Re: PostgreSQL Europe statutes : FREEZE

On Sun, 2008-02-17 at 19:16 +0100, damien clochard wrote:
> Ok the final version is here.
>
> http://wiki.postgresqlfr.org/doku.php/pgeu:statutes
>
> Please take some time to read it and send any modification or typo before
> wednesday 20th. I'll do the french translation this week.

Is the document's definitive text to be in English or in French?

There are quite a lot of alterations that need to be made to the
English. Some are minor points of grammar or spelling; but in some
places the English doesn't make sense:

Article 1:

"The association takes the following denomination" -> "The association
shall be called" (denomination signifies the value of a currency note or
a particular segment of the Christian church).

Article 3:

"registred" -> "registered" (x 2)

Article 5:

"resquest" -> "request"

Article 6:

Split the third reason into non-payment and some serious reason.

Should not exclusion for non-payment be automatic? Why should it need a
board decision?

I suggest:
"Membership is lost by
sending a letter of resignation to the President;
death;
failing to pay the annual subscription within 2 months of its becoming
due;
being excluded by decision of the Board of Directors for some serious
reason, after having been given an opportunity to offer explanations to
the Board."

Article 7:

"The greatest entity..." -> "The supreme body..." (not English idiom)

"The moral report" : this cannot be what you mean to say. In English,
"moral" is to do with matters of right and wrong. More likely you mean
something like a report on the activities of the association. The
English would be "Directors' report" or possibly "Activities report".

"...will be sent to members prior to the members before the General
Assembly" -> "...will be sent to members by email or otherwise at least
7 days before the meeting" (original is garbled; some advance notice
must be required, to give people time to think)

"...may propose a subject on the agenda" -> "...may place an item on the
agenda; an item for the agenda must be received by the President
[Secretary?] no later than 8 days before the meeting" (to allow 7 days
for notice to be sent to members.)

I suggest that only paid-up members should be allowed to vote at a
general meeting:

"Members may not vote in a meeting of the General Assembly unless they
have paid any subscription due for the year or have been excused payment
for that year by a resolution of the board."

The article refers to "represented" members, but does not state how
representatives are to be appointed or authorised.

Article 8:

"They are reeligible." -> "Retiring directors are eligible for
re-election." (not an English word)

"cooptation" -> "cooption" (x 2)

The article refers to "represented" members, but does not state how
representatives are to be appointed or authorised.

"It allows all acquisitions, disposals rental and contracts of all kinds
to intervene between the association and individuals or legal entities,
of public or private right." This is meaningless in English and I can't
guess what you meant. Please explain what it is supposed to mean (or
write it in French).

"revoked" -> "removed"

"revoked by right" -> "removed automatically" (not English idiom)

"absences to the Board of Directors meetings" -> "absences from meetings
of the Board of Directors"

"does not participate in the voting." -> "do not ..." (plural subject)

Article 9:

"Comittee" -> "Committee" (x 6)

"The Board of Directors elects among its members" -> "...elects from
among..."

"The outgoing Executive Comittee ensures his duties until" ->
"...continues to carry out its duties until" (not English)

"the voice of the President is dominating" -> "the President shall have
a casting vote" (or "the President shall decide the issue")

"In the event of someone leaving the Executive Committee for whatever
reason, the replacement of outgoing member will be made during the next
Board of Directors. The end of the mandate of replacing member is the
same as that of the member replaced." -> "In the event of a vacancy on
the Executive Committee, for whatever reason, the outgoing member shall
be replaced at the next meeting of the Board of Directors. The end of
the replacement's mandate shall be the same as that of the outgoing
member."

"The President shall manage the association, and call and presides" ->
"...manages..., calls and presides" or "...shall manage..., call and
preside" (confusion of tenses)

"The President has the ability to sign on any document committing the
association. It may grant" -> "Only the President has the power to sign
any document committing the association. He may grant" ("It" would
refer to the document)

"and financial accounting of" -> "and accounts of"

"THE PRESIDENT represents the association in all acts of civil life, and
is vested with powers to that effect. He concludes any agreement with
individuals or legal persons, provided THAT he has the authorization of
the Board of Directors. In this capacity, he signS contracts on behalf
of the association. The president is entitled to CONDUCT any DEALINGS
WITH any PUBLIC BODY, especially in tax matters, and to open any bank OR
POST OFFICE account. He acts IN LEGAL MATTERS on behalf of the
association, with the permission of the Executive Committee, either to
MAKE claimS ON BEHALF OF THE ASSOCIATION or to defend IT." [capitalised
words represent amendments for good English]

"he is replaced by one of the Treasurer" -> "he is replaced by the
Treasurer, or failing him, one of the other members of the Executive
Committee" (it looks as if you missed something out)

"for keeping under his control the accounts of the association" -> "for
keeping the association's accounts under his own control"

"He collects revenues and it performs any payment" -> "...and he makes
payments"

Article 10:

"Members of the association, may not receive any compensation" ->
"...association shall not receive..." ("may" is ambiguous)

Article 11:

"are made from" -> "come from"

Article 12:

"provided that it respect the aims and ethics" -> "provided that they
respect the association's aims and ethics"

Article 13:

"Any act or service performed" -> "...to be performed"

"If the act or service on behalf of the association is paid, it can lead
to retribution, the association in this case being the sole beneficiary
authorized, in the person of its treasurer." I am not clear what this
means. "Retribution" means "punishment", which seems unlikely. Perhaps
you mean to say: "If an act or service on behalf of the association is
paid, any monies received must be paid to the Treasurer, who is the sole
person authorised to receive money for the association."

"or any person authorized" -> "or a person authorised"

"Only the General Assembly has the power add articles, amend or modify
these statutes, and then adopt them." Until the statutes have been
adopted, the General Assembly does not exist, so this sentence is really
redundant.

The whole article could read: "No modification of or addition to these
statutes shall be made except by a majority of not less than 2/3 of
members voting at a meeting of the General Assembly of the association."

Article 15:

This is titled "Governing Law", but Article 1 says that the association
is governed by French law. Is this article redundant? or does it even
conflict with article 1? If it relates to dealings with other persons
by contract, this is a matter that is usually defined by the contract.

Is it possible for the registered office of a French association to be
outside France?

--
Oliver Elphick olly(at)lfix(dot)co(dot)uk
Paule, Brittany, France http://www.lfix.co.uk/oliver
GPG: 1024D/A54310EA 92C8 39E7 280E 3631 3F0E 1EC0 5664 7A2F A543 10EA
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