- PART I
- PART II
- SECTION I - EXECUTIVE COMMITTEE
- SECTION II - BUREAU
- SECTION III - GENERAL ASSEMBLIES
- Article 17 - COMPOSITION
- Article 18 - MEETINGS
- Article 19 - AGENDA
- Article 20 - NOTICES OF MEETINGS
- Article 21 - PRESIDENT OF THE ASSEMBLY
- Article 22 - REPRESENTATION - PROXIES
- Article 23 - PAPERS TO BE SENT OUT
- Article 24 - ATTENDANCE SHEET
- Article 25 - MINUTES
- Article 26 - TYPES OF ASSEMBLIES
- Article 27 - AORDINARY GENERAL ASSEMBLY - QUORUM - MAJORITY - COMPETENCE
- Article 28 - EXTRAORDINARY GENERAL ASSEMBLY - QUORUM - MAJORITY - COMPETENCE
- Article 29 - MODIFICATION OF THE STATUTES
- Article 30 - DISSOLUTION
- Article 31 - LIQUIDATION
- Article 32
By-laws in their latest version as adopted by the Extraordinary General Assembly of 7 June 1996
An association governed by the law of 1 July 1901 and the decree of 16 August 1901 is founded between the members of the present by-laws, with the title "Association Littéraire et Artistique Internationale (A.L.A.I.)".
Article 1 – OBJECTS
The Association called the "International Literary and Artistic Association" referred to hereafter in the present by-laws as ALAI, founded by decision of the International Congress Meeting in Paris on the 28 June 1878, presided over by the President of Honour, Victor Hugo, shall have the following objects:
- the defence and propagation of legal principles ensuring international protection of copyright;
- the study and comparison of national copyright legislations and all matters relating to it, of projects tending to develop, perfect and unify these legislations and those designed to ensure the recognition and legal protection of copyright in all countries;
- the improvement and extension of the field of application, especially by revision, of the international conventions relating to copyright especially the Berne Convention and the Universal Copyright Convention as well as the drawing up of all new international conventions devoted to the same end;
- the study of all measures tending to establish or to modify any right related to copyright or neighbouring rights to copyright, especially by way of international conventions;
- the participation in the studies and activities of all national or international organizations pursuing the same ends.
Article 2 - WORKING LANGUAGES
The working languages of ALAI shall be French and English.
The use of other languages may be permitted depending on the circumstances.
Article 3 - METHODS OF WORK
ALAI shall carry out its activities by means, among others, of bulletins, publications, memoranda, conferences, meetings, seminars, congresses, resolutions and statements of policy.
Article 4 - RESOURCES
The resources required by ALAI for the pursuit of its objects and activities shall be provided by:
- subscription from its members;
- grants which may be made to it;
- income from its assets;
- any other income authorized by law.
Article 5 - REGISTERED OFFICE - DURATION
The registered office of ALAI shall be in Paris, 51 avenue Raymond Poincaré. It may be transferred in the same town by decision of the Executive committee and elsewhere by decision of an Extraordinary General Assembly.
Article 6 - COMPOSITION
ALAI shall be composed of:
- Members of Honour, and of
- Subscribing members
The title Member of Honour may be awarded by the General Assembly to persons having rendered outstanding service to the cause of copyright in general and to ALAI. This title permits them to attend general assemblies with voting rights and exempts them from paying a subscription.
Subscribing members shall be those natural persons or corporate bodies legally constituted such as associations, non-profit-making or commercial companies, trade unions, employers' federations, etc., which, whatever their nationality, are interested directly or indirectly in the objectives of ALAI and who, having been accepted by the Executive committee, pay to ALAI a subscription, the amount of which, fixed by the Executive committee, shall be prescribed by article II of the Internal Regulations.
The following natural persons or corporate bodies may also be subscribing members:
members of a national association with objects similar to those of ALAI which has been accepted by the Executive committee as being denominated " (Nationality) group of ALAI" and falling within the categories laid down in article 8, and who pay to ALAI, through the said national association, a subscription the amount of which, fixed by the Executive committee, is also prescribed by article 11 of the internal Regulations.
Only those national associations having more than seven members of ALAI shall be accepted within the meaning of the preceding paragraph.
Affiliation to a national association shall in no case be obligatory for the members of ALAI resident in the country of that association.
Subscribing members not affiliated to a national association shall be designated "Independent subscribing members".
Subscribing members affiliated to a national association shall be designated "Associate subscribing members".
Members of Honour shall be known as "Independent members".
All members of the same category are required to pay the same subscription.
The assent of the Executive committee covered by the provisions of the present article applies to subscribing members, whether individual or through their membership of a national association. It is based on all the relevant facts supplied by the member or the national association concerned.
Article 7 - STRIKING OFF - EXPULSIONS
The status of member of ALAI shall be lost:
- by resignation,
- by striking off by the Executive committee:
- for non-payment of subscription or
- for serious reasons.
However, striking off for non-payment of subscription shall not be given effect to until one month after the issue of the notice to pay to be sent to the interested party by the general treasurer.
In the case of stiking off for serious reasons the member concerned shall be called upon in the first instance to give explanations before the Executive committee.
SECTION I - EXECUTIVE COMMITTEE
Article 8 – COMPOSITION
ALAI shall be administered by an Executive committee composed of:
- Associate subscribing members, appointed by the national groups to which they belong as follows:
- 1 for each group having less than 51 members
- 2 for each group having 51-100 members
- 3 for each group having 101-200 members
- 4 for each group having 201-350 members
- 5 for each group having more than 350 members, and
- members co-opted by the preceding members, the number of which shall not exceed one third of the latter, chosen indiscriminately from independent subscribing members and Associate subscribing members.
For the constitution of the Executive committee the national groups shall appoint before the quinquennial General Assembly laid down in article 18, their representatives for the next 5 years. The persons appointed shall meet on the occasion of this General Assembly called by the outgoing president and proceed to co-opt other members of the committee. The latter, then fully formed, is called on again by the outgoing president for appointment of the Bureau as laid down in section II of the present part of these by-laws. A corporate body may be appointed or co-opted as a member of the Executive committee. Upon nomination it shall appoint a permanent representative. Such appointment shall be confirmed each time the mandate of the corporate body is renewed. If the latter revokes the mandate of its permanent representative it is bound to notify the Executive committee without delay and to inform it of the identity of its new permanent representative. The latter shall do likewise in case of death or resignation of said permanent representative.
In applying the preceding provisions and notably in calculating the number of persons which each national group can appoint as members of the Executive committee, only those members of ALAI shall be considered which are up to date with their subscriptions for previous years and as such entitled to participate in general assemblies.
If at the end of a year, after the recording of subscriptions, the number of associated members gives it the right, as a national group, to a higher number of member delegates to the Executive committee than in the previous year, the group should make the required appointment or appointments before the next meeting of the Executive committee.
Similarly, if at the end of a year the number of Associate subscribing members should serve to diminish the number of its member delegates to the Executive committee by comparison with the year before, the group should notify the said committee of the person or persons it will withdraw from its delegation. In default the Executive committee shall decide by means of a ballot which of the surplus members shall retire.
The General Assembly shall be called upon formally to record any changes in the composition of the Executive committee.
Article 9 - TENURE OF OFFICE
The appointments and co-options of members of the Executive committee shall be made for a period of five years except in cases where they are to make up numbers or provide a replacement.
The mandates of members appointed by national groups or co-opted by the Executive committee shall all be renewable on the expiry of each period of five years.
In case of a vacancy, for whatever reason, the national groups, in respect of the members appointed by them and the Executive committee, in respect of the members co-opted by it, should proceed to replace the members having ceased to form part of the Executive committee. The powers of the members thus appointed or co-opted shall cease at the end of the period when a general renewal of the committee is carried out.
Article 10 - MEETINGS
The Executive committee shall meet at least twice a year and each time it is summoned by the Bureau or on the demand of at least a third of its members.
Notice of meetings must be addressed to members of the Executive committee at least a month before each meeting and accompanied by the agenda.
The presence of a quarter of the members of the Executive committee and the participation of a least half of its members either present or represented shall be necessary to validate resolutions passed by the majority of the members present or represented, each member of the Executive committee being entitled to give a written mandate to another member of the committee to represent him at a meeting and to vote for him on questions appearing on the agenda.
The number of mandates which a member may receive shall be unlimited.
Members of Honour may be present at Executive committee meetings in a advisory capacity. They must receive notice of these meetings.
Article 11 – MINUTES
Minutes of each meeting shall be drawn up.
The minutes shall be signed by the president and the general secretary. Extracts from the minutes shall be signed by the general secretary or a member of the Bureau.
Article 12 - POWERS - COMPETENCE
The Executive committee shall elect the members of the Bureau provided for in section II of the present part of these by-laws;
It shall pronounce upon the admission of independent subscribing members, note resignations, and decide, if necessary, as to the striking off or expulsion of any member;
It shall accept the national associations which can be admitted as national groups of ALAI;
It shall prepare the Internal Regulations to be submitted to the General Assembly;
It shall lay down the policy of ALAI within the framework of the objects set down at article 1;
It shall fix the amount of the subscription for each category of member;
I shall draw up and fix annual budgets and make all financial estimates;
It shall fix the dates of general assemblies and their agendas;
It shall decide on the holding of congresses, seminars and other meetings and setup regulations for them;
It shall decide on publications to be issued;
It may form working groups for the study of particular questions relating to copyright matters of interest to ALAI;
It may also form a group of consultative nature composed of societies of authors and non-governmental international organizations belonging to ALAI for whom a rapporteur shall be called to attend meetings of the Executive committee as an observer;
It shall decide the details of languages to be employed;
It shall take, in general, all necessary measures for the functioning of ALAI, the pursuit of its objects and the efficient carrying out of its operations.
SECTION II – BUREAU
Article 13 – COMPOSITION
The Bureau shall consist of:
- a president;
- four vice-presidents each of a different nationality and other than that of the president;
- a general secretary;
- a general treasurer.
The members of the Bureau shall be chosen from among the members of the Executive committee and elected by it. They shall be eligible for re-election. They shall serve for five years.
In the case of a vacancy, for whatever reason, a provisional replacement shall be provided by the Executive committee for the members of the Bureau having ceased to form part of it. The powers of the members thus appointed shall cease at the end of the period when the mandate of the members replaced would normally have expired.
Article 14 - POWERS
The Bureau is responsible for the management of ALAI and for carrying out the decisions of the General Assembly and the Executive committee.
The president has the title of president of ALAI. He shall represent ALAI in its dealings with governments, public authorities, all national and international organizations and all third parties in general. He shall ensure that the Executive committee meets in accordance with the provisions of article 10 and shall be responsible for the summoning of general assemblies and for presiding over these organs of ALAI.
Where the president is prevented from attending a meeting of the Executive committee of the General Assembly, one or the other of these organs, as the case may be, shall appoint a chairman of the meeting preferably from amongst the vice-presidents.
The general secretary shall be responsible for the carrying out of current business and correspondence. He shall prepare, in agreement with the president and the Executive committee, all working papers and publications of ALAI.
The general treasurer shall be responsible for the collection of subscriptions and the keeping of accounts. He shall prepare the budget and, after adoption by the Executive committee, ensure that it is properly carried out.
The general secretary and the general treasurer shall each prepare at the end of each year a report, the first on the work and activities of ALAI, the second on its accounts and its financial situation, and shall submit them to the Executive committee.
On their adoption by the latter, these documents shall be sent to all members of ALAI for information or comment as the case may be either directly by the Bureau for Independent subscribing members or through the intermediary of national groups for Associate members affiliated to them.
The documents shall finally be presented by the Executive committee for approval at the next General Assembly.
Article 15 - REMUNERATION AND EXPENSES
The members of ALAI shall receive no remuneration for functions which are entrusted to them. However, travelling and subsistence expenses may be reimbursed when incurred on missions approved by the Bureau.
Article 16 - AUTHORIZATION OF EXPENDITURE - LEGAL REPRESENTATION
Expenditure shall be authorized by the president or by a member of the Bureau specially delegated by him for this purpose.
ALAI shall be represented at law and in all official affairs by the president or by any member of the Bureau appointed for that purpose by the Executive committee. The representative of
ALAI shall enjoy the full exercise of its civil rights.
SECTION III - GENERAL ASSEMBLIES
Article 17 – COMPOSITION
The General Assembly shall be composed of members of Honour and all Subscribing members, affiliated to a national group or independent, whose subscriptions have been paid for the year preceding that in which the assembly is held.
Every member, whether a natural person or corporate body, shall be entitled to one vote.
Article 18 - MEETINGS
The General Assembly of the Association shall meet at least once every five years, in principle in the town in which the registered office is situated, at a place and on a date fixed by the Executive committee. It shall also meet each time the interests of ALAI demand it either on a decision of the Executive committee or on the demand of at least a quarter of the members of the Association.
If in the course of an official year in which a congress or a group of seminars has to be held no meeting of a General Assembly should be held by virtue of the preceding paragraph, such a meeting may be held however in the same place as the congress or seminars immediately after the latter.
Article 19 - AGENDA
The agenda for each General Assembly shall be drawn up by the Executive committee.
Article 20 - NOTICES OF MEETINGS
Notices of meetings shall be addressed to all members of the General Assembly at least one month before the date fixed for the meeting either directly by the Bureau or through the national groups for associated members affiliated to them, the Bureau having previously informed the said groups of the calling of the meeting.
Article 21 - PRESIDENT OF THE ASSEMBLY
The General Assembly shall be presided over by the president of ALAI or, in his absence, by a person designated under the conditions provided for in article 14.
Article 22 - REPRESENTATION - PROXIES
Corporate bodies which are members of the General Assembly shall be represented by their legal representative or by a delegate mandated by the latter.
Further, each member of the General Assembly may give power to another member of the said assembly to represent him and to vote for him on all items on the agenda, each member being permitted to receive an unlimited number of proxies.
Article 23 - PAPERS TO BE SENT OUT
In accordance with the preceding provisions, the reports which are to be submitted to the General Assembly, the text of the resolutions to be put to it and a proxy form shall be addressed to each member of the General Assembly at the same time and by the same means as the notice of meeting and agenda.
Article 24 - ATTENDANCE SHEET
At each meeting of the General Assembly an attendance sheet shall be kept which shall bear the name, usual forename and country of each member of ALAI qualified to attend the said assembly, mentioning those present, those represented and the names of those mandated by the latter.
This sheet duly signed by the members present shall be certified by the president and the general secretary.
Article 25 - MINUTES
Minutes shall be kept of all meetings of the General Assembly.
The minutes shall be signed by the president and the general secretary.
Extracts from minutes shall be signed by the general secretary or a member of the Bureau.
Article 26 - TYPES OF ASSEMBLIES
General assemblies shall be described as "ordinary" or "extraordinary".
Article 27 - ORDINARY GENERAL ASSEMBLY - QUORUM - MAJORITY - COMPETENCE
An ordinary general assembly may validly conduct its business whatever be the number of members present or represented.
Resolutions of an ordinary general assembly shall be decided by a simple majority of the votes cast.
The ordinary general assembly shall receive the annual reports of the Executive committee on the activity and work of ALAI and on the accounts and financial situation drawn up during the period following that of which it already had knowledge in the course of the previous meeting.
It shall approve the accounts of the same period and, in general terms, the management of the Executive committee.
It shall draw up and be responsible for carrying the internal Regulations.
It shall take note of appointments and co-options of members of the Executive committee brought about by the operation of article 8.
It may award the title of Member of Honour in accordance with article 6.
It may discuss all items on the agenda which are not within the competence of an extraordinary general assembly.
Article 28 - EXTRAORDINARY GENERAL ASSEMBLY - QUORUM - MAJORITY - COMPETENCE
An extraordinary general assembly on a first summoning can only proceed validly if at least one quarter of its members are present or represented.
If this requirement is not fulfilled the assembly shall be summoned anew within an interval of at least a month. This time it may legitimately proceed to business whatever number of members is present or represented.
The resolutions of an extraordinary general assembly shall be decided by a majority of two thirds of the votes cast.
Modification of the by-laws and the dissolution of the Association are exclusively within the competence of an extraordinary general assembly.
Article 29 - MODIFICATION OF THE BY-LAWS
Any modification of the by-laws may only be decided upon on a proposal of the Executive committee or of two thirds of the members comprising the General Assembly.
Article 30 - DISSOLUTION
The dissolution of ALAI may only be pronounced upon by an extraordinary general assembly specially summoned for this purpose by the Executive committee which cannot on a first summoning validly debate this question unless at least half its members are present or represented.
Article 31 - LIQUIDATION
In the event of dissolution, the General Assembly shall appoint one or more commissioners charged to liquidate the assets of the Association.
It shall determine the use of the net assets to be distributed to one or more groups, or similar operations in conformity with the law.
Article 32 - ADOPTION OF THE BY-LAWS
The present by-laws, which in their modified form, have been adopted by the General Assembly of 25 January 1980, have been drafted in the French language. A translation in English language is also available.