Charter & Bylaws

These two texts have been adopted at the constitutive Assembly of Delegates on April 26, 2009. Bylaws amended by the Assembly of Delegates, April 16, 2011.

Charter of Maison Chance

Maison Chance in Vietnam, the International Federation Maison Chance and the national associations members of Maison Chance Federation adhere to the following founding postulates and rules of action.

Founding Postulates

The national associations of Maison Chance are created in order to support the existence and development of the Maison Chance project in Vietnam. Their actions are based on the following postulates:

1) Maison Chance main objective is to offer to disadvantaged children and disabled the possibility to live with dignity, to acquire training and to achieve personal autonomy within the society.

2) Maison Chance is a unique and original project bound by the inspiration and personal engagement of its founder Tim Aline Rebeaud.

3) Maison Chance is a strictly humanitarian project, free of any national, political or religious allegiance. This project is in accordance with the Universal Declaration of Human Rights. It aims, in particular, to implement article 22 which states: “Everyone, as a member of society, has the right to social security and is entitled to realization, through national effort and international co-operation and in accordance with the organization and resources of each State, of the economic, social and cultural rights indispensable for his dignity and the free development of his personality.”

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Rules of action

In their actions in support of Maison Chance, the national associations, scrupulously respect the following rules:

1) Transparent accounting to allow each donor to verify the use of funds he or she contributed to Maison Chance.

2) Administrative expenses must under no circumstances exceed 10% of the total sums collected for Maison Chance, whether they are in the form of donations, inheritance, contributions or others.

3) No contribution of any form can be accepted by Maison Chance if linked to conditions presenting any appearance of incompatibility with the founding postulates.

Bylaws of Maison Chance

Preamble

The Maison Chance Associations, constituted at a national level in various countries, have for core mission to come to the aid of disadvantaged children and disabled in Vietnam.

They adhere to the Charter of Maison Chance (“Charter”), a non-governmental organization created in 1996 and recognized officially by the Vietnamese authorities. The basic principle underlying Maison Chance activities is the protection of human dignity and, in particular, the support of the most destitute and the disabled to achieve autonomy and integration into society. Their work is strictly humanitarian; they are politically and denominationally neutral.

On an international scale, the International Federation fulfils the need to coordinate the work carried out in the name of Maison Chance globally, its activities in the field and their development and financing.

Article 1 – Legal Framework

The International Federation Maison Chance, (hereafter “Federation”) is an association established under Swiss law, whose members are the associations, societies or other legal structures, constituted in different countries and bearing the name Maison Chance which aim is to come to the aid of disadvantaged children and disabled in Vietnam, (hereafter “national associations”). Their work is accomplished through the non-governmental organization Maison Chance in Vietnam.

Article 2 – Headquarters

The headquarters of the Federation are in Switzerland.

Article 3 - Objectives

1. The Federation main objective is to coordinate the activities of national associations and to ensure the financial transparency of Maison Chance in Vietnam.

2. Besides financial support, the Federation also provides Maison Chance of Vietnam with assistance in the form of advice, training, recruitment of volunteers, dispatch of medical or teaching material, and in any other way deemed appropriate.

Article 4 - Members

1. All national associations formed with the intention of supporting the activities and the projects of Maison Chance can be members, provided that they agree to respect the present Bylaws as well as the Charter of Maison Chance.

2. The bylaws of the national associations must be compatible with the Bylaws and the Charter of the Federation and mention their membership in the Federation.

3. If a national association is unable to fully comply with the present Bylaws because of the legislation of its country, it can express a reserve in its own bylaws. The Assembly of Delegates has the right to decide if the reserve is compatible with the member status of the Federation.

Article 5 – Rights and Obligations of Members

The national associations conduct their activities, programs management and contributions in conformity with the regulations in their respective countries. Moreover, as members of the Federation, they have the following rights and obligations:

1. Rights : The national associations have the following rights:

a. to appoint a representative in the Assembly of Delegates of the Federation;

b. to use the name of Maison Chance in their own territory, as well as the logo and any other sign of identification of Maison Chance for all their activities;

c. to receive all possible services and information from the Federation, in accordance with its general purpose ;

d. to submit projects to the Executive Committee or to the Assembly of Delegates.

2. Obligations : The national associations have the following obligations:

a. to act at all times in accordance with the present Bylaws and the Charter of Maison Chance;

b. to conform to decisions made by the Assembly of Delegates;

c. to submit annual reports to the Federation together with the financial statements established according to the principles adopted by the Executive Committee of the Federation, and to the recommendations of its external auditors;

d. to inform the Federation of their activities, modifications to their status and composition of their management group;

e. to submit to the Federation copies of publications (news bulletins, flyers, posters, electronic documents, advertisements, etc.) distributed in their sphere of activity; if they have a website, they should ascertain its coherence with the international site.

Article 6 – Suspension of Membership

1. Any national association may withdraw from the Federation after a six-month notice.

2. A national association can be excluded from the Federation by decision of the Assembly of Delegates. The exclusion may apply should the national association seriously violate the present Bylaws or the Charter of Maison Chance.

3. Prior to the exclusion decision, the Assembly of Delegates may assign a waiting period for the excluding national association to conform with or rectify its action which is the cause of the decision.

4. The national association which ceases to be a member immediately loses the rights listed in Article 5.

Article 7 – Composition of the Federation

The bodies of the Federation are:

1. The Assembly of Delegates (cf. Article 8)

2. The Executive Committee (cf. Article 9)

3. The external auditors (cf. Article 12)

Article 8 – The Assembly of Delegates

1. The Assembly of Delegates is the supreme body of the Federation.

2. It is composed of one delegate per national association member of the Federation.

Capacities of the Assembly of Delegates:

3. The Assembly of Delegates has the following functions:

a. establish the Bylaws of the Federation and the Charter of Maison Chance;

b. decide on the admission or exclusion of a national association;

c. elect the Executive Committee and its President;

d. appoint the external auditors, based on the Executive Committee’s recommendations;

e. approve the annual report of the Executive Committee and the accounts;

f. adopt the budget of the Federation;

g. render an opinion for any Maison Chance project requiring substantial financial commitments.

Sessions of the Assembly of Delegates

4. The Assembly of Delegates will meet once a year in general session. This session will be held, as a rule, in the city where the Federation has its headquarters, unless a different choice has been adopted by a majority of the delegates. The Assembly of Delegates may officially confer by means of conference call or by the Internet, and make decisions by means of circulated notices.

5. The Assembly of Delegates will meet in an extraordinary session when the Executive Committee or at least one third of the members of the Federation so request. An extraordinary assembly must take place within two months of the presentation of the request.

Means of decision of the Assembly of Delegates

6. Each national association member of the Federation has one vote at the Assembly of Delegates.

7. The Assembly of Delegates meetings are chaired by a member of the Executive Committee who does not participate in the voting.

8. The Assembly of Delegates decisions are made by a simple majority vote of the members taking part in the voting. The decisions are valid if at least 50% of members cast their votes. In case of equal vote, the decision is postponed until the next general session meeting of the Assembly of Delegates.

9. The absolute majority, calculated from the whole body of the members of the Federation is required for:

a. election of the President of the Executive Committee;

b. admission or the exclusion of a member;

10. A two-third majority of the members of the Federation is required for:

a. transfer of the headquarters of the Federation;

b. modification of the Bylaws of the Federation;

c. dissolution of the Federation.

Article 9 – The Executive Committee

The Executive Committee has the following functions:

1. The Executive Committee is the operational branch of the Federation. It assumes the following functions:

a. manage the Federation within the capacities defined by the current Federation Bylaws and in execution of missions conferred by the Assembly of Delegates;

b. organize and convey the meetings of the Assembly of Delegates;

c. ensure the administrative work of the Federation;

d. represent the Federation with third parties;

e. plan and coordinate financial and operational activities and projects of Maison Chance in Vietnam;

f. maintain the accounting books for the Federation as well as consolidate all financial statements of the national associations and of Maison Chance in Vietnam;

g. prepare an annual report to the Assembly of Delegates, the budget for the coming year and a strategic plan.

Composition and Organization of the Executive Committee:

2. The Executive Committee is composed of five persons elected by the Assembly of Delegates: the President, the Treasurer, the Secretary and two other members. The President is elected by the Assembly of Delegates. The other functions are defined and designated within the Executive Committee. The Executive Committee may, within the limits of its budget, hire paid staff to ensure the proper functioning of the Federation. (1)

3. The Executive Committee makes decisions

a. by simple majority vote, and in a case of stalemate, the President decides.

b. The Director of Maison Chance may participate in the deliberations of the Executive Committee in an advisory capacity.

c. The Committe may request the participation of paid employees of the Federation, whom, in that case, provide consultancy advise only and have no vote. (2).

Length of terms of office:

4. Members of the Executive Committee are elected for a term of one year by the Assembly of Delegates. Outgoing members are eligible for re-election.

5. The President is elected among the members of the Committee (cf. Article 8, Sec. 9, Sub. a). The same person cannot be elected to this function for more than eight consecutive years.

6. A member of the Executive Committee may resign before the end of his or her term of office. However, he or she remains in office until a replacement is confirmed in the next general session of the Assembly of Delegates.

7. If a member must resign by force majeure, the Executive Committee shall organize a special election to replace the said member.

Remuneration of members of the Executive Comittee:

8. The members of the Executive Comittee act voluntarily and are only entitled to be compensated for their actual costs and travel expenses related to their fonction. For activities which exceed the usual frame of the function, each member may receive an appropriate compensation. (1)

Article 10 – Expenses of the Federation

1. The administrative expenses of the Federation are covered by the national associations within the limits defined by the budget adopted by the Assembly of Delegates;

2. The national associations share equally in the administrative costs of the Federation. For those which resources are substantially below the average, the Executive Committee may assign a lower contribution in its budget;

3. In case donations or financial contributions are made directly to the Federation, a maximum of 10% of those contributions may be used for administrative purposes.

Article 11 – Financial Statements

1. The Federation establishes the consolidated financial statements on an annual basis for the following three entities: the Federation, the national associations and Maison Chance in Vietnam. These consolidated financial statements shall include:

a. assets and liabilities,

b. for Maison Chance in Vietnam : its revenues (product sales, rent, etc.), expenses and reserves ;

c. for the national associations: its revenues, administrative expenses, financial contributions to Maison Chance in Vietnam and reserves;

d. for the Federation : its revenues, administrative expenses and reserves.

2. The accounting principles used for the establishment of financial statements are explained in the notes to the financial statements.

3. The financial statements will show clearly the sources and uses of funds for particular projects or programs. If the funds restricted for a project exceed the final costs of the project, the direction of Maison Chance may assign the surplus to other projects or to its operating funds, after consultation with the Executive Committee.

4. The annual report including the financial statements established by the Executive Committee are submitted to the Assembly of Delegates for approval.

Article 12 – Account Verification

The accounts of the Federation and the consolidated financial statements are to be examined by an external auditor, who will draw up his own report to the Assembly of Delegates. The external auditor will have access to all accounting information which he considers pertinent related to the national associations, the Federation and the Maison Chance in Vietnam.

Article 13

In case of dissolution of the Federation, the available assets will be allocated to an institution pursuing a purpose of public interest similar to that of the association and eligible for tax exemption. On no accounts shall the assets be returned to the founders or members, nor used to their profit in whole or in part, in any manner whatsoever. (2)

(1) amended by the Assembly of delegates on April 16, 2011.

(2) Added by the Assembly of delegates on April 16, 2011.

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