European VF/Validation® Association
EUROPEAN VALIDATION ASSOCIATION (EVA)
Naomi Feil created the VF/Validation® method.
The Validation method developed through practice with maloriented and disoriented old people and is based on psychoanalytic, humanistic and behavioural psychologies. It is a combination of an empathetic attitude, a late-life theory for old-old disoriented and mal-oriented people which helps to understand their behaviour, and uses specific techniques, that insure their dignity through individual and group Validation.
The VF/Validation® method itself, its contents, teaching materials and its quality standards are authorized and trademarked by the VF/Validation® Training Institute in Cleveland OHIO (VTI)
VTI certifies individuals and authorizes organizations to teach, protect and promote the method.
Some of these people and organizations have decided to join together in order to create an Association, with the goal of meeting the needs of old mal oriented and disoriented people and helping their families and all people involved in their care by using the VF/Validation® method.
ARTICLE 1: Name and headquarters
With this document, we create an association which is called: European Validation Association or EVA.
This Association is governed by articles 21 to 79-III of the Local Civil Code maintained in Bas-Rhin, Haut-Rhin and Moselle (French departments), as well as these Statutes.
The Association is legally based in France:
Association « Confluence Alsace »
12, rue des Moulins
The legal address can be transferred with a simple vote of the General Assembly.
The Association is registered in the Association Register of the Court of Strasbourg.
ARTICLE 2 : Object and Goals
The Association promotes the development and uses of the VF/Validation® method in Europe, in order to help disoriented elderly. Further, it encourages the exchange of information and experience among professionals, family members, volunteers and others. In cooperation with VTI, the Association supports the quality of teaching VF/Validation® in Europe. The Association acts according to European and local regulations.
To maintain coherence and a high level of quality, the Association confirms that all new developments in the practice and theory of the VF/Validation® method are authorized by Naomi Feil/ VTI.
The Association is a non-profit organization.
ARTICLE 3 : Means of action
In order to realize its goals, the Association will:
- Organize an annual meeting.
- Provide opportunities for networking and the exchange of ideas, such as symposiums, an internet site, intranet sites for VF/Validation® Teachers and Authorized VF/Validation® Organizations (AVO).
- Take the responsibility for organizing an annual Teacher Meeting.
- Encourage projects that support VF/Validation® and research studies on an European level.
- Promote every other action that reinforces the goals of the Association.
ARTICLE 4 : Duration
The Association is created for an unlimited duration.
ARTICLE 5 :Members
Any organizational or individual who is interested in the goals of the Association can become a member.
Each member agrees to adhere to these statutes.
The Association is composed of:
- IndividualRegularMembers (IRM):
Individual Regular Members take active part in the life of the association.
IRM have the right to vote and they can hold one of the Governing Board positions.
IRM have to pay a membership fee.
- Organisation Regular Members (ORM):
Organisation Regular Members take active part in the life of the association.
ORM must nominate a representative in writing, to vote on behalf of itself and/or be
eligible for a position on the Governing Board positions.
ORM have the right to vote. This vote has five times the weight of Individual Regular
ORM have to pay a membership fee
- Honorary Members (HM)
On the proposal of the Governing Board, the ordinary General Assembly can elect Honorary Members.
HM have an advisory function in the General Assembly.
HM do not pay a membership fee.
- Members by Right (MBR)
Members by Right are designated by the statutes or by the Governing Board.
MBR support the values of the association
MBR have an advisory function within the General Assembly.
MBR do not pay a membership fee.
ARTICLE 6 : Resources
Association resources are constituted from:
- Members' subscriptions
- Public or private grants
- Money from conferences/events organized by the Association.
- Income from the goods and legacy of the Association.
- Any resource allowed by current laws and rules.
ARTICLE 7 : Procedure for membership
The Governing Board processes upon the admission of members.
ARTICLE 8 : Loss of membership
Membership can be terminated if a member:
- resigns by written request to the President.
- decision of the Governing Board because he/she does not pay the annual membership fee.
- by a majority vote of the General Assembly, in the case of severe misconduct. Before a decision will be taken, the concerned member will be invited to give written explanation of his/her actions to the Board.
ARTICLE 9 : Ordinary General Assembly- invitation and organization
The General Assembly is composed of all the members of the Association.
It meets at least once a year.
The President sends a written invitation which includes an agenda at least six weeks in advance of the assembly.
Proceeding and conditions to vote:
For a vote to be valid there must be a quorum of 25% of the voting membership present or represented.
If a quorum is not reached, the assembly is convened once again after 15 days. No quorum is necessary.
Decisions made during a general meeting are done by a simple majority of votes cast.
In general, voting is done by hand except in the following cases:
- Three or more members request a secret ballot vote;
- Voting concerns individuals, in which case a secret ballot vote will be used.
A proxy vote is allowed. Each member has the right to a proxy vote. One member can hold up to a maximum of two proxy votes. A proxy vote must be written and attached to the invitation to a General Assembly.
The agenda is set by the Governing Board and shall include points of deliberation and votes that have to be taken at the General Assembly.
Votes are only valid if they concern points that have been scheduled on the General Assembly agenda.
The General Assembly is chaired by the President.
Minutes of all deliberations, votes and decisions made in a General Assembly are kept by the Secretary. These are kept on file.
The minutes are signed by the president, the secretary and one additional member, designated by the General Assembly at the beginning of the Assembly.
An attendance sheet has to be signed by each member, including the names of proxy votes held, and it has to be countersigned by the president, the secretary and the additional person.
ARTICLE 10: Powers of the Ordinary general assembly
Within the limits of the powers imparted by the Local Civil Code and the present statutes, decisions made during meetings concern every member including those who are absent.
The General meeting hears reports concerning the management of the Governing Board.
The General Assembly deliberates and votes on the Governing Board reports, the financial report and must approve the Treasurer’s report, based on the review of an internal auditor.
GA deliberates on every other matter of interest included on the agenda for the meeting.
GA votes on the proposed budget for the following year.
Governing Board members and the auditor are nominated by the General Assembly based on article 9 of these statutes.
ARTICLE 11: The Governing Board
The association is administrated by a Governing Board which is composed at least of 4 elected members.
VTI may appoint a representative to be part of the Governing Board.
If necessary, the Governing Board can appoint additional advisory members to the Governing Board.
Duration of Mandate :
Governing Board members are elected for 6 years at the Ordinary General Assembly, excepting the VTI representative.
In order to create a three-year cycle of rotation, one half of the elected members of the Governing Board will change every 3 years.
If a position is vacant, the Governing Board may temporarily fill the position. The position will be definitively filled at the next Ordinary General Meeting. The term of office will end at the original six-year term.
ARTICLE 12: Eligibility for Governing Board Positions
Any member who has paid his/her membership fee can be elected to the Governing Board. This does not apply to the VTI representative
ARTICLE 13: Positions in the Governing Board
The elected members of the Governing Board (GB) define the positions in the GB which must include positions of the Presidents, the Treasurer and the Governing Board secretary.
He/she enforces the Statutes and watches over the interests of the association. He/she supervises the management of the association and makes sure that the decisions made by the Governing Board are followed.
He/ she represent the association in all legal, juridical and extra-juridical activities.
He/she can delegate his/her representative functions to other members of the Governing Board.
He/she maintains the financial accounts. He/she gives a report of the annual accounts at each general meeting, and proposes a budget for the following year.
The Secretary for EVA Governing Board
He/she is in charge of all correspondence of the association. He/she writes minutes of the General Assembly and the Governing Board meetings.
He/she also keeps a register of decisions made during General Assemblies and decisions made by the Governing Board.
Secretary for VF/Validation® Teachers
He/she is in charge of all correspondence concerning teacher’s affairs in relation with EVA.
He/she writes the minutes of the teacher meeting and gives his/her report to the General Assembly.
In addition to the elected members and to reinforce the links and the exchanges between EVA and VTI, EVA decided to create a special position for VTI in the Governing Board. The VTI representative has an advisory vote.
VTI can designate a representative and gives written notice to the President.
ARTICLE 14: Meetings of the Governing Board
The Governing Board meets at least once per year and is convened by its President or if three Governing Board members request it.
The agenda is set by the President in cooperation with the Governing Board, using suggestions from the General Assembly. The agenda is sent with the invitation to the meeting, either by email or by post. It must be sent at least six weeks prior to the proposed meeting.
Only points included in the agenda can be voted upon.
At least three of the Governing Board members must be present in order for decisions to be valid.
Decisions are made by a simple majority of the members present. If a majority can not be reached, the President’s vote counts double.
Decisions are made by a hand vote. A secret, written ballot must be used if more than half of the present members request it. Minutes shall be taken. Minutes are kept on file by the Secretary and must be signed by the President and Secretary.
An attendance sheet must be signed by each member present.
ARTICLE 15: Powers of the Governing Board
The Governing Board makes decisions that are necessary for the daily functioning and management of the association and which do not fall under the responsibilities of the General Assembly. The Governing Board is responsible for accurate minutes of the General Assembly. Within three months of the GA, the minutes will be written, signed by President, Secretary and the additional person, kept on file and copy sent to all members once they are registered.
The Governing Board may open a bank account at a reputable bank, use funds and take out a loan.
The Governing Board may enter into any contracts for the good working of the association. Asks for subventions and founding, etc…
ARTICLE 16: Payments and reimbursements of expenses
Members of the Governing Board may not receive any payments for the functions they fulfill.
Elected members of the Governing Board may be reimbursed for expenses incurred during the execution of their duties, if properly documented with receipts, and if there are funds available.
ARTICLE 17: Extraordinary General Assembly
An Extraordinary General Assembly is called in order to change the Statutes, to dissolve the association, or if at least 10% of the membership requires such a meeting.
For decisions to be valid, the Extraordinary General Assembly has to be composed of at least two thirds of the members who have the right to vote to be present or represented by proxy as defined in article 9.
If the quorum is not reached, the Extraordinary General Assembly is reconvened. Then it is able to vote no matter the number of members present.
Procedures for convening an Extraordinary General Assembly and voting are the same as with ordinary general assembly, as described in article 9 of these statutes.
ARTICLE 18: Changes to the statutes
Changes to the Statutes of the Association must be approved by a two thirds majority of an Extraordinary General Assembly.
Discussion shall be limited to the adoption or rejection of specific proposals that have already been voted on by the Governing Board and are announced in the agenda.
Changes to the Statutes will be written in the minutes, signed by the President, the Secretary and one additional member. It will be sent to the tribunal of registration within three months.
ARTICLE 19: Dissolution of the association.
The dissolution of the Association must be approved by a two thirds majority of an Extraordinary General Assembly.
The members shall designate one or more persons to be in charge of the liquidation of assets of the Association. This designation is made by a simple majority.
Disposable assets may be given to an Association which has similar aims chosen by the General Assembly.
ARTICLE 20: Auditor
Accounts are managed by the Treasurer and are checked annually by one auditor who has to present a written report of the audit at the General Assembly. The Auditor is elected for three years by the General Assembly. He/she can be re-elected. The Auditor cannot be a member of the Governing Board.
ARTICLE 21: Policies and procedures
The Board shall establish internal and external policies and procedures which execute these statutes.
Policies and procedures shall be submitted to the General Assembly for approval and votes. All changes and additions to the policies and procedures shall be submitted to the General Assembly for deliberation and approval by vote.
ARTICLE 22: Approval of the Statutes
These statutes have been agreed upon by the founding general assembly membership, which took place in Strasburg.
Date : 2009, February, 14th