The governing bodies within an association play a key role in its organization, influencing decision-making and overall management. Although their composition may vary according to the specific structure of each association, they generally comprise the General Meeting, the Board of Directors and the Executive Committee. Close collaboration between these different bodies is essential to guarantee the success and longevity of your association, ensuring that it remains faithful to its statutes and fundamental values.
The roles and powers of governing bodies are usually defined in the association's articles of association, as the law of July 1, 1901 governing the creation and operation of associations does not impose strict rules on governing bodies, but merely lays down general principles. The bylaws also specify the procedures for electing or appointing members of governing bodies, and the duration of their terms of office.
The governing bodies are responsible foracting in the best interests of the association, bearing in mind its objectives. Transparency, accountability and rigorous financial management are among the principles that guide their actions.
If you're wondering about your association's governing bodies and how they operate, this article will provide valuable clarification.
Your association's governing bodies
Your association's governing bodies are essential to its smooth running. A number of committees or commissions can also be set up to meet your specific needs. For example, a communications committee can be set up to manage the promotion of your actions, or an ethics committee can ensure that your association's principles are respected.
Traditionally, however, the three main bodies are as follows:
- The General Meeting is the supreme body of the association. The AGM brings together all members, at least once a year, to take major decisions. At these meetings, the AGM votes to approve the accounts, amend the articles of association, elect members of the Board of Directors, and all matters concerning the general direction of the association. The AGM may be ordinary or extraordinary, depending on the agenda. An Extraordinary General Meeting is convened outside the ordinary annual General Meeting to deal with urgent matters. It is important to note that holding a General Meeting is not compulsory for all associations, except for those that are regulated and for certain important decisions.
- The Board of Directors is an executive body made up of members elected by the AGM. It is responsible for the day-to-day management of the association. Board members have fixed-term mandates and assume various responsibilities, including overseeing finances, making operational decisions, managing employees where relevant, and implementing the directions set by the GM. The Board meets regularly to discuss day-to-day business, and may sometimes set up specialized committees to deal with particular issues. Not all associations are required to have a Board of Directors.
- The board generally comprises a president, treasurer and secretary, appointed by the AGM from among the association's members. The president is the legal representative of the association and coordinates all activities. His actions are binding on the association vis-à-vis third parties. The treasurer is responsible for financial management, including keeping the pro association account, managing association expenses and preparing the budget. The secretary handles internal and external communications, drafts meeting minutes and ensures administrative follow-up. The Executive Committee is responsible for implementing decisions taken by the Board of Directors. An executive committee is not a legal requirement for any association.
These three bodies - the General Meeting, the Board of Directors and the Executive Committee - play key roles in the governance of your association, but their implementation depends on the specific needs and requirements of your organization.
How they work
The functioning of your association's governing bodies is governed in part by the French Civil Code, the French Public Health Code, and other specific laws depending on the nature of your association. To ensure transparent and effective governance, it is essential to comply with the following legal and statutory rules:
- Bylaws and regulations: your association's bylaws define its structure, objectives, operating rules, financial management, decision-making procedures, the powers of the governing bodies, and many other aspects. The by-laws complement the articles of association by detailing specific procedures. It is essential to comply with both the articles of association and the by-laws.
- Decision-making procedures: all decisions within the association must be taken democratically, in accordance with the majority rules defined in the articles of association. Governing bodies are accountable to the association's members for their actions.
- Financial transparency: the treasurer must maintain proper accounting records and present an annual financial report to the Annual General Meeting for approval.
- Legal obligations: associations must comply with certain legal obligations, notably with regard to financial transparency, compliance with accounting and tax rules, and publication of their annual financial statements. It is essential to note that association directors may be held liable in the event of mismanagement or non-compliance with applicable laws and regulations.
By following these principles and complying with the law, you can ensure that your association operates smoothly and legally.