Archief/Conceptstatuten e.d./By-laws (Foundation/Association)

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Original Dutch version - Statutes (English translation of Statuten)


Terminology

see: [1]

Background/Explanatory info

How to read the text

see: [2]

Disclaimer

see: [3]


By-laws (draft)

F/A

Board members: number

F/A
Article 1

The board of the foundation/association consists of five members.


F/A

Board members: appointment

F/A
Article 2
  1. The appointment of board members in conformance with article 3.2 of the statutes shall be based on a nomination of applicants.
  2. This applies to all appointments filling any vacancy, included but not limited to vacancies resulting from a periodic resignation, or a board's decision to increase the number of board members.


F/A
Article 3
  1. A nomination shall meet the following criteria:
    1. It consists of multiple persons whose personal data are known to the board.
    2. The number of applicants shall be equal to the number of vacancies multiplied by 2, it thereby understood that the difference between the number of applicants and the number of vacancies shall be at least 2, however does not need to exceed 3.
  2. If the nomination does not meet such quantitative criteria, the board may supplement the nomination with applicants of own choice.


F
Article 4
  1. A board member applicant must be a registered user at any of the authorised Wikimedia projects, who has made known to be available for board membership.
  2. In the context of these by-laws authorised Wikimedia projects are any of the following: Wikipedia, Wikinews, Wiktionary, Wikispecies, Wikibooks, Wikiquote, Wikicommons and Wikisource in any of the following language versions: Dutch, Frisian, Limburgian (as far as available).
  3. An applicant shall meet the same pre-requisites as are applicable at any moment to be eligible for election to sysop (nl:moderator) at nl:wikipedia.
  4. A registered user, predominantly active for an authorised Wikimedia project in any other language and meeting the abovementioned pre-requisites, or a person with the status developer on the Wikimedia project, can be board member applicant as well, provided such person is resident of the Netherlands and is able to provide evidence thereof.
  5. If the number of persons that have declared to be available as applicant board member exceeds the minimum as defined in article 3.1, a voting procedure shall determine the preference(s).
    1. A registered user at an authorised Wikimedia project can cast a supporting vote on any of the applicant board members.
    2. Such registered user shall meet the criteria as are applicable at any moment to be eligible to vote for a applicant sysop at nl:wikipedia.
    3. A supporting vote can also be issued by a registered user, predominantly active for an authorised Wikimedia project in any other language and meeting the abovementioned criteria, or a person with the status developer on the Wikimedia project, provided such person is resident of the Netherlands and is able to provide evidence thereof.
    4. Supporting votes can be issued during a period of 3 weeks.
    5. Any natural person, regardless whether he/she owns multiple user names at any of the authorised Wikimedia projects, can issue only one vote on any applicant board member. If such natural person violates this requirement, all his/her votes will be declared void.


A
Article 4
  1. Any (association) member can be applicant board member, provided he/she has made known to be available for such position.
  2. If the number of persons, that have declared to be available as applicant board member, exceeds the minimum as defined in article 3.1, the general assembly shall decide upon the preference(s).
  3. A suspended member cannot apply.


A

Members

A
Article 101
  1. A person applies for membership in writing, addressed to the secretary of the association. He/she shall provide his/her name, address and the user name by which he/she will be kown on the internet pages of the association (if available).
  2. The association shall respect the privacy requirements expressed by the member.
  3. A member, whose membership has been acknowledged conformant Article 101.2 of the Statutes, shall pay a contribution, which for the year of application amounts:
    1. If the application for membership has been received by the secretary before or at 30 June: 100% of the current contribution fee;
    2. If the application has been received at 1 July or at a later date: 50% of the current contribution fee.


A
Article 102

Contribution fees shall be paid within 60 days following the date of the appropriate invoice.


A

Membership cancellation by the member

A
Article 103
  1. Cancellation of the membership must be in writing and must be received by the secretary before 30 November.
  2. The actual termination of the membership will be effected commencing 1 January of the following year.


A

Membership cancellation by the association

A
Article 104
  1. The membership can be cancelled by the association, when one or more of the following conditions exist:
    1. The member has not paid the annual contribution fee within 120 days following the date of the appropriate invoice.
    2. The member has acted as stipulated in article 102.4 of the statutes.
  2. A cancellation conformant article 104.1.1 shall be preceded by a reminder.


A

General assembly initiated by members

A
Article 105
  1. A general assembly will be convoked if at least 10% of the members or at least 5 members request so.
  2. The request shall be directed to the board, accompanied by the agenda point(s).
  3. In such a case, the board shall convoke a general assembly within 4 weeks, unless another date has been agreed with the members that have made the request.


F

Accountability

F
Article 5
  1. Every year, the board shall publish an annual report and financial statement.
  2. Registered users on any of the authorised Wikimedia projects as defined in article 4.2 of these by-laws, may comment these and/or request further elaboration.
  3. The board shall provide a reply and/or provide such elaboration.


F/A

Publicity

F/A
Article 6
  1. The board shall publicly expose board decisions as well as minutes of the board meetings.
  2. Such public exposure shall only be denied if the subject matter, according the board's judgement, requires confidentiality.
  3. Such subject can be declared confidential on a temporary base only, unless the subject concerns (a) natural person(s).
  4. Decisions, minutes, etc. will be made public on the internet site of the foundation/association.


F/A

Wikimedia Foundation Inc.

F/A
Article 7
  1. The foundation/association shall enter a formal agreement (respectively has concluded a formal agreement) with Wikimedia Foundation Inc. (WMF). This agreement will comprise amongst others the following subjects:
    1. Conditions by which logo's, of which the copyright is owned by WMF, can be used.
    2. The conditions and scope of subjects, by which the foundation/association is authorised to speak or act on behalf of WMF.
    3. All other issues that the parties may wish to mutually agree.
  2. This agreement will be made publicly known, including any modifications thereof.


A

By-laws: Modification

A
Article 8
  1. These by-laws may be modified. Both the board and members may initiate the process for such modification.
    1. If such modification is requested by members, a proposal thereto shall be supported by at least 5 members.
    2. Such request for modification will be sent to the board. The board will check the conformance of the proposal with the law and the statutes and will revise the proposal such that it can be included in these by-laws after approval.
  2. A modification of these by-laws requires a decision by an absolute majority vote by a general assembly attended by at least one third of the members.
  3. If less than one third of the members is present at the general assembly assumed to decide on this modification, a subsequent meeting will be convoked. Such a meeting shall take place at least 2, but at the latest 12 weeks after the initial meeting at which the minimum number of members entitled to vote was not present. That meeting can decide upon the proposed modification by absolute majority vote, regardless the number of votes.