Statutes

PDF version

Article 1
Association Name

It is founded between the members of the present statutes an association, governed by the law of 1st July 1901, whose name is :
Fédération des fournisseurs d’accès à Internet associatifs
also known as the FDN Federation.

Article 2
Head office location

The head office is located at :

16, rue de Cachy
80090 Amiens

 

This address may be transferred to any other address in France by simple decision  of the Board or the General assembly.

Article 3
Object

The association has for object :
  • to encourage the emergence and development of non-profit, associative Internet Service Providers (ISPs) with an ethical and civic-minded approach;
  • to help its members, and more generally any operator with aims close to those of the federation, by sharing knowledge, know-how, technical information, and more generally by any means compatible with the statutes and the Charter;
  • to assure the promotion and defense of the Internet in accordance with its ethics and as defined in the charter respected by its members ; and in particular the Net-Neutrality, its openness, and freedom of expression online;
  • to represent its members, including in court if necessary, to defend the objectives defined in the charter, its own objectives, or those defined by the statutes of internet provider members;
  • to inform the authorities and the general public about what the Internet is, how it works and what is at stake in its development;
  • to assist any Internet provider showing a willingness to become a member, in particular by encouraging existing members to provide technical assistance, all or part of the logistics (in particular scarce resources such as Autonomous System numbers or IP addresses) and the necessary training to enable the applicant  candidate provider to  to comply with  the Charter.

 

Article 4
Charter

A "Charter of Good Practices and Common Commitments" is established and  respect ed by all ISP members.
 
This charter defines in particular :
  • a few elementary rules of internal democracy to be respected by  all ISP members of FFDN;
  • rules, positive or negative, aimed at defining what Net neutrality is;
  • the commitments made by ISP members  to the people to whom they provide Internet access.
The charter is updated by decision of the Général assembly. Proposals of updating are sent to the 
administration council and to all ISP members at least 3 weeks before the General Assembly.

Article 5
Rules of procedure 

The internal rules of the Federation are established and shall be binding on all members as well as the statutes.
These rules set out  the rules for the day-to-day running of the Federation, as well as certain elements specifically mentioned in the statutes.
 
The rules of procedure are updated by decision of the General Assembly. Proposals for updating are sent  by the Bureau to the administration council and to all ISP members at least 3 weeks before the General  Assembly.
 

Article 6
Composition

The Federation is composed of ISP members, correspondents, individual members and honorary members.

§1 ISP members

Are ISP members the Internet Service Providers who have applied for membership of the Fédération and have been approved by the administration council, in accordance 
with the membership procedure defined by the rules of procedure, up to date with their subscriptions.

§2 Correspondents

Are Correspondent, associations, companies, natural or legal persons, which are not statutorily entitled to be members of the Federation, but with which there is a common and reciprocal willingness to collaborate and exchange in order to fulfil  the purpose of the Federation.

§3 Individual members

Are individual members, the natural persons having applied for the status, and having been approved.

§4 Honorary members

 Are honorary members, the persons having been designated as such by the  administration council and having accepted it.

§5 Accreditation

The approval of individual members, or the designation of honorary members by the administration council is limited to a total of three per year.
Beyond this limit, the council decision must be validated by the General Assembly, and is effective only after this validation.
 
The decision of the General Assembly  is, in this case, taken by voting on each approval individually.

Article 7
Means of action

The Federation shall take any initiative, either on its own behalf or on behalf of its members, with any local, national, European, community or international authority, aimed at defending its object, the objectives defined in the charter, or the statutory objects of its members.
 
It shall have at its disposal all the means of action authorized by the laws and regulations and in particular :
  • all means of information and formation;
  • the carrying out of studies and analyses, made public, on behalf of public or private persons;
  • the contribution to the construction and application of sources of international or national law.

 

Article 8
Loss of membership

The quality of ISP member, individual member, or honorary member, can be lost by :

  • resignation,
  • de facto resignation,
  • radiation, or
  • exclusion.

 

§1 Resignation

The decision to resign, taken in accordance with the statutes of the ISP member, is transmitted to the administration council who will inform the next General Assembly.
 
Any resignation of an honorary member shall be notified without delay to the members and correspondents of the Federation, and shall be placed on the agenda for discussion at the next General Assembly.
 

§2 De facto resignation

The de facto resignation is noted by the administration council for any member who ceases to take part in the life of the Federation. It is validated by the fact that the ISP member has not replied within 30 days to a registered letter announcing this de facto resignation.

§3 Radiation

Non-payment of the annual membership fee may lead to the implementation of a procedure for the cancellation of the member by the administration council: after having been invited to explain to the administration council  the reasons for the non-payment of the fee, the cancellation may be pronounced by the administration council.

The radiation will be indicated in the notice convening the next General Assembly.

§4 Exclusion

For serious reasons, an exclusion procedure may be implemented against one of the ISP members by the administration council, in particular for :

  • non-compliance with the Charter defined in Article 4; or
  • as a result of a statutory amendment of the ISP Member deemed incompatible with its continued membership in the FDN Federation; or
  • as a result of public positions taken by the ISP member that are contrary to the Charter or the objectives defended by the FDN Federation;
  • or more generally for any reason deemed serious by a sufficient number of members of the administration council.

The exclusion procedure is detailed in the internal rules of procedure.

Article 9
Loss of correspondent status

The correspondent status is lost by resignation or de facto resignation, in accordance with  the same procedure as for members, or by exclusion, in accordance with the procedure laid down in the rules of procedures.
 

Article 10
General Assembly

The General Assembly is the governing body of the Federation, it delegates all administrative powers to the Board of Directors and the Bureau, and may revoke this delegation.
 
The Annual General Meeting shall be held every year at the beginning of May at the earliest and at the end of July at the latest.

§1 Convening

The General Assembly shall meet upon convocation by one President, or at the request of at least one third of the ISP members, or at the request of at least one third of the votes representing the ISP members, according to the delegations established for the previous General Assembly.
 
The agenda is established by the Board of Directors and communicated to all ISP members at least one month before the date of the General Assembly.
 
The notice convening the General Meeting shall indicate whether it is a physical or electronic meeting.

§2 Composition

Each ISP member has a number of votes proportional to the number of its members; designates as many delegates as it wishes for the General Assembly; designates who among its delegates is its representative.
 
Each individual member or honorary member has one vote. Correspondents do not have the right to vote.

§3 Voting procedure

The decisions of the General Meeting are taken by a double majority.
 
In order for a decision to be valid, it is necessary :
  • that it receives the majority of votes;
  • that it obtains the majority of votes of the representatives of the member suppliers, thus representing the majority of the member suppliers.
The double majority is understood as the double majority of the members present or represented. The strict double majority is understood as the double absolute majority of the members.
 

§4 Partial General Meeting

A Partial General Assembly is held every year in March in electronic form. It decides on the presentation of the annual accounts for the previous calendar year. It sets the amount of the financial contribution for the current calendar year.

§5 Minutes

The General Assembly appoints a secretary for the meeting.

The minutes shall be drawn up by the secretary of the meeting. They shall be validated by the Board of Directors no later than one month after the General Meeting. It is transmitted in electronic form, signed by the encryption key of one of the presidents of the federal office, to all suppliers, made available online and kept by all ISP members.

 

§6 Electronic General Meeting

Electronic assemblies are held online, using IRC-compatible software. A full transcript of the meeting is kept as an annex to the minutes prepared by the secretary.

Article 11
Board of Directors

The FDN Federation is governed by a Board of Directors.
 
The Board of Directors defines the general policy of the Federation, in application of the decisions of the General Assembly.

§1 Meetings of the Board of Directors

The Board of Directors takes its decisions by a majority of its members present, except in cases where these Articles of Association provide otherwise. In the event of a tie, the vote of the Chairman shall be decisive.

The Board of Directors shall meet at least every six months, at the call of a chairman, or at the call of at least one third of its members.

§2 Composition

The Board of Directors has three times as many positions as there are supplier members at the date of the General Meeting, but this number of positions may not exceed 24.
 
One-third of the positions on the Board of Directors are renewed every year at the General Meeting, each position being filled for three years.
 
Only natural persons may be candidates:
  • proposed as candidates by at least one ISP member; or
  • proposed to this candidacy by the previous Board of Directors; or
  • who are individual members of the Federation; or
  • who are honorary members of the Federation.

 

In the event of a vacancy in one of the positions on the Board of Directors during the term of office, a replacement shall be appointed by the next General Assembly, his or her term of office lasting only the number of years remaining on the vacant position.
 
At the time of the election of the first Board of Directors, or when the number of Directors increases, the duration of each new term of office is fixed by the General Meeting to allow for renewal by thirds.
 

§3 Method of election

There is one ballot per candidate. The candidates with the most votes in favour, by number of votes, shall be elected. In the event of a tie, the youngest candidates among those who received the same number of votes shall be declared elected.
 

Article 12
The Bureau

The Board of Directors appoints a Bureau, composed of at least a President, a Treasurer and a Secretary. The other members may have the title of vice-president, assistant treasurer, assistant secretary or be untitled. The total number of members may not exceed 10.
 
The Bureau shall meet when convened by the President, or by a quarter of its members, and may validly deliberate only if at least half of its members are present or represented. It takes its decisions by simple majority. In the event of a tie, the President shall have a casting vote.
 
The Bureau is competent to :
  • contract in all acts of civil life; however, this competence may be exercised by one of the presidents or one of the treasurers for purchases and sales whose value is less than that of the court of last resort;
  • decide to appear before national, Community and international arbitral and judicial bodies.
However, where a procedural delay prevents a decision by the Bureau before the end of the next meeting normally scheduled, each President shall have exclusive competence to decide to contract and to sue, subject to informing the Bureau at its next meeting.
 
The conditions for exercising the powers of the Bureau shall be reported to the next meeting of the Administrative Council and to the General Assembly.

Article 13
The Presidency

Each president represents the federation in all acts of civil life. The presidents shall order the expenditure of funds.

Article 14
Representative

The body which is competent to enter into contracts or to act as a party may appoint, by special power of attorney, one or more natural persons who are members of a member supplier and who enjoy the full exercise of their civil rights.

Article 15
Amendments to the Statutes

The Statutes may be amended by a simple decision of the General Meeting, by a double majority.

Article 16
Dissolution

Dissolution of the Federation may be decided by the General Assembly by a double majority, only if it appears on the agenda transmitted when the Assembly is convened.
 
The property of the Federation shall then be distributed, upon decision of the General Assembly, either to member suppliers or to any non-profit structure aiming at promoting freedom of expression, and by default to the League for Human Rights.
 

Done in Seignelay on 5 June 2017, drawn up in 2 original copies by the presidents.