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The growth of a community between European pwc practitioners culminated in the establishment of “Stichting SOPHIA —The European Foundation for the Advancement of Doing Philosophy with Children” in 1993, with Eulalia Bosch (Catalonia) as its President, and Karel van der Leeuw (the Netherlands) Secretary. Following the motto of the European Community (now the EU) – ‘ unity through diversity’, SOPHIA supported the development of doing philosophy with children within all the different European cultures and languages, and nurtured the community among practitioners as the foundation for collaborative work and mutual development. Many groundbreaking and innovative projects have resulted from SOPHIA members working together, often funded by the EU. For example pwc projects working with art, citizenship, excluded children, architecture, anti-racism, music, community development and more. SOPHIA is legally constituted under Dutch law and registered in Amsterdam. Under the current (1993) constitution the Board of SOPHIA is made up of one person representing an organization for doing philosophy with children initially from the Founding Centres: The Netherlands, Hungary, UK (Scotland), Austria, Poland, Catalonia, Bulgaria, Belgium, Sweden, Italy, Germany, Portugal, Spain and The Czech Republic. The following countries joined in 1994: England, Wales, Malta, Greece, Switzerland. And in 2004-5: Belgium, Iceland, Latvia, Slovenia, Norway, Romania, Finland, France, Turkey joined SOPHIA. The Executive of SOPHIA are elected by its members. SOPHIA Today
By 2004, 28 countries had
members on the SOPHIA Board. SOPHIA was growing, so in 2005 the Board voted to
re-structure SOPHIA: to slim down the Board to 11 members who could manage the
practicalities of the foundation and establish the SOPHIA Network open to all
people within Europe who are interested in practicing
The
aim of the Foundation is the advancement of doing philosophy with children in The Foundation will realise its aims by:
below is the english translation of the dutch consitituion of stiting sophia, made by karel van der leeuw on may 9th 2005 [1], with notes in blue indicating the meaning or intention of some articles. this is not a legal translation but rather a translation according to the original intentions of the author (karel van der leeuw).[2]
STICHTING Sophia: European Foundation for THE ADVANCEMENT OF DOING PHILOSOPHY with Children Name and place of registration Article 1. The name of the Foundation is “Stichting Sophia; European Foundation for the Advancement of Doing Philosophy with children.” The Foundation is registered in the city of Amsterdam. The Foundation can have administrative centres in other European cities. The Foundation is constituted for an undetermined length of time. Aims Article 2. 1. The aim of the Foundation is the advancement of doing philosophy with children in Europe and/or European cooperation in the field of doing philosophy with children, especially concerning tightening cultural links between European countries. 2. The Foundation will realise its aims by:
MEANS Article 3. The capital of the Foundation is composed of donations, bequests (single and annual), grants, personal donations, other acquisitions in particular from organisations who propose members of the Board as described hereafter in Article 4. All expenses of the Foundation will be covered as far as possible out of the interest of the capital and other income of the Foundation. An explicit decision is necessary for the use of the capital. (The Board can delegate this to the Executive)
THE BOARD Article 4 1. The Board of the Foundation consists of at least 10 members. Members of the Board are appointed by the Board after being proposed by one of the organisations mentioned hereafter.Each of the organisations mentioned hereafter has the right to propose one member for the Board. (The choice of ‘organisation’ is deliberate because ‘organisation’ is not defined and is therefore not restricted to centers or formal institutions) These organisations are:
If in the future other organisations make it known that they wish to participate in the activities of the Foundation they will be given the opportunity to propose a candidate member for the Board. (Other organisations who have proposed members of the Board since 1993, and who have been approved by the Board, are indicated in the latest Board member list) The Board decides upon the admission of new organisations who have indicated a wish to participate in the activities of the Foundation.(How the Board decides is deliberately left to the Board)
2. The Board elects from its members a President, a Secretary, a Treasurer and at least 2 other members. These persons form the Executive of the Foundation. The functions of Secretary and Treasurer may be fulfilled by one person. 3. If one or more vacancies occur in the Board, the Board must immediately fill the vacancies. 4. If one or more organisational seat on the Board is absent/vacant, for whatever reason, then the remaining members of the Board or the only remaining member of the Board nevertheless constitute the legal Board.(Either in general or at Board meetings) 5. The members of the Board will get no reward for their activities. However they have the right to claim partial or full compensation for the costs incurred in the fulfillment of their function. MEETINGS AND DECSIONS OF THE BOARDArticle 5. 1. The meetings of the Board will be organised in one of the countries in which the organisations mentioned in 4.1 are located. (This includes the countries of post 1993 organisations) 2. The Board meets at least once every 2 years. (If only 1 or 2 can be there, they are the Board - see 5.4) 3. Meetings of the Executive are organized when the President thinks it desirable, or if one of the other members of the Executive applies to the President for a meeting with an accurate indication of the points to discuss. If the President does not respond to such a request so that the meeting can be held within one month after the request, then the applicant has the right to call a meeting him/herself under the rules. 4. The calling of a Board meeting is done by the President by letter of invitation at least 2 months beforehand not including the day of the invitation and the day of the meeting. 5. The letter of invitation (to the Board meeting) stipulates the location and time (including date) of the meeting and the agenda. 6. As long as all Board members are present at a Board meeting legal decisions can be made upon all subjects proposed if they are unanimous (decisions) even if the prescription in the constitution for the calling of the meeting have not been followed. (This allows for a situation where all Board members e.g. happen to be at a conference and decide to meet) 7. The Board meetings are chaired by the President. In his/her absence the Board meeting appoints its own Chair. 8. Minutes shall be kept of the decisions of the Board meeting by the Secretary or by one of the others present if requested by the Chair. The minutes are approved and signed during the meeting by those who function as Chair and Secretary. 9. The Board can only make legal decisions during the meeting if the majority of the Board members are present or represented. A member of the Board may be represented during the meeting by another member who holds their written proxy. 10. Members of the Executive can make a decision if all members of the Executive have been given the opportunity to give their opinion by letter, telegraph, telex (e-mail) and none of them opposes this manner of making decisions. A decision made according to (10) – the Secretary makes a report accompanied by the communications of the other members of the Executive and this will be signed by the president and added to the minutes. 11. Every member of the Board has one vote. In so far as the constitution does not require a larger majority, all decisions of the Board are made with an absolute majority (51%) of the actual votes cast. 12. Voting during the Board meeting will be done by voice unless the President thinks a written vote is desirable or one of the members requests a written vote before the vote. Written votes are unsigned and on closed paper. 13. Abstentions are considered non votes. (Thus do not count towards the percentage of number of votes) 14. The President decides all disputes about the vote for which the constitution does not provide.
THE EXECUTIVE Article 6. 1. The Executive is responsible for the day to day business of the Foundation and for matters which cannot be postponed. 2. The Executive shall propose the programme of activities of the Foundation to the Board
Article 7. 1. The Executive is entitled to enter into contracts for the acquisition, sale or mortgaging of properties, and also to enter into contracts wherein the Foundation acts as guarantor for a third party or acts as a guarantee (for a mortgage) if and only if the Board has decided so in a meeting in which all the members of the Board were present or represented and with 2/3 majority of the votes. Such a meeting can be replaced by a postal (letter, telex, e-mail) ballot in which all members of the Board have participated and also with a 2/3 majority of the votes. (This is a standard clause in Dutch constitutions, put in by the lawyer) 2. The Executive is entitled to:
Article 8. 1. The Executive shall represent the Foundation 2. Two members of the Executive acting together can represent the Foundation.
DURATION AND END OF MEMBERSHIP OF THE BOARDArticle 9. 1. Members of the Board are appointed for 4 years. A member appointed as a replacement (for the organisation) resigns at the date of his/her predecessor. 2. Resigning members can be re-elected immediately except those who become 70 years old in that year. 3. The Board shall make a schedule of resignation to ensure that the whole Board does not resign at the same time. 4. Membership of the Board ends:
ADVISORSArticle 10. The Board can decide to appoint advisors. Advisors can join the Board and will have an advisory vote. (This article allows for appointing individuals to the Board)
FINANCIAL STATEMENT, FINANCIAL YEARArticle 11 1. The financial year is the calendar year. 2. At the end of each financial year the accounts of the Foundation are finalised. From the ‘books/records’ the Treasurer makes a balance sheet and an account of profit and loss for the preceding year. The financial statement will be presented to the Board within 6 months form the end of the financial year; it may be accompanied by an accountant’s audit. (An accountants audit is not required) 3. The financial statement will be approved by the Board in its 2 yearly meeting.
Article 12. The Board can decide to open an office for the foundation. The organisation and operation of the office are run according to regulations decided by the Board.
REGULATIONS Article 13. 1. The Board is entitled to make regulations about matters not in the constitution. 2. Regulations may not conflict with the law or with the constitution. 3. The creation or change of regulations is made by the Board according to the procedures for changing the constitution. As far as relevant.
CHANGING THE CONSTITUTION Article 14. 1. The Board is entitled to change the constitution. The decision must be made with a 2/3 majority of the votes in a Board meeting in which ¾ of the members are present or represented. If ¾ are not present or represented a new meeting is called after a minimum 2 months period, and in this meeting the decision to change the constitution can be made by the majority of those present no matter how many. 2. Changes in the constitution do not take effect prior to being deposited legally (with the chamber of commerce). Every member of the Executive is entitled to sign the document in which the constitution is changed.
CLOSING AND DISBURSEMENT Article 15. 1. The Board is entitled to dissolve the foundation. To do this the Board must follow the same procedures as for changes in the constitution as far as relevant. 2. After it has been dissolved, the Foundation will remain in existence so far as is necessary to disburse its capital and its financial affairs. 3. The ‘winding up’ is done by the Executive. 4. During the ‘winding up’ the regulations of the constitution remain valid as far as possible. 5. If there is a positive balance (after winding up) this will be used in accordance with the aims of he foundation as far as possible. 6. After ending the winding up the financial books and official documents of the dissolved foundation remain for 10 years in the keeping of the person designated by the Board.
FINAL REGULATION Article 16. For all cases for which neither the law nor this constitution provides, the Executive decides. For this first time the Executive will consist of:
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