THE AEHT'S STATUTES

8/14/2019 THE AEHT'S STATUTES

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THE AEHT'S STATUTES

PreambleThe European Association of Hotel and Tourism Schools has initially been founded in May 1988in Illkirch-Graffenstaden (F), broken up and recreated on October 6 th, 2000 in Berlin to betransferred to the "Lyce Technique Htelier Alexis Heck" (LTHAH) in Diekirch, Grand Duchy of

Luxembourg.

Title I : Designation Registered Office - Objective

Article 1 DesignationAn Association with the designation "Association Europenne des coles d'Htellerie et deTourisme" (AEHT) registered as a non-profit-making association, has been created by thepersons and/or the representatives of the institutions named in article 5 of the present statutes.

Article 2 Registered OfficeThe Association's registered office is situated at the "Lyce Technique Htelier Alexis Heck"Diekirch, Rue Joseph Merten, L-9257 Diekirch. It may be transferred to any other location withinthe Grand Duchy of Luxembourg by simple decision of the Association's Executive Board.

Article 3 ObjectiveThe objective of the Association is to promote a European outlook and dimension in Hotel and/orTourism Schools.

Article 4 DurationThe Association has been created for an unlimited period of time.

Title II : Membership and Function of the Association

Article 5 Membership5.1. The minimum number of associates cannot be inferior to 3. The members of the Association

are the institutions here below, respectively their representatives.see annex 5.1.1.5.2. In addition to the founder members, membership of the Association is also open to

individuals and legal entities interested in the objectives of the Association, with the status ofindividual, honorary or professional members, and, with the status of active or observermembers, to representatives of state Hotel and/or Tourism schools, as well as to any otherHotel and/or Tourism training establishment whose application is provisionally proposed bythe Executive Board member of the country concerned.If this country does not yet have a representative within the Executive Board, or in case of avacancy to this post, the application can provisionally be received by the Executive Board.The Associations Presidium or Head Office may also receive applications for individual,honorary, observer or professional membership from individuals and corporate bodies whoare interested in the Associations objectives and who subscribe entirely to these aims.

Article 6 SubscriptionsThe General Assembly fixes the entrance fee and the annual subscription rate, which is setaccording to the category of membership (active, observer, individual, honorary or professionalmembers). This subscription is payable in the month of admission to membership of theAssociation, in subsequent years the subscription is payable from January and by July 15 th ofeach year at the latest. Its amount cannot exceed 1,000.00 EUROS.In addition, the General Assembly fixes the amount of the entrance fee, payable once by newmembers, which will be not less than 150.00 EUROS for active, observer and professionalmembers.

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Article 7 AdmissionsA decision of whether or not to accept applicants as active, observer, individual, honorary orprofessional members is definitively taken by the General Assembly.

Article 8 Resignations and ExclusionsMembership can be forfeited:

by resignation, sent by written mail to the President of the Association;

by exclusion, pronounced by the General Assembly, for behaviour bringing the Associationinto disrepute. The Executive Board will warn the members concerned of the measureproposed, and ask them to provide explanations for their actions;

by automatic exclusion brought about by failure to pay 2 consecutive annual subscriptions bythe time of the General Assembly of the year in question.

After a period of two years as from the date of exclusion, a member who has been excluded fromthe Association can be readmitted as a new member in accordance with the provisions of articles5.2, 6 and 7.

Title III Administration and FunctioningArticle 9 Executive BoardThe Association is run by an Executive Board consisting of an elected member from each of thecountries (which are members of the Council of Europe) represented in the Association, there willbe one member per country. The organisation of the designating procedures is laid down in the"Rules and Regulations". The period of office of members of the Executive Board shall be fouryears. Outgoing members may be re-elected. The status of active member is assigned to the postoccupied within a hotel and/or tourism school and not to the person who occupies that post at agiven moment.If the office of Executive Board member becomes vacant, the Executive Board invites the countryconcerned to appoint provisionally a replacement. This replacement will only be member of theExecutive Board for as long as the predecessor's period of office was due.

Article 10 The Role of the Executive BoardThe Executive Board defines the Association's general policy and the means of implementing thispolicy.The Executive Board normally meets twice a year; the meetings are called by the President or atthe request of at least half of the members, and more generally, as often as the Association's bestinterests require.The meetings are quorate only if a majority of the Executive Board members are present orproperly represented. Any member who is unable to attend a meeting can give power of attorneyto another member of the Executive Board, who then has the right to vote in the name of theabsent member. This right of attorney must be in writing, and expressly given for each meeting.However, each member present is entitled to only one such proxy vote.If the quorum is not reached, and if at a second meeting, called at least three days after the first

meeting, there are still insufficient members present, this second meeting is deemed to be valid,however many members are present or represented.Decisions of the Executive Board are by a majority vote of members present or represented. Inthe case of a tied vote, the President has the casting vote.Minutes are written after every meeting. These minutes are signed by the President and theSecretary General.The members of the Executive Board may receive no remuneration for the tasks which areentrusted to them. However, according to the Rules and Regulations (see article 11) they may bereimbursed, at least in part, for their expenses upon presentation of receipts.

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Article 11 Powers of the Executive BoardThe Executive Board is invested with the most extensive powers, within the limits of theobjectives of the Association and insofar as they relate to the resolutions passed by the GeneralAssembly. It can authorize any actions or proceedings relative to the Association which are notthe preserve of the Ordinary or Extraordinary Assembly.

The Executive Board monitors the activities of the Presidium, and is always entitled to ask the

Presidium to justify its actions. In cases of serious misconduct the board may suspendmembers of the Presidium.

The Board can open any bank accounts, post-office giro accounts or accounts with any othercredit company; it can allocate any funds, raise any mortgages or other loans up to EURO5.000,- (five thousand), request any subsidies and call for any relevant registration andtranscription.

The Board authorizes the President and the Treasurer to carry out any actions, purchases,transfers and investments deemed to be necessary in respect of the property and assetsbelonging to the Association; and to enter into the deals and contracts necessary to thepursuit of the Board's objectives.

The Board appoints the Association's staff and decides the amount of their pay.

The Board may delegate part or all of its powers to the Presidium or to certain of itsmembers.

Article 12 The PresidiumThe Executive Board elects a Presidium, consisting of 1 President and 5 Vice-Presidents, for aperiod of four years.The President and the 5 Vice-Presidents must be elected from among the members of theExecutive Board. Since the function of Presidium Member is attached to a person and not to theschool which he or she represents, the Executive Board must proceed to a fresh election in caseof a vacancy within the Presidium.The fifth Vice-President's seat is automatically allocated to the outgoing President of theAssociation if he or she is re-elected as member of the Executive Board.The President cannot be re-elected for a second term immediately after the first.The Presidium engages the services of a Treasurer, a Secretary General and aTranslator/Interpreter, who work with the Presidium, but are not entitled to vote. They areappointed by the Executive Board.The Secretary General must undertake to carry out his or her duties in the Association's headoffice.If necessary the Presidium may co-opt experts to the Presidium and entrust specific tasks tothem.The Presidium of the Executive Board is specifically given the following functions:

The President chairs the meetings of the Executive Board and ensures the smooth running ofthe Association; he or she is the Association's legal representative, and represents it in allcircumstances. He or she may delegate all or part of his/her responsibilities to one or severalmembers of the Presidium.

The Secretary General is responsible for all administrative aspects of running theAssociation, especially for sending out the various invitations to meetings. He or she takesthe minutes of the meetings of both the Executive Board and the General Assemblies, andwrites them up in the minute book provided for this purpose.

The Treasurer keeps the Association's accounts. He or she is helped in the task by anyaccountants deemed necessary. He or she keeps a regular record of all financial operations,both income and expenditure, and makes a report to the Annual General Assembly whichapproves (or rejects) the report.

The members elected of the Presidium, like the members of the Executive Board, cannotreceive remunerations for the tasks which are entrusted to them. They may, however, bereimbursed for their expenses, supported by receipts, in accordance with the Rules andRegulations.

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The title Honorary may be conferred by the Executive Board on any outgoing member of thePresidium, and on any other person who can claim a special contribution to the Association.

Article 13 The General Assembly of MembersThe Association's General Assembly consists of the active members. Observer, individual,honorary and professional members are invited to participate in the proceedings in an advisory

(but non-voting) capacity.The General Assembly meets at least once a year, and every time a meeting is called for by theExecutive Board or upon a request by half of the paid-up members. The invitation to this meetingmust normally be made by letter or by electronic mail individually addressed to each member,and sent out with at least a month's notice for the Ordinary General Meeting, and with two weeks'notice for the Extraordinary General Meeting. In emergencies, the meeting can be called for inany other way.Decisions are taken at the General Assembly by a majority vote of the members present orrepresented. Blank or spoiled voting slips do not count. In the case of a tied vote, the Presidenthas the casting vote.Any member who is unable to attend a meeting may give a proxy vote to another active memberfrom the same country, entitling the latter to vote in his or her name. This power of attorney mustbe given in writing, expressly for each meeting. Each member present is entitled to only one

proxy vote.The minutes of each meeting are taken, and are signed by the President and the Secretary.The agenda is set by the Presidium.Items proposed by a member cannot be put on the agenda unless the Executive Board hasreceived them in writing before the date of the meeting of the General Assembly.The General Assembly receives the Activities Report and the Financial Report, and discussesthem. It approves the accounts of the previous financial year, and discusses the items on theagenda. It appoints an Auditing Committee and two Auditors who should not be members of theAssociation.The General Assembly meets as an Extraordinary General Assembly in the cases set out inSection IV of the statutes.

Article 14 Special Committees

The General Assembly may set up and dissolve specialised committees and study groups. Thesespecialised committees may co-opt suitably qualified persons as consultants. The committees arechaired by the President or by a member of the Executive Board.

Article 15 Resources and FinancingThe Association's resources consist of :

income from its assets and activities,

subscriptions and contributions from its members,

subsidies,

the results of acts of liberality, gifts and bequests,

specifically created resources, if necessary with the agreement of the proper authorities,

in general terms, any payment made to the Association as part of its training activities, andintended to contribute to the achievement of the objectives set out in Article 3,

contributions from members of the Association, as laid down by the General Assembly.

Article 16 Book-keepingIncome and expenditure is systematically logged, and if necessary records are kept of purchasesand sales, by the treasurer.

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Article 17 - LiabilityClaim can be made only against the assets of the Association, and no member of theAssociation, even one of its officers, can be held personally liable for the Association'scommitments.

Title IV : Modification of the Statutes and Dissolution

Article 18 Modification of the StatutesThe statutes of the Association can be modified only by a proposal from the Executive Board orfrom the Presidium. The Extraordinary General Assembly, called to debate the proposedmodifications, must consist of two thirds of the active members, either present or represented.Each member present can have only one properly drawn up proxy vote. If the meeting isinquorate, a second Extraordinary General Assembly is called within six weeks. This will be avalid meeting, whatever the number of active members present or represented. A majority vote ofthe members present or represented is necessary for the proposal to be adopted.

Article 19 - DissolutionThe Extraordinary General Assembly meeting to decide on the dissolution of the Association iscalled specifically for this purpose. It must consist of two thirds of the members, or their

representatives. Each member present can have only one properly drawn up proxy vote. If themeeting is inquorate, a second Extraordinary General Assembly is called for within six weeks.This will be a valid meeting, whatever the number of active members present or represented.In either case, dissolution can be decided on only by a majority vote of the members present orrepresented.In the case of dissolution of the Association, the Extraordinary General Assembly appoints one ormore liquidators to deal with the Association's assets. Any remaining assets must be made overto one or more associations with similar objectives.

Article 20 FormalitiesThe President must notify the Court in Diekirch of the following within three months after everyGeneral Assembly:

changes which have taken place in the membership of the Presidium,

changes made to the statutes, move of the registered office,

dissolution.

Article 21 Rules and RegulationsA set of Rules and Regulations will be drawn up by the Presidium. It will be submitted forapproval to the Executive Board and for adoption to the General Assembly. These Rules andRegulations are intended to deal with the various points not codified in the statutes, especiallythose concerning the practical day to day running of the Association's activities.

Article 22 French versionThe French version alone of the statutes governs the operation of the Association.

This version of the Statutes came into force

on November 20th

2009

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THE AEHT'S STATUTES