| [eclipse.org-members-committers] Convening Notice of Extraordinary General Assembly meeting of the Eclipse Foundation AISBL to approve revisions to the Bylaws |
All, tl;dr The Board has taken the decision to update the Foundation’s Bylaws and is now seeking the approval of the General Assembly to adopt those changes. The suggested revisions are attached. An information session to explain the revisions will be held on Tuesday, 23 September at 14:30 - 15:30 via Zoom: (https://eclipse.zoom.us/j/86539848913?jst=3). We urge all members to join. A recording will be made and shared with all members afterwards. The formal EGA meeting will be held on Monday, 20 October at 16:00 CEST at the office of notary Berquin, located at Avenue Lloyd George 11 1000 Brussels. This is an in-person meeting only and all voting members are expected to be represented by proxy. This particular format for this EGA is based on the recommendation of legal counsel in order to fulfill the technical and practical requirements of approving changes to the Bylaws. Further instructions will be sent to voting members via separate email. Full Details The Board has taken the decision to revise the Foundation’s Bylaws and is now seeking the approval of the General Assembly to adopt those revisions. The Bylaws have not been updated since we formed the Belgian entity in 2021, and making such updates from time to time is part of our commitment to keeping our governance processes and policies current and effective. Attached are both clean and redline versions of the revised Bylaws. You will note we have included both French and English versions. As a reminder, the official Bylaws are the French version, while we work with the English version for conducting all business. We will hold an information session explaining the revisions and the motivation behind the changes. The meeting is open to all members and we encourage everyone to attend. It is scheduled for 23 September at 16:00. The zoom link for the meeting is here. This meeting will be recorded and we will share the link from the recording shortly afterwards. Also attached is the formal convening notice for the extraordinary general assembly (EGA) meeting to be held to formally approve the revisions. The convening notice contains the explicit instructions regarding the meeting. I urge you to review the details included as it includes instructions on how to participate in the meeting. Of note, the meeting is a physical, “onsite” meeting only with no Zoom link included and where the voting members will formally be represented by proxy. We have not held member meetings using this format before, but it is the method recommended by our legal counsel in order to meet the technical and practical requirements of notarizing the results of the vote, which is a requirement of Belgian law to update our Bylaws. Again, this is explained further in the convening notice and will be explained at the information session. The convening notice includes the agenda, instructions for attending the meeting, and an explanation of voting rights and processes for those Members eligible to vote. Member Representatives of Voting Members (i.e., Strategic and Contributing member organisations) will receive further details and the proxy form with voting instructions within the next few days. We will also reach out to voting member representatives after the information session to assist with completing the proxy form.
Should you have questions regarding the convening notice, the meetings, or your membership, please reach out to secretary@xxxxxxxxxxxxxxxxxxxxxx.
We look forward to speaking with you on 23 September.
Regards, Paul ============= Paul White Secretary/Treasurer | Eclipse Foundation AISBL paul.white@xxxxxxxxxxxxxxxxxxxxxx Rond Point Schuman 11 Brussels 1040 Belgium |
Attachment:
A1 - 2025 EF AISBL Bylaw Modifications FR - redline.pdf
Description: Adobe PDF document
Attachment:
A2 - 2025 EF AISBL Bylaw Modifications EN - redline.pdf
Description: Adobe PDF document
Attachment:
A3 - 2025 EF AISBL Bylaw Modifications FR - clean.pdf
Description: Adobe PDF document
Attachment:
A4 - 2025 EF AISBL Bylaws Modifications EN - clean.pdf
Description: Adobe PDF document
Attachment:
2025 Eclipse Foundation AISBL EGA Convening Notice.pdf
Description: Adobe PDF document