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The African Professionals for Progress is a non-profit organization governed by the present Articles and by Articles 60 et seq. of the Swiss Civil Code.for membership.

Art. 1. Legal form, headquarter, duration

  1. The African Professionals for Progress (APP) is a non-profit organization governed by the present Articles and by Articles 60 et seq. of the Swiss Civil Code.

  2. Its headquarter is located in Zurich.

  3. The Association shall be of unlimited duration.

Art. 2. Purpose

  1. The APP is not commercially, politically and religiously motivated.

  2. Its main goal is to create a global network of highly skilled and trained individuals from Africa, the Diaspora and Afro-Descendance to leverage knowledge, knowhow & skills for the benefit of Africa and its populations be it on the continent or abroad.

  3. The APP particularly aims to:

    1. Create and maintain a strong and vibrant network to work towards its goals;

    2. Participate to the professional development of its members;

    3. Provide an effective platform for discussion and reflection that should bring about positive change for African populations globally;

    4. Provide mentoring for young Africans to facilitate and advance their academic and professional career;

    5. Organize and facilitate events that foster research, innovation and entrepreneurship;

    6. Push forward the African Intelligentsia globally.  

Art. 3. Resources

The sources of revenues of the Association would consist of:

  1. The amount of the enrolment fees, contribution required only during the first sign-up of the active member;

  2. The annual membership fees;

  3. Donations, contribution and grants from public or private organizations; 

  4. Revenues from income-generating activities of the Association

  5. Any other resources authorized by Swiss law.

Art. 4. Membership

  1. Highly skilled and trained individuals from Africa, the Diaspora and Afro-Descendance may become members of the APP.

  2. The amount of the annual membership fee is fixed and endorsed by the Board.

  3. Membership applications should be sent to the Board by email.

  4. The Board decides on the admission or rejection of applicants based on the APP Articles.

  5. The list of APP members is annually updated by the Board, which must ensure that each member has her/his membership renewed if she/he wishes so.

  6. Any member who wishes to resign must notify the Board in writing. The termination is effective after confirmation from the Board.

Art. 5. Obligations and rights of members

  1. Only members may vote in the General Assembly and be elected into the Board.

  2. Each member has one vote in the General Assembly.

  3. Members are required to make sure that the purposes of the APP are met and contribute to their implementation.

  4. The obligations and rights of a member are annulled by resignation, exclusion, or death.

  5. A member who has resigned or is excluded has no right to the assets of the APP and cannot claim refund of any donations or contributions made.

Art. 6. Exclusion of members

  1. A member shall be excluded in case of misconduct and unconstitutional practice.

  2. The exclusion of a member is pronounced at the General Assembly on the proposal of the Board.

  3. The Board must sanction the exclusion.

Art. 7. General Assembly

  1. The General Assembly is the supreme organ of the APP. It closes the ongoing financial year and opens the next. It takes all decisions that do not, by law and the present Articles, depend on other bodies of the APP, including the:

    1. Election of the Board members;

    2. Yearly appointment of a Control Body;

    3. Approval of Board annual reports;

    4. Approval of financial statements;

    5. Approval of the coming budget;

    6. Review of any proposals from the Board or a member included in the agenda;

    7. Decisions on possible amendments to the Articles.

  2. The General Assembly convenes once a year. It takes place regardless of the number of present members.

  3. Extraordinary General Assemblies may be convened by the Board at the request of at least one fifth of the members or by the decision of the Board.

  4. The date of the General Assembly is communicated by the Board at least one month in advance. The agenda is published at least 15 days in advance. All members have the right to make proposals. Proposals should be submitted to the Board at least 20 days before the General Assembly and will be added to the agenda.

  5. The Secretary is responsible of writing the protocol of the meeting. It will be sent after the meeting to all the members by email.

  6. Before the start of the General Assembly, the Board is responsible for checking the right to vote of those present.

  7. All members may attend the General Assembly and are entitled to one vote. Vote may be cast directly or through a proxy. A copy of the proxy must be sent to the Board at least 24 hours prior the General Assembly.

  8. The decisions of the General Assembly are taken by a simple majority. A two-third majority is required for changes regarding the Articles.

Art. 8. Board

  1. The Board is the executive body of the APP. It leads the Association under the guidelines of the APP Articles. In particular, the Board:

    1. Admits new members, rejects applicants, and excludes members;

    2. Prepares the annual budget;

    3. Decides on the events to organize or facilitate;

    4. Ensures the organization and smooth running of events;

    5. Decides on projects to develop;

    6. Maintains contact with partners or donors;

    7. Organizes fundraising;

    8. Maintains the accounts and submit them to the General Assembly;

    9. Convenes the General Assembly and sets its agenda;

    10. Proposes changes to the Articles in the General Assembly;

    11. Is responsible for the communication with the members.

  2. The Board consists of 4 to 5 members. It consists at least of a President, a Vice-President, a Treasurer, and a Secretary. The Board meets as often as needed for good operation. Each Board member has one vote. Decisions are taken by a simple majority of the members present. In case of equality of votes, the president has the casting vote. The Board presents a report of its activities to the General Assembly.

  3. A member who wishes to be a candidate for the position of President must have been an active member of APP for at least one year to be considered a legitimate candidate.

  4. The Board is elected by the General Assembly for a one-year term. The Board members can be re-elected. The Board informs the members at least two months before its mandate expires and calls for candidacy for the next elections. In case a member of the Board cannot serve until the end of their term, the Board may appoint another member for the remaining time. Replacement of President, Vice President, Treasurer and Secretary should be done at an Extraordinary General Assembly convened by the Board. The General Assembly discharges the Board of its obligations to the APP at the end of its mandate.

Art. 9. Control Body

  1. An auditor and a deputy are responsible for auditing the accounts and the reports presented by the Board, and then present a report to the General Assembly.

  2. The auditor may at any time require the production of accounting documents and may check the financial status of the Association. The auditor may convene extraordinary general meetings to report serious malfunctions. The auditor may attend meetings of the Board if they so wish. The Board shall forward the accounts and the reports one month before the General Assembly to the auditor for the latter to examine them.

  3. The auditor and the deputy are elected annually by the General Assembly. They may be reappointed. Any member of the Association may be elected with the exception of current board members.

Art. 10. Liability and Signature

  1. The commitments and responsibilities of APP are only guaranteed by its assets. Members and the Board are not held liable for commitments made by the Association.

  2. The Treasurer and the President have individual authority and access over the bank accounts of the APP for all operations in agreement with the decisions made by the Board. For non- financial commitments, the APP is only bound by signature after a collective decision of the Board or at least of the President, the Vice-President and another member of the Board.

Art. 11. Dissolution

The dissolution of the APP can only be decided by the General Assembly. A two-third majority of the membership is required. The eventual assets remaining after payment of all the debts of the APP will be awarded to an Association or Institution with the same or similar goals. In no case shall the property be returned to the founders or the members, nor used in full or in part to their benefit.

Art. 12. Final Statements

The English version of this document is legally binding. In case of translation of the Articles into other languages, the English text prevails. For all cases not covered by these Articles, the Association relies on Articles 60 et seq. of the Swiss Civil Code.

Art. 13 Entry into force

These Articles shall enter into force on the day following their approval by the General Assembly of members, but not before they have been approved.

Zurich, 2 February 2020

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