Event booking terms and conditions and cancellation policy

Effective from 1st January 2016. Please note these ‘Terms and Conditions’ may be subject to change without notice.

Booking

  • For current event costs and dates, please refer to our website, www.HCCE.com.
  • Before booking onto the event, please ensure you have read the event programme and content, to ensure the event will meet your needs.
  • If an event registration/booking form is completed by an individual other than the named delegate, it is your responsibility to ensure the delegate is authorised and able to attend the event.
  • Upon receipt of your registration/booking form and subsequent payment your place(s) will be confirmed.
  • Important note: HCCE’s acceptance of your booking brings into existence a legally binding contract between us on these terms and conditions. Any term sought to be imposed by you in any purchase order or correspondence will not form part of the contract.

Invoicing and payment

  • Delegate fees (including any card processing and/or booking fees applicable) are payable upon booking unless a valid, authorised Purchase Order is provided and accepted.
  • For online bookings paid at the time of booking, invoices/receipts will be issued electronically from the booking website on completion of the booking.
  • For bookings accepted with purchase orders, invoices will be sent via post or email to the name and address provided on the booking form and must be paid within 14 days of the invoice date or not later than 7 working days prior to the start of the event, whichever date occurs soonest (the “due date”).
  • Payment must be made in Euros by credit/debit card or BACS.
  • If any amount properly due to HCCE under or in connection with these terms and conditions remains outstanding beyond the due date HCCE may charge interest on the overdue amount at the rate of 8% per annum above the base rate of ING Bank from time to time (which interest will accrue daily until the date of actual payment, be compounded quarterly, and be payable on demand).
  • Where we require a refundable holding deposit, these will be reatined up to 7 days after the event. Providing the delegate has attended as required, the deposit will be refunded.

Event attendance

  • Delegates will receive joining instructions via email to the email address provided on the booking form.
  • It is the responsibility of the individual completing the event registration/booking form to ensure joining instructions are received by the delegate. Instructions will be sent via email to the email address provided on the booking form.
  • If the joining instructions are not received, it is the responsibility of the individual who completed the event registration/booking form to contact HCCE Events department to arrange for them to be reissued.
  • Failure to attend the event will result in the full cost being incurred. No refund shall be given.
  • Failure to attend an event at which a free or concessionary rate place was given may at HCCE’s sole discretion result in the delegate becoming ineligible for such places at future event(s).
  • HCCE will send all correspondence primarily via email to the email provided on the booking form. If alternative details are received after the booking form has been submitted, they will supersede the original details and all future correspondence will be sent to the new address.
  • It may be necessary, for reasons beyond the control of HCCE, to change the content and timing of the programme, the date, the venue or the speaker(s).

Cancellations and Amendments

  • All requests for cancellations and/or transfers must be received in writing.
  • Changes will become effective on the date of written confirmation being received.
  • The appropriate cancellation charge will apply based on the cost of your booking (excluding any card processing fees and/or booking fees previously applied), as shown below.
    • Calendar days notice before the start date of the event
    • 15 calendar days or more - 50% refund of basic attendance fee
    • Between 1 and 14 calendar days (inclusive) - No refund will be given
    • Failure to attend - No refund will be given
  • For employer bookings only, in the event of a delegate named on the booking form being unable to attend, we will accept substitution of another delegate on the condition that written notification of the substitution has been received by us prior to the event date.
  • In the event of there being insufficient numbers booked onto an event HCCE reserves the right to cancel or postpone the event.
  • In the event of cancellation of an event by HCCE, we will endeavour to inform all delegates a week before the event is due to take place, although please be aware that this is not always possible. All event fees paid will be reimbursed in full, or the payment will be transferred in full to another HCCE event. HCCE shall not accept liability for any consequential loss and shall have no liability to reimburse any other costs that may have been incurred, including transport costs, accommodation etc.

Event Provisions

  • Organising and financing accommodation and travel are the responsibility of the delegate.
  • Where food and refreshments are to be provided, this will be stated on the event details and the cost included in the price quoted. Any special dietary requirements need to be notified in writing to HCCE in advance of the event, as specified in the event details.

Force Majeure

  • HCCE shall not be liable to refund of fees or for any other penalty should the event be cancelled due to war, fire, strike lock-out, industrial action, tempest, accident, civil disturbance or any other cause whatsoever beyond their control.

Entire Agreement

  • These terms and conditions, together with the current HCCE website prices, event details and HCCE contact details, set out the whole of our agreement relating to the event. These terms and conditions cannot be varied except in writing signed by a Director of HCCE. In particular, no terms and conditions incorporated within your purchase order and nothing said by any person on behalf of HCCE should be understood as a variation of these terms and conditions or as an authorised representation about the nature or quality of any goods offered for sale by HCCE. HCCE shall have no liability for any such representation being untrue or misleading.

Updated June 2015 following a vote at the AGA in May 2015

These Rules & Regulations of the Association Historic Conference Centres of Europe are part of the Articles of Association.

Amendments to the Rules & Regulations have to be sent at least 3 weeks prior to the Annual General Assembly in writing to the Head office. The Rules & Regulations can be changed during the AGA by a simple majority vote.

Mission statement HCCE:

HCCE is a marketing platform aimed at promoting conference centres in historic buildings with state-of-the-art convention technology. The strategy is to offer a professional platform to clients. The goal of HCCE is to intensify business opportunities for the members.

Membership is a recognized quality seal which enhances the image of HCCE member centres. The platform provides/supports the members with an international network, to improve their knowledge and positioning in the MICE market.


Paragraph 1.CRITERIA FOR MEMBERSHIP:

The Venue

  1. is at least 100 years old
  2. is able to offer one plenary room for a minimum 150 persons (theatre style)
  3. is able to offer a minimum of 3 to 4 break out facilities
  4. provides state-of-the art technology
  5. has a professional management and price structure
  6. is situated in or near cities renowned for their architectural heritage and cultural life
  7. located in a destination with an appropriate hotel and tourist infrastructure
  8. agrees to join the Right and Fair CSR code within 18 months of becoming a Member.
  9. agrees to pay a first year joining fee equal to one year Membership Fee or higher.

Paragraph 2.SERVICES FOR MEMBERS

The Head office will guarantee professional work and maintain a strong corporate identity. It will seek to strengthen members' market position by facilitating information exchanges and networking.

  1. HCCE provides a brass plate and displays (roll up, brochures etc) reflecting membership of HCCE. This display material will be updated on a regular basis but is not included in the initial membership fee.
  2. Additional presentation material such as a power point presentation will be provided to its members.
  3. HCCE can produce give-a-ways and promotional material which would be purchased from the Head office.
  4. The HCCE website presents its members to potential clients, markets and the meetings industry.
  5. HCCE provides digital material for promotional reasons.
  6. HCCE communicates on a regular basis with its members, clients, industry colleagues and the press with the use of a newsletter and the social media.
  7. HCCE will provide its members with the appropriate access to a database containing all clients, business contacts and the press gathered directly from trade shows or by the Head Office.

Paragraph 3.OBLIGATIONS AND RESPONSIBILITIES OF MEMBERS:

The member centre commits itself to guarantee and emphasize the high quality standards and services of all HCCE members.

  1. Each member promotes to the best of its ability the association and other member centres through their available resources, including but not restricted to the distribution of HCCE information.
    1. To expose with prominence the brass plate (close to the main entrance), roll up, brochures and other display material.
    2. Membership of HCCE and the HCCE logo have to be shown on all printed as well as digital material including stationary, brochures, e-mails, advertisements, PR articles, etc.
  2. The member centre will provide a direct link from its webpage to the HCCE webpage.
  3. The member centre will exchange information with the head office and participate in networking with other members.
  4. The member centre will hold as privileged and confidential all communications from HCCE head office, including those derived from its database.
  5. The member centre will pay promptly all dues, fees and financial commitments. No sales activities, access or support will be given by HCCE to the member until all financial commitments are made.
  6. The member centre is expected to host and organise general assemblies, also client events on a voluntary and regular (revolving) basis.
  7. The member centre will do their utmost to actively participate in the Assemblies and client events organised by HCCE.
  8. The member centre will provide leads e.g. events which rotate within Europe and/or internationally.
  9. The member centre is required to update a certain number of data/addresses per year.

Paragraph 4.SALES & PROMOTION ACTIVITIES:

The Head Office will do its utmost to promote the association and its members to potential clients and fulfil the objective of the association.

  1. The Head Office will research the database using different techniques to expand and improve the value to member centres.
  2. The Head Office will focus its research on updating contact details and collecting event information from clients.
  3. The head office will provide customised client lists on the website for the member's sales activities.
  4. One member of the HCCE Board of Directors will be in charge of the Sales and Marketing activities of the association. He/She will form a Sales and Marketing committee composed by employees of the member centre sales staff which participate and contribute on a voluntary basis. The committee has the goal to create and plan sales activities to the benefit of member centres. This team will meet a least twice a year and provide the annual marketing & sales activity plan as well as suggestions for the further development of HCCE's 3 to 5 year strategy. Each member is required to nominate a representative to communicate with the Sales and Marketing team on a regular basis.
  5. Members will regularly participate in sales drives on a voluntary basis. 

Paragraph 5.INTERNATIONAL TRADE SHOWS

HCCE will participate at one international show each year e.g. EIBTM in Barcelona or IMEX in Frankfurt.

  1. The Head Office will organise the stand including all related services and pay the associated exhibition costs. Participation by members at the exhibition will be included in the membership fee.
  2. Every individual participant will bare their own travel, accommodation and food expenses as well as costs for additional shows, events, etc.
  3. Participating Members may nominate one representative to be present on the HCCE stand. Should a centre wish to participate with more than one representative then an additional participation fee, determined by the Head Office will be charged. Members may be present on the stand on a rotation basis agreed with the head office.
  4. Board of Directors are allowed to be present at the HCCE stand during the trade show at no extra charge.
  5. The head office may request members to pay an extra fee in order to cover ancillary costs agreed by the Board of Directors.

Paragraph 6.CLIENT EVENTS

  1. The Head Office organises client events throughout the year in the major markets according to the needs and strategy of the association.
  2. The member centre is encouraged to participate in client events on a voluntary basis.

Paragraph 7.RULES DURING GENERAL ASSEMBLIES

  1. Each member is expected to participate at the General Assemblies or send representatives to attend the meeting and represent the member centre.
  2. Only points on the agenda can be voted at an Annual General Assembly.

Paragraph 8.PAYMENTS

  1. All members must pay HCCE invoices promptly.
  2. In case of payment delays a surcharge of 4 % will be added to the invoiced amount for each successive month after the first 4 weeks.

Paragraph 9.ADDITION TO ARTICLE 18 / POINT 2 OF THE ARTICLES OF ASSOCIATION

A general assembly – Annual General Assembly (AGA) – shall be held each year within six months of the end of the financial year unless the period is extended by its members.


Paragraph 10.BOARD OF DIRECTORS (BOD)

The BOD consists of individual persons whose organisations are members of HCCE. If a membership is terminated or ends the elected Directors role terminates automatically. If a Director leaves the Board, the member centre has no right to send another representative to the BOD.


Paragraph 11.PENALTY PAYMENT IN CASE OF TERMINATED MEMBERSHIP

Once membership is terminated the resigned member has 30 days to return the HCCE brass plate as well as all display material indicating membership of HCCE. The member must remove the direct link from their webpage and cease using the HCCE logo and/or wording "Historic Conference Centres of Europe" on any publications or marketing activities. If the resigning member does not comply with this demand a penalty payment of EUR 15,00 per day will be charged.


Paragraph 12. ADDITION TO ARTICLE 10 OF THE ARTICLES OF ASSOCIATION – DUTIES OF THE BOARD OF DIRECTORS
ELECTION - BOARD OF DIRECTORS AND PRESIDENCY

  1. Election - Board of Directors (BOD):
    1. The election vote of a Board Member will be held open (public) or secret, and will take place during the Annual General Assembly (AGA).
    2. The list of candidates will be presented to HCCE members.
    3. The candidate will be elected to the Board, if 2/3 of the votes are in favour.
  2. Nomination - Presidency:
    1. The President has to be a member of the Board of Directors.
  3. Election - President:
    1. In the case of one candidate, the members have to elect him/her with a 2/3 majority.
    2. In the case of two or more candidates the members will vote in secret.
    3. In the case where no candidate reaches the 2/3 majority the election will be repeated for a second round, in this case a simple majority vote will be accepted.
    4. In the case where the Presidency becomes vacant, one of the Vice Presidents will take charge of managing the Association. The Board of Directors including any Honorary Members of the Association will fulfil the obligations and represent the Association until a new President is elected.
    5. In the event that both Vice Presidents are unable to accept such role, the Board of Directors will explore other suitable candidates including Honorary Members of the Association in order to cover the role until the election of a new President.
  4. Election – Vice Presidents:
    1. The Board of Directors will elect two Vice Presidents from the serving board members.

Paragraph 13.AMENDMENT TO ARTICLE 7 TERMINATION OF MEMBERSHIP – PARAGRAPH 2

Following the vote by Members in January 2014 Article 7 paragraph 2 the eighteen month resignation period is removed and amended as follows;

'resignation by a member must be given by registered letter addressed to the head office not less than eighteen months prior to the intended date of termination',

changed to

'resignation by a member must be given by registered letter addressed to the head office prior to the end of the Membership year,'


Paragraph 14.AMENDMENT TO ARTICLE 7 TERMINATION OF MEMBERSHIP – PARAGRAPH 2

Following the vote by Members in May 2015 at the AGA Article 7 paragraph 2 the resignation period is removed and amended as follows;

'resignation by a member must be given by registered letter addressed to the head office prior to the end of the Membership year,'

changed to

'resignation by a member must be given by registered letter addressed to the head office giving 12 months notice,'

In 2003 the 'Historic Conference Centres of Europe' (HCCE) has been an association, with their registered office based in Amsterdam, the Netherlands. Therefore HCCE is following the laws designed by the Dutch Kingdom.

Further Legal Details

Bank information:

Bank:ING
Agence Grand-Rue
Luxembourg
Account number: LU30 0141 4439 0780 0000
IBAN: LU30 0141 4439 0780 0000
BIC: CELLLULL
 
VAT Number: NL813847345B02

Chamber of Commerce number: 34215900

This day, the fourth of November two thousand and four, appeared before me, Mr. Dirk Philippus Kasper, candidate civil law notary, hereafter named as notary, representing Mr. Jan Piet van Harseler, public notary, practicing in Amsterdam:

  1. Mr. Michiel Lindenbergh
  2. Mr. Jochen Manninger

The parties appearing declared that they were hereby forming an association whose Articles of Association read as follows:


Article 1. - NAME AND SEAT

  1. The name of the Association is Historic Conference Centres of Europe (HCCE).
  2. The registered office of the Association is located in Amsterdam.
  3. The governing law is the law of the Netherlands.

Article 2. - OBJECT OF THE ASSOCIATION

  1. The object for which the Association is formed and the reason for the Association is to gather and exchange knowledge and experience relating to the specific matters of conference centres established in historic monuments and to promote the awareness of these historic conference buildings in Europe and worldwide.
    • United, these historic conference centres will increase publicity for themselves and strengthen their position and brand in order to improve service to their users.
    • The Association will contribute towards focusing the international spotlight on these historic centres through collaboration and by entering into strategic alliances, and through all such things as are incidental or conducive to the above object, all this to be construed in the widest sense.
  2. In order to achieve its object the Association will, among other things, through the joint secretariat:
    • exchange information and disseminate it among its members;
    • provide assistance and support to its members;
    • participate in various trade fairs in order to promote its members;
    • organize promotional activities for the benefit of its members;
    • maintain a data base and electronic information that can assist its members in generating customer loyalty.
    • and further by all lawful means.

Article 3. - MEMBERSHIP

Members of the Association may be:

Natural and legal persons as well as civil partnerships (maatschappen), general partnerships (vennootschappen onder firma) and limited partnerships (commanditaire vennootschappen) or similar foreign partnerships or legal persons.

Membership of the Association is open to all operators of centres that meet the required membership criteria as fixed at any time by the members in General Assembly.

There are four different categories of membership. These are:

  • Full membership. This membership is open to all operators of historic conference centres that:
    • are located in a unique building (approx. one hundred years old);
    • whose core activity is holding conferences;
    • have a professional management and a price structure;
    • operate year-round.

  • Associate membership: This membership shall be open to those owners or representatives of venues and structures that are also historic in nature however lack one or more of the criteria to obtain full membership of the association.

  • Strategic membership: This membership is open to any strategic business partner that is not a historic centre but provides support services to the meeting industry, such as travel agencies, professional congress organizers (PCO), publishers, audio visual companies, etc.

  • Honorary membership: is only possible at the invitation of the Association's Board of Directors
    The Board shall keep a register in which is recorded all the names and addresses, and in the case of natural persons the dates of birth, of all members.

Article 4. ADMISSION

  1. Applications for membership must be submitted in writing.
  2. The Board of Directors shall decide on admissions.
  3. When an applicant is admitted, the new member shall be entered in the register of members.
  4. The Board of Directors shall give notice of rejection of an application by registered letter.

Article 5. EXERCISE OF MEMBERSHIP RIGHTS

Membership shall be exercised:

  • by natural persons themselves and/or
  • in the case of a legal person or partnership, general partnership, limited partnership or civil partnership or of a foreign partnership or legal person, by their representative. 

Article 6. DURATION OF MEMBERSHIP

  1. Membership shall commence as soon as the annual contribution for a year's membership and the admission fee for the first year has been received.
  2. Membership shall be valid for an initial period of three years, after which it will be automatically renewed for subsequent periods of one year, or for periods as fixed at any time by the members in Annual General Assembly.

Article 7. TERMINATION OF MEMBERSHIP

  1. Membership of the Association will be automatically renewed each year subject to the provisions of Article 6(2), but shall terminate:
    1. on a member's death. If the member is a legal person or partnership, its membership shall terminate when it ceases to exist.
    2. on a member's resignation, having due regard for the provisions of Article 6(2).
    3. on cancellation by or on behalf of the Association. Membership may be cancelled when a member ceases to comply with the membership requirements laid down in the Articles and internal rules and regulations, as well as when the Association cannot reasonably be required to allow the membership to continue.
    4. by expulsion. A member can only be expelled for contravening the Articles, internal rules and regulations or decisions of the Association, or for causing harm to the Association.
  2. Notice of resignation by a member must be given by registered letter addressed to the head office not less than eighteen months prior to the intended date of termination, which date must at all times be the end of the financial year, on condition that the member has paid in full all membership contributions and any other monies owing to the Association.
  3. When a member centre is dissolute and ceases to exist.
  4. A member may lodge an appeal with the Members in Board of Directors against a decision of the Association to cancel its membership or to expel it within one month of receiving notice of the decision.
    The Board shall to this end notify the member in writing with the least possible delay, stating reasons.
    During the appeal period and pending the appeal the member shall be suspended until the next Annual General Assembly, which decides about the continuation or discontinuation of membership.
  5. Even if membership terminates in the course of an Association year, the full annual contribution shall remain payable.

Article 8. FINANCIAL CONTRIBUTION

  1. Members shall be obliged to pay an annual contribution, the size of which shall be fixed by the Members in Annual General Assembly. The Members in Annual General Assembly may decide that given categories of member shall pay different contributions.
  2. The Members in Annual General Assembly may decide that on their admission members must pay a registration fee.
  3. The Board shall be authorized in special cases to grant a full or partial exemption from financial obligations.

Article 9. OBLIGATIONS AND RESPONSIBILITIES OF MEMBERS:

Obligations and responsibilities linked to membership shall be set out in the Association's internal rules and regulations. Members are obligated to act accordingly to rules and regulations.


Article 10. THE BOARD OF DIRECTORS (BOD)

  1. The Board of Directors, composed of full members, shall direct the Association.
  2. The Board shall consist of not less than five and not more than nine members and shall comprise a chairman (president), one ore two vice-chairmen (vice presidents), one treasurer and one secretary.
  3. Candidates will be accepted for their election, after their nomination has been received by the head office.
  4. Three weeks prior to the Annual General Assembly (together with the agenda) the names of the candidates will be disclosed to the members.
  5. Directors and the chairman shall be elected by the full members in Annual General Assembly.
  6. Out of the Board of Directors the chairman (president) will be elected by members out of the category full members during the Annual General Assembly.
  7. The Directors shall decide their responsibilities among themselves at the first meeting after they have been appointed to the Board.
  8. Directors shall be elected for a period of two years and may be re-elected. Anyone appointed to fill a temporary vacancy shall assume the position on the retirement schedule of the person retiring.
  9. The term of the chairmanship is a two years time and the chairman may be re-elected on expiry of this period for another two year time period. Following this period the chairman may be elected as member of the Board of Directors.
  10. When a member of the Board of Directors leaves before the 2 years time, the Board of Directors has the right to replace the leaving member with a candidate of their choice until the end of the 2 year term.
  11. Any Director can be dismissed at any time by a resolution of the Full members taken by a majority of not less than two thirds of the votes cast.
  12. Any Director can be suspended at any time by a joint resolution of the other Directors. A suspension that is not followed within three months by a decision to dismiss the Director shall terminate on expiry of this period.
  13. The first Board of Directors shall be nominated in this deed.

Article 11. REPRESENTATION

The association shall be represented by the Board of Directors, or by the chairman and the vice-chairmen together. The chairman has the right to name two Directors, acting jointly to represent the Association.


Article 12. DUTIES OF THE BOARD OF DIRECTORS

  1. Subject to the constraints imposed under the Articles, the Board is charged with directing the Association.
  2. Even if the number of Directors falls below the minimum number stipulated in the relevant Article, the Board shall remain competent.
  3. The Board is authorized to delegate certain of its duties under its responsibility to committees.
  4. The Board shall be authorized to appoint an Executive Director (Manager) whose powers and duties shall be set out in a job description.
  5. Having due regard for the provisions of paragraph 6, the Board shall be authorized to enter into contracts for the purchase, sale and charging of goods subject to registration and to enter into contracts under which the Association undertakes to act as guarantor or joint and several debtor, to warrant performance by a third party or undertakes to provide security for the debt of a third party.
  6. The Board requires the consent of the Members in the General Assembly for decisions
    1. to enter into contracts under which the Association is granted a bank loan.
    2. to lend as well as to borrow monies, which does not include making use of a loan granted to the Association;
    3. to make out of court settlements;
    4. to take action in the courts, including conducting arbitration proceedings, but excluding the taking of protective measures and legal steps that cannot be delayed;

Article 13. BOARD MEETINGS

  1. The Board of Directors shall meet at least twice a year.
  2. Notices convening the meetings shall be sent by post, giving not less than twenty-one days' notice.
  3. The meetings shall be chaired by the chairman of the Board or, in his absence, by one of the vice-chairmen.
  4. Votes taken at Board meetings must be taken by a majority, subject to the provisions of Article 22.

Article 14. POSTAL VOTES OR VOTING PER E-MAIL

  1. The Board of Directors may in certain circumstances permit decisions to be taken by post or e-mail.
  2. At least seventy percent of the full members must cast their vote by post or e-mail for the decision to be valid.
  3. Postal or e-mail votes shall be equally as effective as votes cast at a regular General Assembly.

Article 15. ANNUAL REPORT

  1. The Association year shall run concurrent with the calendar year.
  2. The Board has a duty to keep accounts of the Association's assets and liabilities in such a way that it is possible at any time to ascertain its rights and obligations from these accounts.
  3. The Board shall submit its annual report at the Annual General Assembly held within six months of the end of the financial year, unless this period is extended by the Members.
  4. To account for its management activities in the preceding financial year, submitting a balance sheet and a statement of income and expenditure. On expiry of this period, each Full member has the right to demand these accounts from the Board of Directors.
  5. Adoption of the annual financial statements by the Full members in Annual General Assembly shall serve to discharge the Board of Directors and the Executive Director from liability for its management activities in the relevant Association year.
  6. The Board has a duty to keep the documents referred to in paragraphs 2 and 3 for a period of ten years.

Article 16. FINANCIAL CONTROLLING & AUDIT COMMITTEE

  1. The Members in Annual General Assembly shall each year appoint a financial controller (audit committee) of not less than two members, who may not be members of the Board of Directors. This committee shall examine the accounts prepared by the Board and shall report its findings to the Members in Annual General Assembly.
    If requested the Full members can ask that the annual financial statements has to be audited by an expert as referred to in Section 2:393(1) of the Netherlands Civil Code (a Dutch registered accountant (Registeraccountant) or an Accounting Consultant).
  2. If the audit of the accounts requires specialist accounting knowledge, the audit committee may avail itself of the services of an expert, which has to be approved by the Annual General Assembly.
  3. The Board of Directors has the duty to furnish the committee with all the information it requests, if necessary to show it the cash in hand and securities and to allow it to inspect the Association's books and documents.

Article 17. STRATEGIC PLAN/ESTIMATE

  1. The Board of Directors shall prepare a strategic plan indicating the activities to be undertaken in the next financial year and the manner in which they are to be undertaken.
    The plan must also contain an estimate of the cost involved.
  2. The Board of Directors shall submit the plan and estimate to the members for its approval.

Article 18. GENERAL ASSEMBLY

  1. In the Association all powers not assigned by the law or these Articles to the General Assembly or another organ shall be vested to the Board of Directors.
  2. A General Assembly - the Annual General Assembly (AGA) - shall be held each year within six months of the end of the financial year.
  3. General Assemblies shall be convened by the Board. The notice convening the meeting shall be sent to the addresses of the members as recorded in the register of members, giving not less than six weeks notice including a draft agenda.
  4. The notice shall specify the business to be transacted, without prejudice to the provisions regarding alteration of the Articles.
  5. Full members have the right to request agenda points these must be received five weeks prior to the General Assembly by the Head office. The Board of Directors has the right to reject these requests. The Full member may rise the agenda points during the assembly under the point Miscellaneous.
  6. Three weeks prior to the General assembly the final agenda is send to all members.
  7. The following business shall be conducted at the Annual General Assembly:
    1. the annual accounts and reports referred to in the Article on the annual financial statements plus the notes to the accounts and the report of the audit committee.
    2. The appointment of an audit committee as referred in article 16.
    3. the filling of any vacancies (elections)
  8. General Assemblies shall be chaired by the chairman or one of the vice chairmen of the Board of Directors. If both do not show up, the other Directors shall appoint one of their numbers to chair the meeting.
  9. Other General Meetings shall be held as often as the Board deems them necessary.
  10. In addition, the Board has a duty to convene a General Meeting within six weeks at the written request of at least two thirds of full members. If the Board fails to comply with this request within fourteen days, the parties requesting the meeting may themselves proceed to convene the General Meeting by giving notice of the meeting in the manner provided in these Articles.

Article 19. ADMISSION AND VOTING RIGHT

1. All members of the Association and all Directors may attend General Assemblies. Directors and members who have been suspended may not attend these meetings. Contrary to the preceding sentence, suspended members may attend the General Assembly at which the decision to suspend them is to be discussed and they shall have the right to address the meeting.
2. Decisions on the admission of persons other than those referred to in paragraph 1 shall be taken by the Board of Directors.
3. Every non-suspended full member of the Association is entitled to one vote.
4. A full member may cast his vote through another full member authorized in writing to do so.
As an authorized representative, a full member may not cast more than two votes.


Article 20. VOTING AT GENERAL MEETINGS

Unless provided otherwise, decisions of the Full members in General Assembly shall be adopted by a simple majority of the votes cast. The voting will be held in secrecy unless the General Assembly decides otherwise.


Article 21. ALTERATION OF THE ARTICLES, TERMINATION

  1. A proposal to alter the Articles or to terminate the Association can only be adopted by a majority of two thirds of the votes cast at the Annual General Assembly or a specially convened General Assembly at which not less than three quarters of the members are present or represented.
    If the number of Full members present or represented at the relevant meeting, concerning the termination of the association, does not constitute a quorum, a subsequent meeting may adopt a valid proposal on the same subject irrespective of the number of members present or represented, provided this meeting is held no sooner than two and no later than six weeks after the meeting for which there was no quorum and provided proposals are adopted by the majority of votes required for that proposal.
  2. The parties convening the General Assembly for consideration of a proposal to alter the Articles or to terminate the Association shall place a copy of the proposal incorporating the proposed alteration verbatim in a suitable place for members' inspection at least 3 weeks prior until the end of the day the meeting is held.
  3. An alteration of the Articles shall not come into effect until a notarized deed containing the alteration has been drawn up. Every Director shall be independently authorized to sign this instrument.
  4. Following a decision to terminate the Association, the Board shall be responsible for its liquidation.
  5. Any surplus following liquidation shall accrue in equal shares to those persons that were full members at the time the proposal to wind up the Association was adopted. The proposal to terminate the Association may consider the surplus for a different purpose.
  6. Members shall at no time be liable for any deficit.

Article 22. QUORUMS

Before a meeting may commence, there must be a quorum of the members present - for General Assemblies as well as for Board meetings.
Fifty percent plus one of the Directors (rounded up) shall constitute a quorum for a regular meeting.
Fifty percent plus one of the members entitled to vote a General Assembly shall constitute a quorum for a regular meeting.
If at the time a planned meeting is to commence there is no quorum of the expected Directors or Full members, the meeting shall be adjourned for half hour, after which it shall be deemed to be a regular meeting in accordance with the provisions and stipulations of these Articles - irrespective of the number of members present - subject to the provisions of Article 21 concerning alteration of the Articles and terminating of the Association.


Article 23. CAPITAL

The Association shall raise the capital to finance its activities through membership fees, sponsorship and promotional activities. The Association is a non-profit organization and all revenues generated shall be used to finance its objects.
The Association's assets may also consist of gifts, testamentary dispositions and specific legacies, interest, contributions from third parties, grants and other income.


Article 24. LANGUAGE

Meetings shall be conducted in English unless the Board decides otherwise. Official communications and minutes of meetings shall be in English.

In conclusion, the parties appearing stated that the first Board of the Association will be composed of:

  1. Mr. Walter Straub
  2. Mr. Michel Jean Pierre Maugé
  3. Mr. August Herbert Moderer
  4. Mr. Lindenbergh
  5. Mr. Peter Fenech

The Board of Directors, named under 1, 2, 3, 5 agreed to establish the association on present papers, their appointment as members of the board and the required registration at the chamber of commerce, in written form.
FINAL ACT
The persons appearing before me are known to me, civil law notary.
This deed was signed in Amsterdam on the date given at the head of the document.
After they were informed of the substance of the present deed and its contents had been explained to them, both parties declared that they had acquainted themselves with its contents and did not require the deed to be read out in full.
Then, after selected passages had been read out, the persons appearing and I, civil law notary, immediately signed the instrument.

Welcome to the HCCE website. If you continue to browse and use this website, you are agreeing to comply with and be bound by the following terms and conditions of use, which together with our privacy policy govern HCCE's relationship with you in relation to this website. If you disagree with any part of these terms and conditions, please do not use our website.

The term 'Historic Conference Centres of Europe' or 'HCCE' or 'us' or 'we' refers to the owner of the website whose registered office is c/o Neumunster Abbey, 28 Rue Munster, L-2160 Luxembourg. Our Chamber of Commerce number: 34215900 registered in The Netherlands. The term 'you' refers to the user or viewer of our website.

The use of this website is subject to the following terms of use:

The content of the pages of this website is for your general information and use only. It is subject to change without notice.

  • This website uses cookies to monitor browsing preferences.
  • Neither we nor any third parties provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website for any particular purpose. You acknowledge that such information and materials may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law.
  • Your use of any information or materials on this website is entirely at your own risk, for which we shall not be liable. It shall be your own responsibility to ensure that any products, services or information available through this website meet your specific requirements.
  • This website contains material which is owned by or licensed to us. This material includes, but is not limited to, the design, layout, look, appearance and graphics. Reproduction is prohibited other than in accordance with the copyright notice, which forms part of these terms and conditions.
  • All trade marks reproduced in this website which are not the property of, or licensed to, the operator are acknowledged on the website.
  • Unauthorised use of this website may give rise to a claim for damages and/or be a criminal offence.
  • From time to time this website may also include links to other websites. These links are provided for your convenience to provide further information. They do not signify that we endorse the website(s). We have no responsibility for the content of the linked website(s).
  • Your use of this website and any dispute arising out of such use of the website is subject to the laws of the Netherlands.

More Articles ...

Address
Austria, Italy, Luxembourg, Germany, Greece, Malta and the UK
Phone
+44 (0)203 637 1045
Mail
office@hcce.com
Request for Quote