This is the translation of the Statutes of the Youth Organization Trajectorya as adopted on the 01.04.2005. at the General Assembly of members.
§ 1 General Provisions
The Non-profit organisation (the organisation) is a youth organisation officially named Trajectorya MTÜ (Youth Organisation Trajectorya – Noorteorganisatsioon TRAJECTORYA).
The registered legal address of the organisation is Läänemere tee 27-53, 13914 Tallinn, Estonia.
The organisation is a voluntary association of persons, whose principal activity is the pursue of its mission through a non for profit organisation. The organisation uses its income only of its statutory objectives. Its activity can not be directed to any particular political, religious or commercial realization.
The organisation activities are guided by the Estonian Constitution, the Act, and other legislation and the articles.
The organisation is officially registered in the Estonian registry of associations and societies. The board office is in Tallinn.
The association was established in May 2005.
§ 2 The organisation general and specific objectives and main activities:
The Youth Organisation TRAJECTORYA is a non-profit, non-partidist, and non-governmental training organisation.
It was established with the aim to promote life long learning and non formal education as tools for intercultural dialogue and provides training and consultancy to non-governmental organisations and educational institutions working with young people.
The Organisation Objectives are:
To promote Human Rights Education and Intercultural dialogue as a pre-requisite for the development of a “culture of peace” and as a contribution to democratic stability;
To provide youth organisations and youth leaders with knowledge, skills and attitudes in order to further strength their role in the building of civil society;
To empower youth organisations, in particular working with the most vulnerable groups to develop projects, strategies and activities to address racism, xenophobia, discrimination and gender-based forms of violence affecting them and their community;
To promote and support life long learning and non formal education as useful tools to achieve these goals;
To provide consultancy to non governmental organisations and educational institutions working with young people and to support the development of value based projects.
§ 3 Members of the association. Acceptance, withdrawal and exclusion conditions, and procedures.
3.1. It is possible to become a member of organisation for any natural or legal person who meets the requirements of these statutes, recognizes and complies with these statutes;
3.2. In addition to the citizens of Estonia, organisation membership can be granted to foreign nationals;
3.3. In order to become a member of the organisation, one must submit an application for membership in the association;
3.4.The board of the organisation must go through the membership application during no later than 1 (one) month after the application filing date;
3.5. In case membership applicant corresponds to the requirements of the statute, the executive board shall decide upon further membership in the association with acceptance or refusal to accept and send a copy to the applicant during 3 (three) calendar days after the date of the determination. In case of membership refusal, latter decision must be supported by valid reasons.
3.6.A person applying for membership is considered accepted to the organisation member since the date on which the board has decided to make a membership applicant become a member of the organisation;
3.7.The decision of the board to the person wishing to become a member of the organisation might be argued in the general meeting of members, who are required to review the complaint no later than 1 (one) month after the date of receiving of the complaint. General meeting of members will make a new decision, which satisfies the membership applicant’s complaint and annuls the decisions of the Board or fails to become a member of the firm applying for the appeal and annul the decisions of the Board. Send a copy of the General Meeting not later than 3 (three) calendar days after the date of the decision to the complainant. In case the firm fails to become a member of the general meeting of members applying for the appeal and annul the decision of the Board, the decision must be motivated by the general meeting of members;
3.8. The person willing to voluntarily leave organisation, submits a written application to the board by giving written notice at least 2 (two) weeks before the date. The board is required to review the application during 7 (seven) calendar days after the date of receiving the application. The person should be considered withdrawn from the date of refusal provided by the decision-making board;
3.9.The board of the organisation may decide to withdraw membership if:
3.9.1.The organisation member is acting against the interests of the organisation or its good reputation;
3.9.2. Member failed to pay the membership after the end of this fiscal year, and if a member failed to pay the membership fee after two reminders;
3.9.3. If there are other important causes.
3.10. The excluded member has the right to argue the decision after a maximum of one month from the date of the membership withdrawal with an appeal to the general meeting.
§ 4 Rights and obligations
4.1. A member has the right to:
4.1.1. Participate in decision-making at the general meeting of members either personally or through its representative;
4.1.2. Receive information from the board about the annual general meeting and its agenda items;
4.1.3. Demand the Board to call a general meeting of members in the cases prescribed by the current statute;
4.1.4. To submit suggestions and opinions;
4.1.5. Participate in the election of board members and to be elected for board;
4.1.6. Obtain information about the decisions taken by the board;
4.1.7. Submit written inquiries and proposals for the work of the board;
4.1.8. Take part in the activities of the organisation.
4.2. The member is obliged to:
4.2.1. Fulfil the requirements of the current statute and to fulfil the decisions of the board;
4.2.2. To maintain the property of the organisation in good condition;
4.2.3. To pay the membership payments on time.
§ 5 Membership Fee
Annual membership fee is determined on the basis of the proposal of the Board and is decided on annual general meeting of members. Membership fees are paid at the start of the financial year and on basis of invoice sent by bookkeeping of the organisation.
§ 6 General Assembly
6.1. The general assembly of members of the organisation is the highest governing body;
6.2. Each member has one vote at general meetings of members;
6.3. Members of the general meeting are entitled to:
6.3.1. Do the changes in the current statute;
6.3.2. Do changes in the organisation’s objectives;
6.3.3. To decide on new board members or disagree on board election and in that case, proposal of the new member;
6.3.4. Decide upon the organisation’s merger, division, transformation or termination;
6.3.5. To decide upon the liquidation commission of the organisation, their term of office and its remuneration arrangements;
6.3.6.Confirm organisation’s annual report;
6.3.7. Election of the President and Board members on the basis of proposals made by the board;
6.3.8. Approval of the budget and membership fees;
6.3.9. Decision-making in all other matters raised by the Board;
6.3.10. Making the decision to disband the association.
6.4. General meeting of members is called by the Board for approval of the annual report and for taking of other issues and relevant decisions, as well as cases where the interests of organisation require it, reasoned by the written request of at least one third of the members;
6.5. The Board shall inform the members of about the time and place for the General meeting, at least 2 (two) weeks in advance;
6.6. Members of the General meeting is entitled to take decisions, when it is presented with more than half of the members or their representatives at the meeting;
6.7. The members may attend general meetings and vote either in person or by its official representative, on basis of the written authorisation letter. The representatives should not be from any other member organisation but from another organisation;
6.8. The decisions at the general assembly will be considered taken at the general assembly if the affirmative vote is given by more than half the members or their representatives;
6.9. In case of a tie, the matter is withdrawn;
6.10. Amendments to the statutes, the issues of merger, division, transformation and termination are adopted if voted for them over two thirds of members of the general assembly or/and their representatives;
6.11. To change the objective of the organisation it is necessary the agreement of all members. In this case, members unable to be present at the general assembly must express their opinion in writing;
6.12.The decisions can be taken as well without physical meeting of the General Assembly. In this case, the Board will send a letter to each member of the organisation with the draft decision and decision is adopted if agreement is given in writing by all the members of the organisation;
6.13. The ordinary general assembly of members is held by the Board;
14.6 Decisions taken at the general assembly are put in a written report, signed by two Board members;
§ 7 The Board
7.1. The Board is the main decision-making, governing and representation body of the organisation;
7.2. The Board shall consist of at least 2 (two) and a maximum of five (5) members;
7.3. The President is the chairman of the board;
7.4. Member of the Board shall be elected for a 2 (two) years;
7.5. The Board:
7.5.1. Carries out the daily management and operation of the current work of the organisation;
7.5.2. Fulfils the decisions taken by the general assembly of members;
7.5.3. In in charge of the organisation’s accounting;
7.5.4. Is in charge of annual report and submits it to the members of the general assembly for approval;
7.5.5. Looks through the membership application, accepts new members, and answers the quarries from organisation members;
7.5.6. Keeps records on members of the organisation;
7.5.7. Is responsible and manages the use and maintenance of organisation’s resources and properties;
7.5.8. Collects the payments of the members and maintains its records;
7.5.9. Calls the General Assembly meetings;
7.5.10. Reports its activities to the general Assembly of members;
7.5.11. Enters into force, signs, amends and terminates employment contracts with the organisation’s employees.
7.6. The Board may take decisions by the Board meeting, where more than half of the board members or their representatives are present;
7.7. A decision is a three quarters majority. The President represents the organisation in the case of judicial and extra-judicial matters;
7.8. All Board members are reimbursed by the organisation;
7.9. For election of the President of the Board or any other post, the Board introduces to the general assembly at least one or more candidates;
7.10. The amendment of the statutes or dissolution of the organisation is inciated by the Board;
7.11. In case if organisation shall be subject to the mandatory declaration to the court, it must be signed by two Board members, with one of them by the President;
7.12. The Board may also call an extraordinary general assembly of members. For this the Board must notify the members in written explaining the reasons and objectives of an extraordinary assembly. The extraordinary assembly is required if requested by at least by two-thirds or more of the members. In this case the members of the organisation are informed with written notice about the extraordinary assembly agenda at least one (1) week prior to the scheduled dates;
7.13. The President chairs the General Assembly of members;
7.14. If any of a Board member leaves his office, the President offers two or more candidates, among whom new board members are elected by simple majority at the next coming general assembly of members ;
7.15. All decisions of the Board and General Assembly are reported in written and signed by two Board members;
§ 8 Annual Report
8.1 In the end of financial year, the Board shall prepare and is in charge of the annual accounting and annual activities report;
8.2 Annual report is printed to the General Assembly for approval;
8.3 The annual report shall be signed by all board members.
§ 9 Termination
9.1. The termination is decided by the General Assembly;
9.2. Organisation’s termination starts with bankruptcy proceedings against it;
9.3. The organisation is completed if the number of members reduced below two;
9.4. Termination can always be decided by the general assembly of members. In this case, the board presents the termination application to the state register. The report about the termination decision from the General Assembly should be attached to the application;
9.5. The board makes up the application of bankruptcy if organisation’s assets are less than its commitments;
9.6. Upon completion follows the company in liquidation;
9.7. Liquidators are appointed by the general assembly. The Board informs the state register about who are the liquidators;
9.8. Liquidators shall terminate the activities of the company, collect debts, sell assets, as necessary to satisfy the claims of creditors, or the remaining assets are distributed among the persons entitled, satisfy the claims of creditors and distributing the remaining assets designated by the community uses;
9.9. After the liquidation is completed, the liquidators shall submit a statement to the register about the organisation’s removal from the register;
9.10. One of the liquidators will keep and store all the documents. The name of the documents responsible liquidator is given to the register.
The statutes of the Non-for-profit Youth Organisation Trajectorya were adopted on the 01.04.2005. at the General Assembly of members.