Statutes

Chapter I. Generalities

Art. 1. The non-profit organization called "Centre National de Recherches de Logique - Nationaal Centrum voor Navorsingen in de Logica", abbreviated, "CNRL-NCNL". It was founded on May 21, 1955 by:

• Mrs Philippe Devaux, professor at the Universityé de Liège, avenue de Messidor, 88, in Uccle.
• Joseph Dopp, professor at the Catholic University of Leuven, Marie-Theresiastraat, 108, in Leuven.
• Robert Feys, professor at the Catholic University of Leuven, Tiensestraat, 108, Leuven.
• Maximilien Freson, secretary of the National Fund for Scientific Research, Egmontstraat 11, Brussels.
• Chaïm Perelman, professor at the Universityé de Bruxelles, rue de la Pécherie, 32 , in Uccle. Leo Apostel, 148, chaussée de Boitsfort, in Brussels.
• Franz Crahay, 53, rue Monulphe, Liège.

The CNRL-NCNL is registered in the national register under the identification number 409141248.

Art. 2. Head office

It has its head office in the Brussels region.

Chapter II. Goal, duration

Art. 3. The aim of the association is to realize, initiate and coordinate research in logic in Belgium, and in particular those investigations that study reasoning either using formal methods or using informal methods.

Art. 4. The association is established for an indefinite period; it can be dissolved at any time.

Chapter III. Members, admission of new members

Art. 5. The association is composed of at least four members.

Art. 6. The members who are not mentioned in the statutes can only be admitted by the general meeting and only because of the active interest they show in the logic research.

The register of associates is kept in electronic form and can be consulted upon request by associate members and persons authorized by law.

Chapter IV. General meeting

Art. 7. The general meeting is composed of all members; it meets at least once a year during the first semester, at a time and place to be determined by the office. This general meeting will be announced by post at least fiften days before the scheduled date. Other meetings of the general meeting can be called at any time, either at the initiative of the bureau or by the members, in accordance with the guidelines laid down by law. Members can always be represented at the general meeting by another member.

Art. 8. The general meeting is chaired by the president of the management body, or, failing that, by a vice-president, or failing that by the oldest director present.

Art. 9. The general meeting is authorized for all legally permitted matters, in particular:

- the amendment of the articles of association,

- the appointment and removal of directors,

- the appointment and removal of the supervisory directors and the determination of their remuneration in the event of a remuneration being awarded,

- the discharge to the directors and the supervisory directors,

- the approval of the budget and of the account,

- determining the annual contribution,

- the exclusion of a member,

- the dissolution of the association,

- the conversion of the association into a company with a social purpose,

It also approves the work programmes.

Art. 10. The general meeting has the right to take a decision that is not mentioned in the agenda, provided that a majority of the members is present.

Art. 11. The resignation, suspension and exclusion of associate members is done in the way fixed by article 9.23 of the law (Book 9, title 4). The exclusion of a member can only be validly decided by the general meeting with a majority of two thirds of the members. The resignation of a member is reported to the chairman; the resignation only becomes effective when the general meeting has taken note of it. Neither the resigning members, nor the excluded members, nor their representatives or their successors or beneficiaries of a deceased member have the slightest right to the patrimony of the Center, they cannot claim or require any statements, rendering of accounts, affixing of seals or inventories.

Art. 12. The decisions of the general meeting, for which the law provides for publication, will be included in the appendices of the Belgian Official Gazette; all other decisions shall be notified to the members by mail or email. They are recorded in the form of minutes, signed by the president or a vice-president or the secretary.

Chapter V. The Bureau

Art. 13. The general assembly appoints from among its members a chairman, vice-chairmen, a secretary and a treasurer, researchers of the institutions whose members are involved in the research as mentioned in article 2. They form the council of board, referred to as "the bureau" in these statutes. If the chairman is unable to attend, a vice-chairman or the oldest director assumes the powers of the chairman. The term of office of the Bureau members is five years; it is renewable and revocable at all times by the general meeting.

Art. 14. The Bureau meets at the invitation of the President or at the request of two of its members. Invitations are sent by mail or email and the meeting can be held by video conference. Decisions are taken by absolute majority; in the event of a tie, the vote of the chairman is decisive. Bureau decisions are recorded in minutes.

Art. 15. The Bureau has all authorized powers for management and decisions, in the interest of the association. The bureau counts among its powers all acts that are not reserved by law to the general meeting. The office also draws up regulations for the internal functioning of the association. The bureau can entrust specific and well-defined assignments to a mandatary.

Art. 16. The Bureau is obliged to submit the accounts for the past year and a draft budget for the coming year to the General Assembly each year for approval. The accounts are closed on January 15 each year.

Chapter VI. Various provisions

Art. 17. The general meeting can only legally decide on amendments to the articles of association if the subject of these amendments is expressly stated in the agenda and if the general meeting consists of at least two thirds of the members.

Art. 18. The association can only be dissolved by a decision of the general meeting within the conditions set by law. In the event of dissolution, voluntarily or judicially, the general meeting will decide sovereignly on the destination of the net assets. The latter will necessarily be spent on assigned to similar scientific works or Belgian associations pursuing the same objectives as the CNRL-NCNL.

Art 19. Final provision

Anything that is not explicitly provided for in these statutes is regulated by the law governing non-profit associations and its implementing orders, as well as by the internal regulations.

Art 20. Judicial jurisdiction

For any dispute between the association, its members, administrators, commissioners and liquidators relating to the affairs of the association and the execution of these statutes, exclusive jurisdiction is attributed to the courts of the head office, unless the association expressly waives.

Art 21. The provisions of the Code of Companies and Associations from which it is not lawfully deviated are deemed to be included in these statutes and the clauses contrary to the mandatory provisions of the Code of Companies are deemed unwritten.