Articles of Association VNT 2021
As adopted in the General Members’ Meeting of November 29, 2020.
1. The association Is called the Association of Dutch Speakers in Taiwan. Hereinafter referred to as the VNT. Dutch Speakers refers to Flemish and Dutch Speakers, as well as those who speak a derivative language and those who have a demonstrable interest in these languages and the associated cultures.
- The purpose of the VNT is to promote contacts between Dutch speakers in Taiwan, with an emphasis on relaxation and socializing.
- The VNT achieves this goal by organizing monthly activities for the Dutch-speaking community in Taiwan. This includes drinks evenings, coffee mornings, Sinterklaas celebration, cultural activities and sports activities.
- The association has:
- ordinary members;
- temporary members, such as students;
- honorary members, those who have made an exceptional contribution to the association.
- Members of the VNT are all who have registered with the secretary of the board in writing and are admitted as such
- Conditions for applying for membership are:
- Consent to the objective of the association and want to participate in the activities of the association.
- Willingness to pay the contribution.
- Membership is personal and non-transferable.
- The secretary keeps a meticulous register of members, which is sent to the members at least twice in the association year.
Termination / cancellation of membership
- VNT membership ends:
- due to the member’s death;
- by cancellation by the member;
- by cancellation on behalf of the association;
- by disqualification (cancellation).
- Termination of membership by the member is possible at any time. This is done by written notification or e-mail to the secretary. The annual contribution amounts are modest, so there is no refund in case of cancellation.
- Termination on behalf of the association is done by the board. Cancellation on behalf of the association is possible:
- When the member fails to meet his financial obligations within three months of a payment request. The member will be re-admitted as soon as payment is made.
- When a member has ceased to meet the requirements of the Articles of Association for the membership.
- Expulsion from membership can only be pronounced by the board:
- When a member acts contrary to the statutes, regulations, or decisions of the association.
- When a member harms the association in an unreasonable way.
- The member concerned will be informed by the board as soon as possible in writing or by e-mail, stating the reasons for a decision to terminate membership on behalf of the association or to expel it.
- The resources of the VNT can be formed, among other things, by:
- contributions from members;
- sponsorship money;
- members’ own contributions for activities;
- own contributions from non-members for activities.
- Each member pays a membership fee, the amount of which is determined annually by the General Members’ Meeting during the annual meeting.
- Obtaining sponsorship money is done in the association by the sponsorship committee. The committee is accountable to the board for the sponsorship agreements. Income and expenses are registered by the treasurer. The association should not become dependent on sponsorship income.
- Although the VNT strives to organize activities within the given budget, it may happen that members are asked for an extra contribution for an activity.
- Non-members are always obliged to pay a personal contribution to compensate for the costs of the activity. The personal contribution must be stated on the invitation.
- The board of the VNT is charged with the management of the association, with due observance of the provisions of article 7.
- The board consists of at least three VNT members. The number of directors and their position is determined by the General Meeting of Members.
- The chairman, secretary and treasurer are always appointed as such by the General Members’ Meeting.
- Activities board members can join the board without appointment of the General Members Meeting.
- The General Members’ Meeting can suspend or dismiss a board member. A resolution to this effect requires a majority of at least two-thirds of the valid votes cast.
- Every board member, even if he has been appointed for a specific period of time, can terminate his or her board membership at any time without a mandatory notice period.
Composition of the board
- The job distribution as referred to in these articles of association will be added to personnel changes in the board are again determined by the board.
- The current structure of the board is as follows:
- activities board member (possibly several members).
Tasks and powers of the board
- Job description of the chairman:
- The chairman ensures that the budget for the coming year and the accounts and accounts of the past year are discussed in a board meeting as soon as possible.
- The chairman determines the number, place, day and time of the meetings of the board in consultation with the secretary, with whom he also prepares the draft agenda.
- The chairman prepares the meetings in consultation and in collaboration with the secretary. The chairman presides over the meetings.
- The chairman ensures that the board functions as a team.
- The chairman maintains contact with the NTIO and the sponsor committee.
- Job description of the secretary:
- The secretary prepares the meetings in consultation and in collaboration with the chairman. The secretary is responsible for drawing up the minutes.
- The secretary ensures that an accurately updated list of members is available at every meeting.
- The secretary receives and carries out the association’s correspondence.
- The incoming documents are presented by the secretary at the board meeting and read if desired.
- The secretary drafts the annual report together with the chairman and presents it to the General Members’ Meeting at least fourteen days before the annual meeting.
- Task description of the treasurer:
- The treasurer manages the association’s assets on behalf of the board, collects the funds and makes the payments. This is accounted for during the meetings.
- The treasurer is responsible for accurate accounting and ensures that proof is available for each payment. Funds that are not immediately required are deposited into the bank account by his or her care provider. Under no circumstances is it permitted to hold more than NTD 20,000 in cash. In special cases, if the amount exceeds NTD 20,000, the amount must be split among the board members.
- The treasurer always provides the board with access to cash and documents necessary for financial management.
- The treasurer designs the budget for the coming financial year. The treasurer also submits the draft of the account and accounts for the past year to the chairman, with the addition of a financial report.
- Task description of the activities board member:
- The activities board member is responsible for the organization and coordination of VNT activities.
- The board member involves a group of members for the organization in each activity.
- At every meeting the board member reports on the activity status.
- Other duties of the board or committee
- Periodically publishing a newsletter
- Place the logos in accordance with the sponsorship agreements in the DIGIMOSA and / or on the VNT website
- Managing the VNT website
1. The association strives to organize an activity every month, but is not obliged to do so.
2. The board reserves the right to cancel activities if there is insufficient interest or if there are other well-founded reasons.
- The association has the following means of communication available:
- E-mail details of members may only be used by the secretary to inform about relevant, non-profit-oriented events and activities for Dutch speakers in Taiwan and therefore not for commercial purposes. The e-mail data will by no means be provided to third parties.
- In addition to VNT relevant information, the official VNT website may also contain commercial messages that meet the objective of the association. Due to privacy considerations, no photos (and address details, etc.) will be placed on the public part of the website unless explicit permission has been granted or protected using login details that will only be provided to members.
- Various committees may exist within the VNT, for example a coffee committee, which are set up by members to support association activities.
- A committee is recognized by the board as such when the organized activity will take place on a structural basis, at least six times a year.
- After approval by the board, a committee can claim a financial contribution from the association fund. The given budget is to be spent by the committee to realize the objective of the association.
- This annual financial contribution to a committee in support of organizing structural activities is set at 5000 NTD.
- The board reserves the right to reject or dissolve a committee if it acts contrary to the law and / or objective of the association.
Financial year / association year
- The determined period of the financial year is 1 January to 31 December.
- The association year is set from 1 January to 31 December.
- During the General Members’ Meeting (see article 13), the balance sheet for the past financial year up to and including 30 November will be presented. The profit and loss account for the entire period up to and including 30 November is also presented.
Annual Meeting (General Members Meeting)
- An annual meeting or General Members’ Meeting (GMM) is convened within three months after the end of each financial year. At this meeting, the board issues its annual report and submits, together with at least a balance sheet, a financial report showing the receipts and expenditures that were for the account and account of the board conducted in the past financial year.
- The General Members’ Meeting appoints an annual audit committee of at least two members, who may not be part of the board, to examine the accounts and account for the current or last financial year. The committee reports on its findings during the annual meeting.
- Approval by the General Meeting of Members of the account and accountability shall discharge the board except for what is not apparent from the books.
- If the approval of the account and accountability is refused, the General Meeting of Members appoints another committee consisting of at least three members, which will conduct a new investigation into the account and accountability. This committee has the same powers as the previously appointed committee. Within one month of the appointment, it will report its findings to the General Meeting of Members. If approval is also refused, the General Members’ Meeting will take such measures as it deems necessary in the interest of the association.
- The General Members’ Meetings are convened by the board, with due observance of a period of at least fourteen days. The meeting is convened by notifying all members about this by e-mail.
- In addition to the annual meeting referred to in article 13, General Members’ Meetings may be held as often as the board deems desirable. Voting may take place by e-mail.
- Only adult members have access to the General Assembly. Ordinary members and honorary members each have one vote there. Each adult member is authorized to have his vote cast by another member authorized in writing. Temporary members do not have the right to vote.
- Resolutions can only be taken if one-fourth of the members are present or represented at the meeting. If this is not met, a second meeting can be convened after five days and within thirty days; in this second meeting, regardless of the number of members present or represented, decisions can be taken on the subjects of the first meeting.
- A unanimous decision by all members in writing or by e-mail has the same force as a decision of the General Members’ Meeting. Such a decision will be noted in the minutes by the secretary, while it will be mentioned during the next General Members’ Meeting.
- Voting on business generally takes place orally, and about persons in writing. All proposals are decided by an absolute majority of the votes. In the event of a tie, the proposal is rejected.
- In elections, the person who has collected more than half of the votes is elected. If no one has obtained that majority, if necessary after an interim vote, a second vote will be held between the two persons who obtained the largest number of votes, and the person who has united the majority of votes in that vote shall be elected. If the votes are tied in that second ballot, it will be decided by lot.
- Voting means valid votes cast. Blank votes are not valid votes. Those who vote blank or void will count only to determine the quorum.
- An opinion pronounced by the chairman at the meeting on the result of the vote is decisive. If, however, immediately after this judgment has been pronounced, the correctness thereof is disputed, a new vote will take place. As a result of this new vote, the legal consequences of the original vote will lapse.
Amendment of the Articles of Association
- A decision to amend the articles of association can only be made by a General Meeting of Members at which at least one-fourth of the total number of members of the Association is present or represented, with an absolute majority of the number of votes.
- Those who have called the General Members’ Meeting for consideration of a proposal to amend the articles of association, must submit a copy of that proposal to the members at least five days before the day of the meeting.
- In the absence of a quorum, irrespective of the number of members present or represented at the meeting, a resolution to amend the articles of association may be adopted on a subsequent meeting, at least five days, but no later than thirty days after the first meeting, by a majority of the votes.
- The association is dissolved by a resolution of the General Members’ Meeting, taken by at least two-thirds of the votes in a meeting in which at least three-quarters of the members are present or represented.
- Any credit balance will be used for such purposes to be determined by the General Meeting of Members as most closely match the purpose of the association. The liquidators transfer the credit balance for this purpose.
- The books and records of the association must be kept by a natural or legal person to be designated by the liquidators for five years after the liquidation.
Rules & Regulations
- The Rules & Regulations may contain further obligations of the members. This includes rules regarding membership, the introduction, the amount of the contributions, the activities of the board, the meetings, the manner in which the voting right is exercised, and all other subjects for which Rules & Regulations are desired.
- The Rules & Regulations may not contain any provisions that deviate from or contradict the provisions of the statutes.
- Amendments to the Rules & Regulations are possible by decision of the General Meeting of Members, taken on the proposal of the board or one-quarter of the total number of members. The proposal to amend the Rules & Regulations can be adopted during the General Meeting by an absolute majority of the votes.
In all cases for which neither the statutes nor the Rules & Regulations provide for by law, the board decides.