Statutes

AMENDMENT – CODIFICATION OF THE STATUTES

ATHENS 2018

[The statutes in a PDF file]

Preface

The Hellenic Philatelic Society was founded in Athens, whereby its statutes were approved by the Athens Court of First Instance via ruling 3067 dated March 5th 1925 thus recorded by Registration no. 1491. Further, its statutes were amended via rulings 6101/of March 4th 1929, 2055/of March 2nd 1933, 3840/of March 2nd 1938, 999/of February 2nd 1947 and 2573/of December 24th 1971, all of the Athens Court of First Instance.

Chapter 1
ESTABLISHMENT – LEGAL NAME – MAIN OFFICE

1. The Hellenic Philatelic Society (hereafter referred to as H.P.S.) was founded as a scientific, cultural and non-profit organisation, registered in Athens, 57 Akadimias Str. In its dealings outside Greece it will be referred to as the “Hellenic Philatelic Society”. The H.P.S. may change its formal address within the boundaries of its registered office without a statute modification.
2. The official handstamp of the H.P.S. is to be circular and is to be framed by its legal name “ΕΛΛΗΝΙΚΗ ΦΙΛΟΤΕΛΙΚΗ ΕΤΑΙΡΕΙΑ * ΑΘΗΝΑ 1925 *”, whilst depicting the Hermes head at its centre.

Chapter 2
AIMS AND OBJECTIVES

The aims and objectives of the H.P.S. are the following:
1. To take initiatives and concentrate on the development and promotion of philately as a creative practice and as a compound or multifaceted science.
2. To study, research, preserve and promote Greek postage stamps and postal history throughout the Hellenic and the broader geographical sphere, as aspects of the Hellenic cultural heritage.
3. To provide assistance relating to philatelic research to both members and third parties.
4. To maintain, develop and utilize a philatelic library.
5. To uphold and safeguard the cultural and printing policies of the Greek postage stamp.
6. To track down and to combat postage stamp forgeries.

Chapter 3
MEANS FOR THE ACHIEVEMENT OF AIMS AND OBJECTIVES

The aims and objectives of the H.P.S. are typically to be met as follows:
1. Through the orderly operation of a Clubhouse, a Philatelic Library (to which all members and third parties have free access), the operating of a webpage and the presence of the H.P.S. at social media.
2. Through the preparation and materialization of lectures, meetings, workshops, exhibitions and related philatelic functions, with the possible cooperation of other philatelic entities or cultural agents sharing a set of common or similar aims and objectives, whether domestic or foreign.
3. Through the regular publication of the journal ‘Philotelia’ featuring announcements, findings, research papers, the reprint of papers in the form of booklets, as well as the publication of independent studies of philatelic interest.
4. Through the close cooperation with the authority assigned to by the State to issue Greek postage stamps, coupled with the support of the fundamental values that permeate their issue and circulation.
5. Through the issuing of certificates of authenticity for postage stamps and postal documents.
6. Through awards and moral acknowledgements.

Chapter 4
THE H.P.S. SOURCES OF FUNDING
1. For the attainment of its aims and objectives the members agree to make regular and/or special financial contributions to the H.P.S., including a one off registration fee, the amount of which is to be determined by decision of the Administrative Council (henceforth A.C.) and the approval of the General Assembly (henceforth G.A.).
2. Notwithstanding the above contributions, funding may emanate from:
• Donations, sponsorships, bequests and entailments deriving either from legal entities or individuals, national and European grants and funding, donations from international organizations, from public and private enterprises, both domestic and foreign, which are provided for the support of the aims and objectives of the H.P.S. Inheritances bequeathed to the H.P.S. are accepted with benefit of inventory. Should a donation be made for a particular purpose it cannot be assigned for another, except if the stated purpose has become unattainable, in which instance the A.C. will use the donation for an appropriate purpose, subject to G.A. approval. The bequests, entailments and donations which are made for a particular purpose are accounted for separately in the budget and the revenue received is disposed of as per the conditions set out by the testator or donor.
• Revenue derived from its activities and from the means utilized for the attainment of its objectives.
• Participation in European, national or international programmes and in particular subsidies emanating from governmental agencies, European Union and local government schemes.

Chapter 5
MEMBERSHIP CLASSIFICATION – ADMISSION – SUSPENSION AND CANCELLATION OF MEMBERSHIP
The H.P.S. members are distinguished into regular and honorary members.
1. Anyone over the age of 18 is eligible for regular membership, irrespective of sex, nationality and domicile, provided he or she has the legal capacity to contract as an individual, following a submission of an application to the A.C., accompanied by a referral of two existing regular members. Admission takes place following an A.C. decision which is arrived at during its first session following the submission of the said application and the payment of the registration fee.
2. Members whose subscription fee is in arrears have their membership suspended, following an A.C. decision, yet retain the right to readmission.
3. Members have the right to withdraw and cancel their own membership, yet retain the right of readmission.
4. Persons who have contributed in an extraordinary manner towards the fulfilment of the objectives of the H.P.S. are declared honorary members, following a decision of the A.C. and a subsequent approval by the G.A.

Chapter 6
MEMBERSHIP RIGHTS AND OBLIGATIONS
1. The regular members of the H.P.S. have the right:
• To participate and vote at General Assembly sessions provided they have no outstanding financial obligations relating to the calendar year in which the session takes place.
• To vote and to stand as candidates for the institutions and bodies of the H.P.S.
• To equally enjoy the benefits which derive from their status as members of the H.P.S.
2. The regular members of the H.P.S. ought to comply as follows:
• To contribute towards the achievement of the objectives of the H.P.S. to the full extent of their capabilities, to display a mode of conduct in accordance with the seriousness and importance of its said objectives and to promote its reputation and credibility.
• To make regular payments and special financial contributions as determined by the bodies responsible.
• To comply with the set of laws pertaining to societies and associations, with the provisions of the statutes and the decisions and rulings of the A.C. and the G.A.
3. The honorary members:
• Do not have the right to vote nor to stand as candidates.

Chapter 7
THE GENERAL ASSEMBLY (G.A.)
1. The G.A. is both the supreme and sovereign body of the Society and may decide for every issue that has not been assigned by law or the present statutes to other bodies. The G.A. shall exercise control and supervision over the other bodies of the Society. It is the G.A.’s exclusive responsibility to:
• Approve of the administrative performance of the A.C., of its financial statements and status relating to the previous financial year, to conduct the budgeting for the following year including the discharge or not of the A.C. from all liability.
• Elect the members of the Electoral Committee.
• Elect the President and the members of the A.C., as well as the members of the Audit Committee (hereafter Adt.C.)
• Decide on each and every amendment to the Statutes
• Determine on the dissolution of the Society
• It does not however have the authority to add issues on the agenda for the day
2. Decisions are arrived at by vote in the form of a show of hands, with the exception of voting on the issue of expelling a member, on the election of either the A.C. or the Adt.C., or of an issue that may be raised by the Chairman of the G.A., which are arrived at via secret ballot. In the first instance a simple majority of the members being present is sufficient, whereas in the second instance an absolute majority is required.
3. Within the first two calendar months of each year, a single regular G.A. is convened following a convocation and announcement made by the President of the A.C. at least thirty (30) days prior to the date upon which it will be held. The convocation-announcement is made public to the members via the webpage, the journal and by note on the notice board of the H.P.S. Clubhouse. The items on the agenda, the date and the venue of the G.A. are all laid out in the convocation-announcement.
4. The G.A. is in quorum with the presence of one half (1/2) of the members in good financial standing with the Society. Should there be no quorum, the G.A. is reconvened at a time and venue already determined at the convocation-announcement of the paragraph above. The adjourned G.A. is considered to be in quorum irrespective of the number of members physically present. Members who are not in good financial standing with the Society do take part in the G.A., but do not have the right to vote.
5. Participation in the G.A. via electronic means is possible, without the physical presence of the members at the said venue, provided its transmission takes place in real time.
6. Distance participation of members in elections is possible either through the exercise of their right to vote via electronic means, or via correspondence. Members who vote through electronic means or via correspondence are counted in for the purpose of determining quorum and majority.
7. At the proceedings of the G.A. a member in good financial standing with the Society may only represent a maximum of one other member, of equal good standing with the Society, upon presentation of pertinent written authorization.
8. An extraordinary G.A. is convened following a justified decision whether of the A.C. or of the Adt.C., or of the written and justified petition signed by a quarter (1/4) of the members in good standing with the Society, in which a detailed reference is made to reasons for its convention. In such an instance the President of the A.C. is required to immediately convene an extraordinary G.A. within fifteen (15) days counting from the very next of the submission of the petition, via a convocation-announcement, whilst complying with the procedures for convening a regular G.A.
9. The members that have signed the petition are obliged to be present at the G.A. as to elaborate on the issues that necessitate the convening of an extraordinary G.A.

Chapter 8
ELECTIONS
1. Elections for the appointment of the President and members of the A.C. as well as for the members of the Adt.C. are held every two years during the first two calendar months of the year, under the auspices
of a three member Electoral Committee which is in turn elected by the regular G.A. and is chaired by the elected member holding the earliest H.P.S. registration number.
2. The A.C. formally announces the candidate list of those having submitted applications for candidature. Applications may be submitted by H.P.S. members in good financial standing, at least fourty (40) days prior to the regular G.A. Candidature applications by persons who are members of the Boards of other philatelic societies are not acceptable.
3. The members of the Electoral Committee cannot at the same time be candidates for the A.C. nor the Adt.C. The Secretariat of the A.C. provides the Electoral Committee with the register containing the names of all members of good financial standing. It is the Electoral Committee that has to attend to the printing of sufficient ballot papers, to ensure the suitability of the ballot box and to oversee each and every matter pertaining to the electoral process.
4. Ballot papers provide for separate polling for:
• The President of the A.C.
• The remainder eight members of the A.C.
• The two members of the Adt.C.
5. Following the cessation of polling, the Electoral Committee assumes the sorting of the ballot papers and announces the results. The sorting is conducted in the open and in the presence of those in attendance.
6. In the event of a tied vote, the candidate with the earlier H.P.S. registration number prevails.
7. The Electoral Committee is in addition solely responsible for evaluating all possible objections, which may be submitted during the electral process.

Chapter 9
THE ADMINISTRATIVE COUNCIL (A.C.)
1. The H.P.S. is governed by a nine member A.C. which is composed of the President, the Vice President, the Secretary, the Financial Administrator and five (5) more members.
2. Runner up candidates in the elections are considered to be alternate members of the A.C. and replace members of the A.C. that have either resigned, are incapable of exercising their duties, have forfeited their right to membership, or have passed away during their tenure, in accordance to the sequence in which they were voted in and following a relevant decision by the A.C.
3. Within seven (7) days from its election the A.C. is convened subsequent to an invitation by the President, it is drawn into an assembly and elects the Vice President, Secretary and Financial Administrator and assumes forthwith its duties for the following two years.
4. The status of a member of the A.C. is that of an unremunerated office holder, thus excluding the provision of any form of compensation or benefit for the duration of his engagement with the H.P.S.
5. A register is kept which records the delivery and takeover of all books and ledgers, of all assets and of the treasury, from the outgoing to the incoming A.C., which is recorded in the A.C. minutes of meeting book and signed by the President, the Secretary and the Financial Administrator of both the outgoing and incoming A.C. The treasury of the H.P.S. is handed in from the outgoing to the incoming Financial Administrator, together with all accompanying particulars, whilst make acknowledgement of the above in the income and expense statement book which is appropriately maintained.
6. The A.C. convenes in either regular or extraordinary meetings, subsequent to invitation by the President or of the Vice President if the former is absent or unable to attend. Extraordinary meetings are convened if so requested by at least five of the members of the A.C., in writing, in which they reason. The invitation is sent out by use of the most modern means of communication available, at least one week prior to the convention and stipulates date, time and items on the agenda.
7. The A.C. is in quorum when at least five (5) members are present, amongst them compulsorily the President, or if unable to attend, the Vice President.
8. The A.C. may also convene via teleconference. Those who participate via teleconference are required to transmit their opinions and decisions at the Society’s email address within the span of the same day and sign the minutes of the meeting electronically.
9. Decisions shall be adopted by an absolute majority, whilst from all discussions and voting, only issues put forward and signed off in the minutes of the A.C. are declared.
10. All members, whether physically present or participating in the A.C. meeting via teleconference ought to sign the minutes of the meeting even if in disagreement, subsequent to their opinion being recorded therein. A refusal to sign the minutes, from any member of the A.C. present at the said meeting, is considered a serious breach of the Statutes and lack of respect towards the values of the Society.

Chapter 10
POWERS AND RESPONSIBILITIES OF THE A.C.
1. By virtue of its decisions, the A.C. manages and regulates all issues referring to the function of the H.P.S.
2. It may appoint committees as to facilitate its functions.
3. It regulates and manages the finances of the H.P.S. with prudence and sense of duty. The disbursement of funds greater than the equal of the total earnings of the previous fiscal year requires G.A. approval.
4. It is responsible for the preparation of proceedings and for recommending the agenda and matters to be brought to the attention of the G.A.
5. It draws up the administrative report and financial statements as well as the budget.
6. It imposes penalties in the mode and manner in which the Statutes stipulate.

Chapter 11
RESPONSIBILITIES AND COMPETENCE OF THE MEMBERS OF THE A.C.
1. The President directs both the regular and extraordinary meetings of the A.C. as well as those of the G.A., represents the H.P.S. before every authority and attends to the implementation of its objectives and the coordination of its actions and proceedings, whilst signing each document relating to the H.P.S.
2. The Vice President stands in for the President in case of his absence or inability to attend, thus fully maintaining the rights and obligations of the President for the full duration of the replacement.
3. The Secretary informs the members of the A.C. in reference to the items on the agenda, keeps the minutes of the meetings of both the A.C. and of the G.A., is responsible for the register of members, for the protocol pertaining to incoming and outgoing documents and of the official stamp, and is cosignatory to all documents together with the President.
4. The Financial Administrator is responsible for the treasury and is subject to control by the Adt.C. in regards to its sound management, including the assets of the H.P.S.
5. The duties and responsibilities of the remainder five members of the A.C. are defined by the A.C.
6. By decision of the A.C., in case the Vice President, Secretary or Financial Administrator are absent or abstain from their duties and responsibilities for a long period of time, they are duly replaced by other members of the A.C.

Chapter 12
THE AUDIT COMMITTEE (Adt.C.)
1. The binary Adt.C. is elected in parallel with the elections held for the A.C. and has a term of office of equal length with that of the A.C.
2. It is elected from the G.A. with a duty and function to exercise cash audit and administrative control, including the submission of a relevant report at the regular G.A. to follow, or at an extraordinary one, should it be requested.

Chapter 13
BOOKS AND REGISTERS MAINTAINED BY THE H.P.S.
1. The H.P.S. is obliged to maintain the following:
• An ‘A.C.’ MINUTES OF MEETING REGISTER, whereby the minutes of the A.C. meetings are recorded and signed by the members of the A.C. who are present, under the oversight of the Secretary.
• A ‘G.A.’ MINUTES OF MEETING REGISTER, whereby the minutes of both the regular and the extraordinary G.A. are recorded and signed by the President and the Secretary.
• An ‘Adt.C’ MINUTES OF MEETING AND REPORT REGISTER, whereby the minutes of its meetings are recorded, as are the reports it has drawn up, pertaining to each and every financial audit and administrative inspection it has conducted. The minutes are signed by the members of the Adt.C. who have conducted the inspections.
• An INDEX-REGISTER OF REGULAR MEMBERS, whereby the names and particulars of the regular members of the H.P.S. are recorded, together with all changes and modifications, such as new registrations and suspensions or cancellations of membership, under the oversight of the Secretary. The annual financial contributions of members are recorded in the same register, under the oversight of the Financial Administrator.
• A REGISTER OF HONORARY MEMBERS, whereby the names of honorary members are recorded, under the oversight of the Secretary.
• A CENTRAL REGISTER FOR ALL INCOMING AND OUTGOING DOCUMENTS, in which all incoming and outgoing documents that concern the H.P.S. are recorded, under the oversight of the Secretary.
• AN INCOME AND EXPENSES STATEMENT REGISTER in which the income and the expenses of the organization are recorded in appropriate accounting format, under the oversight of the Financial Administrator.
• AN ASSET REGISTER, in which all movable and immovable assets of the H.P.S. are recorded, including all changes and modifications thereof, under the oversight of the Financial Administrator.
2. It is at the discretion of the A.C. whether or not to keep any other book or register it deems necessary or is prescribed by law.

Chapter 14
FINANCIAL MANAGEMENT
1. The H.P.S. maintains bank accounts at officially licensed Greek banks, under the legal name referred to in Chapter 1 of this document. The cash treasury and securities register of the H.P.S., including its bank accounts, are to serve the exclusive purposes of the H.P.S.
2. The financial year begins on January 1st and ends on December 31st of each year.

Chapter 15
DISCIPLINARY ACTIONS
1. Any regular member who does not comply with the provisions of the current statutes, militates against or opposes the aims and objectives of the H.P.S. in any way whatsoever, or causes unjustifiable obstacles in the implementation of the decisions and rulings of the A.C. or of the G.A., or demonstrates a conduct irreconcilable with the interests or aims and objectives of the H.P.S., or compromises the ideals or standards of the H.P.S. and its membership, verbally or in action, is by decision of the A.C. subject to the disciplinary actions below, depending on the corresponding seriousness of the incident:
• Reprimand
• Cancellation of membership
2. Following the manifestation of misconduct, the A.C., by a justified decision, which is communicated to the party concerned via registered mail, invites the said member to come before it in defense of him or herself.
3. Should the member not present him or herself at the time and day that has been set for hearing the matter and should he or she fail to provide adequate explanation for it, the A.C. decides in abstentia.
4. Should however the member be prevented from attending but has informed so the A.C. in good time, a new time and day is set in order to enable him to appear before it.
5. If the defendant happens to be a member of the A.C., he or she does not have a right to vote during the decision making process that is of concern.
6. Should the decision be one in favour of cancellation of membership, the member concerned may submit a relevant objection, in order for it to be discussed in the following G.A.

Chapter 16
AMENDMENT TO THE STATUTES – DISSOLUTION OF THE ORGANISATION
Upon convention for this particular purpose, the G.A. meeting decides upon on matters of both amendment to the statutes or of dissolution of the organization. A quorum of at least one half (1/2) of the total members of good financial standing is required and a three quarter (3/4) majority of the said quorum. The H.P.S. is dissolved once its members remain less than ten (10). Should the H.P.S. be dissolved, ownership of its library shall rest with the library of the Philatelic and Postal Museum or of the National Library, while the rest of its assets shall be auctioned off and the proceeds to be distributed in favour of a charitable association as determined by the G.A.

Chapter 17
OTHER PROVISIONS
Every issue for which there is no provision made for in the present Statutes is to be regulated by decisions made by the A.C. and the current applicable law.

Chapter 18
APPROVAL
The present Statutes were read out and approved today, the 4th day of February 2018, by chapter and in whole by the General Assembly of the members of the H.P.S. Its date of entry into force is the one of its inscription in the records of the Athens Court of First Instance.