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Bylaws of the association

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ℹ️ This page is a quasi-automatic translation. Only the French version is authoritative.

Bylaws of the association registered in France under the law of 1 July 1901 and the decree of 16 August 1901.


Article 1 β€” NAME

An association governed by the law of 1 July 1901 and the decree of 16 August 1901 is established among the members signatory to the present bylaws, under the name: Friends of OpenPGP (foopgp)

Article 2 β€” PURPOSE

The purpose of this association is to bring together all individuals or legal entities that use or develop technological solutions based on OpenPGP standards.

The values carried by the association are Transparency, Benevolence, Cooperation, and Proximity.

The objectives of the association are:

  • to promote and facilitate the adoption of OpenPGP technologies and to support their growth and use;
  • the transition towards a complementary monetary system, mindful of the physical limits of our planet.

To achieve these objectives, the association organises events, workshops and training sessions. It informs about technological developments related to OpenPGP through all media (print or broadcast, Internet, social networks, etc.) and by all means (web servers, blogs, mailing lists, etc.).

The association may also host and promote the collaborative development of software projects related to OpenPGP.

The association may, on a regular basis, offer products for sale, sell them, or provide services related to OpenPGP standards.

The association may collect donations and provide financial support to third-party projects that contribute to the development of technological solutions based on OpenPGP standards.

Article 3 β€” REGISTERED OFFICE

The registered office is located at:

75, Impasse Serre des Isnards. 05000 Pelleautier

It may be transferred by a simple decision of the board of directors.

Article 4 β€” DURATION

The duration of the association is unlimited.

Article 5 β€” COMPOSITION

The association consists of members: individuals, and partners: legal entities.

Article 6 β€” ADMISSION

To become a member of the association, approval by the board of directors is required, which decides on admission applications at each of its meetings.

Article 7 β€” MEMBERS β€” FEES

Members are those who are up to date with the payment of the amounts set by the internal regulations , such as the membership fee.

Only members may:

  • cast their votes
  • receive additional power tokens (see Article 10bis)

Article 8 β€” SUSPENSION

Membership may be suspended by:

  • Resignation.
  • Suspension pronounced by the board of directors for serious cause, the member concerned having been invited by any means to provide explanations before the bureau and/or in writing.
  • Non-payment of the amounts set by the internal regulations , such as the membership fee.
  • Failure to comply with the certification criteria described in the internal regulations .

Article 9 β€” AFFILIATION

The present association may join other associations, unions or groupings by decision of the board of directors.

Article 10 β€” RESOURCES

The resources of the association include:

  • The amount of membership fees;
  • Grants from the European Union, the State, departments and municipalities.
  • All resources authorised by laws and regulations in force, in particular donations, gifts and crowdfunding.
  • The proceeds of its economic activities.

Article 10 BIS β€” ON VOTING AT GENERAL MEETINGS

POWER TOKENS.

For each membership fee paid in euros, individualised and personal power tokens are created to participate in votes on decisions.

The board of directors proposes, within an ad hoc internal regulation , the terms for offering power tokens to members, their characteristics (pseudonymity, incompressibility, fungibility, (de)materialisation, (de)centralisation) and the logarithmic quantities of power tokens as a function of the membership fees paid.

The board of directors also proposes the growth coefficient of the number of power tokens within the association, the mandatory contributions owed because of the number of power tokens held, and the polynomial smoothing methods for power tokens, intended to offset de facto inequalities.

Each member’s number of votes depends on those smoothing methods.

These proposals are submitted to validation at a general meeting.

Article 11 β€” ORDINARY GENERAL MEETING

The ordinary general meeting includes all individual members of the association, in whatever capacity they are members.

It meets at least once each calendar year.

At least fifteen days before the set date, the members of the association are convened by the board of directors. The agenda is included in the convocations.

A chair, assisted by the board members, chairs the meeting and presents the activity report of the association.

A treasurer reports on their management and submits the accounts of the past calendar year for approval by the meeting.

The general meeting sets the value of the operating parameters defined in the internal regulations , such as the amount of the membership fee to be paid by the members.

Only items on the agenda may be discussed.

Decisions are made by a majority of the votes (see Article 10bis) cast by the members, present or represented.

After the agenda is exhausted, outgoing board members are replaced.

The decisions of general meetings are binding on all members, including those absent or represented.

Article 12 β€” EXTRAORDINARY GENERAL MEETING

If necessary, or at the request of more than 20% of the members, a chair may convene an extraordinary general meeting, following the procedures set forth in the present bylaws and only for amendments to the bylaws or internal regulations, dissolution, or acts concerning real estate.

The convocation procedures are the same as for the ordinary general meeting.

Deliberations are made by a majority of the votes (see Article 10bis) cast by the members, present or represented.

Article 13 β€” BOARD OF DIRECTORS

The association is directed by a board of directors of at least 2 members (a chair and a treasurer), elected for 3 years by the general meeting. Members are eligible for re-election.

In case of a vacancy, the board of directors provides for the temporary replacement of its members until the next general meeting.

The board of directors meets by videoconference once a week, with exceptions. These meetings are open to all members and to guests, within the limit of one guest per member. After each meeting a report is published, at the latest before the following meeting.

Decisions are made by seeking consent.

If objections persist, a chair will convene all members of the board, and decisions will be made by a qualified two-thirds majority of the votes cast.

If the qualified majority is not obtained within the board of directors, the decisions concerned may be submitted to all members at a forthcoming general meeting or by postal vote.

In case of a tie, decisions are drawn by lot.

Treasurers and chairs are the only persons authorised to commit the association’s funds.

The signatures of a treasurer and a chair must be joint for all significant operations, in particular:

  • signing a lease
  • opening a bank account
  • banking operations, or the sum of banking operations in a single month, for amounts exceeding 5% of the established turnover, and up to a limit of €10,000.

Article 14 β€” INDEMNITIES

All management duties, including those of the members of the board of directors, are voluntary.

Only expenses incurred in the performance of their mandate are reimbursed on presentation of receipts. The financial report presented at the ordinary general meeting shows, per beneficiary, the reimbursement of mission, travel or representation expenses.

Article 15 β€” INTERNAL REGULATIONS

Internal regulations are established by the board of directors, and any modification must be approved by the general meeting.

These eventual regulations are intended to set the various points not covered by the present bylaws, in particular those relating to the internal administration of the association.

Article 16 β€” DONATIONS AND GIFTS

The report and annual accounts, as defined in Article 11, are sent each year to the Prefect of the department.

The association undertakes to present its records and accounting documents on any requisition by the administrative authorities concerning the use of any donations it may be authorised to receive, to allow representatives of those competent authorities to visit its premises, and to give them account of the operation of those premises.


Adopted at the extraordinary general meeting of Sunday 20 July 2025 in Pelleautier , and in effect from that date until further notice.

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