Governance
Bylaws
A - Key legislation governing the work of Associations in Lebanon & ISOC Lebanon Specifically
• Article 13 of the Lebanese Constitution.
• The 1909 Law of Associations.
• The 1911 Law of Public Assemblies.
• Decision of the Council of State (Shoura) No.135/2003
• ISOC Lebanon Statutes ("NIZAM ASSASI" Arabic official document attached below)
• ISOC Lebanon Bylaws ("NIZAM DAKHILI" Arabic official document attached below)
• Documents required annually from associations.B - ISOC Lebanon General Assembly
The general assembly, as defined in the Lebanese Law of Associations, is formed by the members who are in good standing as of the preceding 31st of December - ISOC Lebanon members who have paid their membership dues as of the preceding 31st of December. The bylaws refer to members who are in good standing as "effective members" or "voting individual members". "Organization members" are also voting members.
The Ordinary General Assembly is the periodic meeting of the general assembly as defined in the statutes and is held annually. The ordinary general assembly discusses the association’s activities, the work of the administrative board, and ratifies the budget. The tasks of the general assembly are as follows:
• Evaluating and discussing the work of the association, the administrative report, and the financial report of the administrative board.
• Adopting the audited accounts of the previous year and the outstanding debts.
• Approving the budget for the coming year.
• Electing the members of the administrative board.
C - ISOC Lebanon Administrative Board
ISOC Lebanon administrative board is composed of four officers as defined in the statutes: Chair, Vice Chair, General Secretary, and Treasurer.The members of ISOC Lebanon General Assembly (members who have paid their membership dues for the current year) can run for one of the administrative board positions. The members of the general assembly choose these members through a direct vote.
The term of office of the elected administrative board members is two years and shall commence at the adjournment of the next regularly scheduled Board meeting following the completion of the election process. The term of office for departing administrative board members shall end at the adjournment of the same meeting. The Board meeting is defined as having one agenda. The new Board may convene a meeting after the completion of the meeting of the outgoing Board to distribute the administrative board positions.
The administrative board meets monthly and on exceptional occasions when needed. Generally, the chairperson calls the meeting and sets the agenda, but a number of other members may call for the meeting and even add items to the agenda.
The administrative board enjoys many duties in governing the association independently from the general assembly, even if it is under the latter’s supervision and accountability. The members of the administrative board, notably its chairperson, vice-chairperson, secretary, and treasurer undertake the executive functions and have fiduciary responsibilities.
1. The Chairperson (also called ‘President’):
• Chairs the association, represents it (in court or elsewhere), and signs all deeds, contracts, and papers he/she is entitled to conclude on its behalf.
• Hires and dismisses staff and personnel in the association.
• Calls for meetings and sets their agendas.
• Heads the administrative board meetings.
• Heads all the meetings of the general assembly except for the one held to elect a new administrative board (this meeting is usually headed by the eldest or oldest member of the association).
· Represents the association to the Government. He/she handles the procedural relationship with the relevant authority. Being the association’s representative does not make him/her responsible for the association’s activities in court.
• The chairperson cannot be elected to hold the chairmanship for two consecutive terms.
• De facto The chairperson serves on the executive board during the term preceding his/her chairmanship term.
• The chairperson can elect to serve in other capacities than the "chairperson" on the term preceding his/her chairmanship term.2. The Vice-Chairperson:
• Plays a vital role in the absence of the chairperson. The vice-chairperson completely and fully replaces the chairperson in all functions and competencies.
• In case of the chairperson’s presence, the vice-chairperson then acts as a member of the administrative board. Yet, he/she must closely follow its work and matters, in order to be able to replace the chairperson when needed.3. The Secretary:
• Registers and organizes the minutes and records of all the meeting sessions and decisions of the general assembly and the administrative board.
• Receives the incoming mail and co-writes and signs the outgoing mail (usually with the chairperson).
• Addresses invitations and undertakes the responsibility of notifying the stakeholders of new decisions4. The treasurer:
• Is entrusted with managing fixed and movable funds.
• Collects and follows-up subscription fees.
• Prepares the draft budget and the accounts of the association.
• Collects the money, remittances, and bills of the association.
• Deposits the association’s funds in banks and manages them according to the instructions and decisions of the administrative board.ISOC Lebanon Administrative Board Election Process:
Elections Committee: The Elections Committee is usually chaired by the eldest or oldest member of the association. The Election Committee Chair shall identify no fewer than two other Individual Members of ISOC Lebanon to sit on the committee, subject to formal Administrative Board approval. The Elections Committee members cannot be elected as administrative board members in the year during which they sit on this Committee. The Committee will be responsible for establishing and supervising the election, vote counting and announcement of results.
Electoral Body: The participation to the election is restricted to ISOC Lebanon members who are in good standing as of the preceding December 31 - have paid their membership dues as of the preceding December 31. Each eligible member can cast one vote. ISOC will publish the electoral body at least one month before the election date.
Eligibility for Candidacy: The submittal of candidature to serve on the administrative board is restricted to ISOC Lebanon members who are in good standing as of the preceding December 31 - have paid their membership dues as of the preceding December 31.
ISOC will call for candidacy at least one month before the election date.
The candidacy documents required for the administrative board positions:
- Complete and submit candidature online application
- Short biography of the candidate (250 words maximum - MS Word format)
- Election statement of the candidate (250 words maximum - MS Word format)
- Passport size photo (jpeg format)Use of Electronic Mail: All formal communications between ISOC Lebanon and its Members related to elections will use electronic mail.
Candidates Promotion to Electoral Body: Candidates will be given the opportunity to submit biographical information and an election statement. The Elections Committee will put in place a process for appropriate electronic dissemination of candidate information and will allow updating of this candidate information by the candidate until the end of the voting period. Active campaigning other than the aforementioned statements is discouraged.
Ballot: Announcement of candidates and their short biography and election statement will be published on ISOC Lebanon website and distributed via e-mail to the electoral body at least ten days before elections.
The casting of Votes: Eligible members will cast their votes in person via secret ballots on the election date (general assembly meeting), at a time and place established by the incumbent President and approved by the Election Committee. The voter should show their Lebanese ID Card or Passport and sign the “list of the names of members participating in the electoral session”. The Election Committee will establish procedures to ensure the privacy, validity, and accuracy of the voting process.
Counting of Ballots: The counting of ballots will take place on the election date immediately after the closing of the voting session. At least two members of the Elections Committee shall be present at the counting of the ballots. The committee will establish procedures to ensure the privacy, validity, and accuracy of all ballots. In the event of a tie vote for any position, fair and unbiased random selection will be used to determine the order of the tied candidates.
Certification of Vote: The Elections Committee shall certify the results of the election to the Administrative Board within 1 hour following the election.
Publication of the Result: Only the vote counts of the elected candidates and the total vote count are to be published, while all candidates and the Administrative Board will be provided with the full list of candidates and the number of votes that each received.
Challenges: Any challenge must be addressed to the incumbent President with a recital of the reasons for the challenge, and must be received no later than 7 days following the end of the election. The President, after consultation with the Chair of Elections Committee and the members of the Administrative Board, shall advise the author of the challenge of the Board's decision, which shall be final, with 7 days following the end of the challenge period.
Typical Election Schedule (example)
D. Permanent Committees
ISOC by laws of associations define four permanent committees:
• Programs Committee;
• Memberships Committee;
• Fundraising Committee; and
• Communications Committee.The heads of the permanent committees are appointed by the administrative board to cooperate with it in managing the association’s affairs, projects, and activities.
The term of office of the heads of the committees is two years and shall commence at the adjournment of the next regularly scheduled Board meeting following their appointment. The term of office for departing heads of committees shall end at the adjournment of the same meeting.
E. Members at Large
ISOC by laws of associations defines four Members at Large, appointed by the president of the Association, to cooperate with the administrative board in managing the association’s affairs, projects, and activities within University Clubs.The term of office of the members at large is two years and shall commence at the adjournment of the next regularly scheduled Board meeting following their appointment. The term of office for departing members at large shall end at the adjournment of the same meeting.
F - Documents To Be Submitted Annually by the Association
By virtue of Decree No. 10830 dated 9/10/1966, each association must submit the following documents to the Ministry of Interior - Department of Administrative and Political Affairs, before the end of January of each year:
1. An income statement of the preceding year.
2. A list of the names of the association’s members who have settled their annual subscription fees as of the preceding December 31 (3 copies signed by the president and the secretary general of the association, and stamped with its seal).
3. The current year’s draft budget (3 copies signed by the president and the secretary general of the association, and stamped with its seal).In case of administrative board elections:
The minutes of the election of the new administrative board, which must include:
1. The date on which the call for elections took place.
2. The date of the elections.
3. A list of the names of the members who have settled their subscription fees and who are eligible to vote.
4. A list of the names of members participating in the electoral session, signed by the voters (quorum must be at least half plus one).
5. The number and names of individuals running for administrative board elections.
6. The elections’ results and names of winners.
7. Minutes of the distribution of positions of new administrative board members.G - ISOC Administrative Board Indicators
ISOC Lebanon identified the following indicators to assess the performance of an association’s administrative board to achieve its objectives:• The Strategic Plan: Does the administrative board have a clear plan of the objectives it means to achieve? Is this plan related to a relevant agenda? Does it take a certain priority into account? Does it balance the projects with the human, financial, and funding capabilities of the association? Does it complete the strategic plans set by the preceding administrative boards, or does it merely review their content?
• The Working Tools: Is the administrative board aware of the qualifications, competencies, and expertise of its members? Does it use these capabilities? Has the administrative board established truly active specialized committees? Are all members being included in the activities and are all the roles justly distributed and rotated? Are responsibilities being delegated in a way to ensure participation?
• The Effectiveness of Meetings: Are the meetings of the administrative board prepared thoroughly? Are there discussions on setting the agenda? Is the agenda sent to all board members in due and sufficient time for them to review it? Are the necessary documents attached to the sent agenda to allow the members to form a clear idea of its items? Do the sessions start at the defined times and are there times set for ending the meetings? Is there a session procedure (taking the floor, duration of each intervention, and so on)? Is the agenda respected? Are the items clearly and conclusively adopted (ratified, rejected, postponed, followed-up…)? Are minutes taken? Are the minutes certified?
• Follow-up: Do the administrative board’s chairperson, secretary, and project head follow-up the project closely? Are the deadlines met? Are the periodic reports on projects and activities reviewed? Do administrative board meetings discuss issues raised in previous meetings?
• Accountability: Do the members of the administrative board hold their chairperson, secretary, treasurer, and members entrusted with specific tasks accountable, and are their performances assessed? Do they submit periodic reports on their achievements?
• Periodic Assessment: Does the administrative board conduct a periodic internal assessment of its performance? Does it look into its work mechanism, priorities, strategic and periodic plans? If not, does the general assembly do so at least once a year? Is the work of the administrative board discussed or is endorsing the accounts and outstanding debts of the administration just a formality?
H - Controls
The work of an association undergoes three kinds of controls:• Internal control: conducted periodically and when needed, by the administrative board to control its own work, and by the general assembly to monitor the work of the administrative board.
• Administrative control conducted by the relevant authority:
The 1909 Law and the Law enforced by Decree No. 10830 dated 9/10/1962 set obligations on associations towards the relevant authority and imposed the authority’s control.
The obligations are:
Bookkeeping:
Each association must keep four sets of books:
The first must include the names of the members, their full identity, and the date of entering the association.
The second must contain the decisions, correspondences, and notifications of the administrative board.
The third must include the association’s income and expenditure in kind as well as in cash.
The fourth is numbered and is used to register all amendments of the regulations concerning the association, the administrative board, and location of its headquarters.
The secretary generally holds the first, second, and fourth books, while the treasurer holds the third book.Annually informing the competent authority of certain documents.
All associations have been required to submit the following documents in January of each year to the Ministry of Interior:
A list of the names of all the members, signed by the secretary and the chairperson.
A copy of the annual budget and the accounts, signed by the secretary and the chairperson.
If an association fails to do this, it will be fined an amount to be decided by the relevant authority, considering that fines should only be imposed by virtue of a law issued by the Parliament.
Informing the relevant authority of any amendment to the regulations and the administrative board: In addition to the annual documents presented to the appropriate authority, each association is obliged to inform the authority immediately of any change or amendment to its regulations, administrative board, or location of its headquarters. If an association fails to do so, the amendment or change cannot enter into force towards third parties until the association suitably notifies the relevant authority.
Judicial Control: In the event of a conflict between the association, the administrative board, or its members, the courts will examine the internal governance of the association, its accounts, and the responsibilities of its administrators.
مجتمع الانترنت في لبنان - النظام الداخلي
مجتمع الانترنت في لبنان - النظام الأساسي