their role, mission, composition and the duration of their mandates.
• Approving or rejecting applications for membership to the Society or terminating the membership of any member.
• Amending the statutes; proposing the dissolution of the Society (special quorum).
• Approving the annual accounts.
• Appointment and dismissal of the auditor(s) and fixing their possible remuneration.

Article 13 - The Permanent Executive Committee

The Council chooses a Permanent Executive Committee for a period of two years ("PEC"). The PEC, chaired by the President consists of:

• The President.
• The Past President.
• The President Elect.
• And six representatives, each from a different country, proposed by the President and approved by the Council for a period of two years, renewable one time.

The following could be invited to participate in PEC Meetings but will have no right to vote: 

• The Working Groups and Networks Coordinators .
• The Secretary, and possibly a representative of the country organizing the permanent Secretariat.
• The Treasurer.
• A representative of the country organizing the next European Ceramic Society Conference.
• Any other Member invited by the President in accordance with the Agenda of the PEC Meeting. 

Article 14

The PEC will be responsible to the Council for the implementation of Policy and other decisions made by the Council. Decisions shall be taken upon a simple majority of votes. Any decision taken by the PEC will have to be confirmed at the next Council meeting only if it has been passed by a majority of less than two-thirds. The President, with the approval of the PEC, may delegate authority to one or more members of the PEC to manage specific topics so as to promote good efficiency and rapidity.

Meetings of the PEC will be arranged typically twice a year; these are to be considered quorate if at least two-thirds of voting members are present or represented (proxy). The PEC receives the decisions of the JECS Trust Council concerning the approval of bids.

Article 15 - The President

The President of the Society shall be appointed by the Council in accordance with its rules for voting. The President shall serve for a period of two years beginning at the end of each ECerS Conference. The President is the administrative head of the society; he/she shall chair the meetings of the Council and the PEC, for which meetings he/she will formalize the agenda; he/she shall be an ex-officio member of all bodies of the Society. The President of the Society may delegate another representative among the Societies Members or a Member of the PEC meetings, or to represent him/herself in specific circumstances. The President shall promote and supervise the work of the Permanent Secretariat. The President takes the decisions about the Endorsement or not of International Conferences organized by non-European and European societies, answering a written request of their organizers.

Article 16

All acts binding upon the Society shall be signed by the President or by his/her delegate and by a representative of the Council, who will not need to prove to third parties the powers upon which they are acting.

The members of the PEC are not personally bound by the association's obligations. Their responsibility is limited to the execution of the tasks entrusted to them and to the faults committed in the accomplishment (or not) of their functions and tasks.The tasks and responsibilities of the President, the Past-president, the President-elect, the treasurer and the secretary will be defined in detail in the internal regulations or are decided at PEC meetings.

Article 17

The Society shall be represented with regard to third parties, in court and within the framework of official acts, including those requiring the intervention of a civil servant or a notary by the President or by a member of the PEC appointed by him/her, either as plaintiff or as defendant.

Article 18 - The President Elect

Every two years, at the Conference meeting, the Council will select the name of the preferred candidate to act as "President Elect" to follow, after two years, the President at the end of his/her term of duty.

Article 19

The Treasurer will (i) manage the financial affairs of the Society (ii) ensure that all appropriate legal and procedural guidelines are adhered to and (iii) apply the financial directives of the Permanent Executive Committee, (iv) submit financial reports to the PEC and Council at regular intervals. The Treasurer will also oversee the handling of the Society's capital. He/she will prepare an annual balance sheet for the previous year and budget for the next year; both documents will be subject to the PEC for first approval before being presented to the Council for final approval. The Treasurer can be re-appointed.

Article 20 - Auditor

An auditor is appointed by the National Ceramic Society who hosts the secretariat. [S1] Every year, the Auditor checks the final balance sheet for the previous year and writes a report. This auditor’s report will be presented to the PEC and Council meetings for approval of the accounts of the previous year.

Article 21

The appointments of the President, the members of Council, the PEC, the Treasurer and the Auditor are unpaid.

Article 22 - Role of the Permanent Secretariat

The Permanent Secretariat will receive financial support from the Society and the amount of this will be decided by the PEC every two years. A member country, appointed by the Council shall be responsible for maintaining the Permanent Secretariat and for appointing the Secretary of the Society. This arrangement shall normally remain in force for a period of two years, but may be extended by agreement between that Society and the Council. The Secretary shall be responsible for all the needs regarding the organization and management of the Societies' activities. The country hosting the Permanent Secretariat can cooperate with other countries sharing with them the activities to be carried out. Every year the PEC will decide the activities of the Permanent Secretariat and will promote the cooperation sharing the activities among the Full Members and the country hosting the Permanent Secretariat.

The secretary presents an annual report to the Council.

The President may organize his/her own secretary to promote cooperation with the permanent secretariat and provide effective management of the Society's affairs.

Article 23

The minutes summarizing the proceedings of each meeting of the Council and of the PEC shall be kept in the English language and shall be distributed to all members by the President as soon as possible after every meeting.

Article 24 - Working Groups

The Council organises working groups such as :

• Research and Development
• Industrial
• Art and Design
• Young Ceramists and Training

Any other working groups may be created by the Council. Each working group is managed by a Coordinator who is appointed by the PEC for a period of two years, which can be extended. The Coordinator or their delegates refer to the President and reports on the work of the group to the PEC and to the Council.

Article 25 - Topical Networks

PEC promotes and takes care of the creation of Topical Networks constituted of Individuals interested in specific topics. The scope of a Topical Network is to determine the state of the art and see what the developments and trends are related to a specific subject. Each country that coordinates a Topical Network should then support the maintenance of relations between ECerS and the individuals who operate in the Topical Network.

Article 26 - The Conference and the Topical Meetings

The Society will promote or assist in the promotion of the European Ceramic Society Conference, which shall be held at least once every two years in a European country in which the host member is resident or has his registered office. Admission to European Ceramic Society Conferences shall be open to all interested individuals.

Under the supervision of the PEC, the host member will organize the Conference taking into account the recommendations of the Council and the promotion of the activities of the Working Groups and Topical Networks.

In accordance with an agreement signed on a case-by-case basis with the ECerS, the host will also be co-responsible for all matters relating to the organization and supervision of such a conference and will bear all the risks as well as all the expenses incurred by such a conference.

The Council shall promote the organization of other scientific meetings in order to develop a policy of “topical meetings” under the auspices of the Society. The Council may offer collaboration of the Society in the planning and arrangement of scientific or technical meetings initiated by other organisations or by one or more of its adhering Members.

Unless a specific agreement between the organizer and the ECerS specifies it, the cooperation of the Society in the organization of a conference shall imply no financial responsibility. The organizer of the Conference or of the Topical Meetings may be required to give to ECerS a percentage of the meeting registration fee. This will be fixed by the PEC.

Article 27 - Awards

During the European Ceramic Society Conference, awards will be given such as :

• The European Award, the “Stuijts Award” - given to ceramists belonging to a member country of the Society for outstanding contributions to ceramic science, technology and educational activities or production.
• The “Richard Brook Award", - given to a ceramist belonging to a country outside Europe for outstanding contribution to ceramic science or technology.
• The “Student Award", - given to young researchers selected by a jury appointed by the Coordinator of the Young Ceramists and Training Working Group, following i) a student lecture competition. One participant is selected by each national Ceramic Society by means of preliminary competition. ii) a student poster competition.

Granting the Awards will be the responsibility of the PEC.

The names of candidates must be received by the PEC through written papers containing the merits of the candidate including his/her short curriculum vitae. The candidates must not be a native of the host country. The Awards will be completed with a lecture by the Awardee.

Other prizes or medals can be awarded at the initiative of working groups or thematic networks, for example the G.N. Babini Award (industrial award) given to a person who contributed to the development of the European Ceramic Industry by an outstanding technical achievement.

The creation of any new prize or a medal will need a prior approval of the PEC, which will be recorded in the minutes of the meeting when the decision was taken

Article 28 - Financial control - Auditors

Insofar as ECerS is legally required to do so, the control of its financial situation, of the annual accounts and of the regularity with regard to the law and to these statutes of the “transactions” to be recorded in the annual accounts, must be entrusted to one or more auditors, appointed by the Council from among the auditor members of the “Institut belge des Reviseurs d’entreprises“.

Article 29 - Special provisions applicable to the modification of the Articles of Association 

1. The Statutes may be amended at any time, by decision adopted by a four-fifths (4/5) majority of the Council. The invitation to attend the Council meeting must contain a detailed list of the proposed changes and is sent to all members at least one (1) month before the date of the meeting.

2. Changes relating to the purpose of ECerS or the activities aimed at achieving this purpose must be approved by Belgium Royal Decree.

3. The modifications relating to the elements subject to articles 2:10, § 2, 6°, 8° and 9° of the CSA must be adopted in the presence of a solicitor.

Article 30 Dissolution - Liquidation - Allocation of assets

1. ECerS may be dissolved at any time by a decision taken by a four-fifths (4/5) majority of the total voting members, present or represented. In the event of the dissolution of ECerS, for any reason whatsoever, the liquidation takes place under the supervision of one or more liquidators who exercise their functions either by a resolution of the Council, or, after a judicial decision that may be requested by all or any interested party.

2. In all cases of voluntary or judicial dissolution of the ECerS, at any time and for any reason whatsoever, the allocation of the assets remaining after the liquidation is determined by the Council or, failing that, by the liquidators. This bonus is assigned to a disinterested purpose that comes as close as possible to the goals of ECerS.

Article 31

 In all cases where the constitution is not clear or does not give a decision, the President's ruling shall be decisive. The English language shall be used for any official matters or for communications between members, with the exception of administrative relations with the authorities of the countries where the Society is registered.

Article 32

Everything which is not provided for in these statutes, and in particular the formalities of publicity, shall be settled pursuant to the provisions of the “Code des Sociétés et des Associations”.