The Bylaws of the Estonian Women’s Studies and Resource Centre (hereafter Centre), a non-profit organisation, adopted on November 6, 1996.
I. The name of the Centre, its location, aims and purposes, and fiscal year.
1.1 The official name of the Centre is Estonian Women’s Studies and Resource Centre. The abbreviation of the official name is ENUT.
1.2 The location of the Centre is the Republic of Estonia, Tallinn.
1.3 The aim of the Centre is to act as an institutional resource for information on Women’s Studies and gender research: to disseminate information and documents on gender studies; to promote and co-ordinate information among academic and community institutions and NGOs interested in women and gender issues; to support the training and retraining of women; to promote the advancement of women’s studies in Estonia, and to issue stipends.
1.4 An Advisory Board, consisting of domestic and/or foreign specialists, advises the Centre on activities.
1.5 The fiscal year of the Centre begins on January 1 and ends on December 31.
1.6 The Centre is founded for an undetermined period.
II. Membership terms and conditions; resignation and expulsion from membership.
2.1 Any person, group, or institution wishing to develop activities in accordance with the aims of the Centre may present a written application to the Administrative Board of the Centre according to the specifications of the Board, in which he or she agrees to abide by the Centre’s Bylaws; the written application shall be accompanied by the written recommendation of two members of the Centre, and by payment of the membership fee determined by the General Meeting.
2.2 The Administrative Board of the Centre admits an applicant into membership.
2.3 To cease membership in the Centre, the member shall apply in writing to the Administrative Board. The Administrative Board shall then, by the decision made at its next meeting, remove the member’s name from the membership list.
2.4 The Administrative Board may remove a member’s name from the membership list, if the member has not paid the annual dues by the end of the fiscal year.
2.5 A decision to expel a member shall be exercised by the Administrative Board at its meeting, provided that the member is informed of this action in writing at least two weeks before the scheduled meeting. The member shall have the right to be present at said meeting and to participate in the expulsion from membership discussion. A decision to expel a member shall be valid if approved by one-half of the members of the Administrative Board.
2.6 The expelled person shall have the right to demand reconsideration of the expulsion at the next scheduled General Meeting of members following the expulsion.
III. Rights and Responsibilities of Members
3.1 Members of the Centre shall have the right:
a) to participate with full voting rights in the general meetings of the Centre
b) to be elected to the Administrative Board and other bodies of the Centre
c) to receive information from the Administrative Board and other bodies concerning the activities of the Centre
d) to use the services of the Centre in accordance to the rules adopted by the General Meeting
3.2 Members of the Centre shall have the following responsibilities:
a) to comply with the Bylaws of the Centre and the decisions of its bodies. To pay the membership dues determined by the General Meeting
b) to pay membership dues by the deadline set by the Centre.
c) in the event of change, inform the Administrative Board of his or her new address, and ID code no later than two months following the change.
d) to pay full year’s membership fee regardless of membership termination date.
IV. General Meeting
4.1 The supreme body of the Centre is the General Meeting, where every member of the Centre has one vote
4.2 The jurisdiction of the General Meeting includes:
a) adopting and changing of the Bylaws
b) changing the aims and purposes of the Centre
c) election of the members of the Administrative Board
d) making decisions and concluding agreements with a member of the Administrative Board or of another official body of the Centre; rendering a decision with respect to a claim made upon such member; and appointing a representative of the Centre in the case of such an agreement or claim.
e) decisions regarding sale of real estate and of movable property registered to the Centre; determining of terms for the mentioned transactions regarding Centre’s real estate and movable property.
f) decisions about matters not assigned by law or by the Bylaws to the jurisdiction of other official bodies.
4.3 General Meeting shall be called by the Administrative Board:
a) to confirm the Annual Report
b) whenever at least one-third of the membership requests it in writing, indicating the reason for it.
c) on other occasions demanded by the interests of the Centre.
4.4 To convene a General Meeting, the Administrative Board shall issue a call at least 14 days in advance, indicating the time, place, and agenda of the meeting or send such a written announcement to every member of the Centre at least 14 days in advance.
4.5 The General Meeting shall have a quorum if over one-half of the Centre members are in attendance or represented by proxy
4.6 A decision of the General Meeting shall be considered passed if over one half of the members of the Centre or their representatives vote in favour.
4.7 To change the Bylaws a 2/3 majority vote shall be required; to change the aims and purposes of the Centre, membership unanimity is required.
4.8 A General Meeting shall be held once a year.
V. Administrative Board
5.1 The activities of the Centre shall be directed and represented by the Administrative Board composed of at least 5 members.
5.2 The term of office for members of the Administrative Board shall be 2 years.
5.3 The Administrative Board shall represent the Centre in all legal transactions.
5.4 In transactions exceeding the sum of 200.000 crowns (EEK), the Centre must obtain advance approval of the General Meeting.
5.5 A simple majority of votes shall be necessary for decisions made by the Administrative Board.
5.6 An Administrative Board member has the right to designate a member of the Centre to act in her/his name in the event that it is impossible for her/him to attend the Administrative Board meeting.
5.7 The Administrative Board shall have the right to form task forces for a variety of projects and areas of activity. Task forces that are legal entities shall have the right to maintain independent bank accounts.
5.8 The Administrative Board meets at least six times a year.
5.9 The Administrative Board approves the Administrative Director’s job description and hires the Centre’s Administrative Director.
5.10 The Administrative Board elects among its members the chairperson.
5.11 The Administrative Board approves the members and their assignments recommended by ENUT members to the Advisory Board.
VI. Association, Division, and Liquidation
6.1 The association, division, and liquidation shall take place according to measures enacted by the law.
6.2 The liquidators of the Centre are members of the Administrative Board or persons appointed by the General Meeting.
6.3 In case of liquidation of the Centre, the remaining property shall be handed over in total to a non-profit organisation or an institution having same aims and purposes as the Centre, in accordance to the decision by the General Meeting.