Dear Ordinary Members of ESRA,

In accordance with Article 16 of the current statutes of ESRA concerning the amendment of the bylaws and the possible dissolution of the association, you are hereby formally invited to participate in an Extraordinary General Assembly.

The purpose of this Assembly is to discuss and vote on the approval of the new AISBL statutes based on the content agreed during the 2024 Extraordinary General Assembly adapting ESRA’s legal framework to the Companies and Associations Code. An AISBL constitutes a legally recognized international non-profit association under Belgian jurisdiction, established by Royal Decree, and is designed for entities such as ESRA that conduct activities across national borders and pursue objectives of public interest without commercial intent.

First Call:

• Date:  9th June 2025
• Time: 15:00 CET
• Location: Online or onsite (the link will be sent in a separate message)

Quorum Requirement:
As per our bylaws, the Assembly can validly deliberate only if at least a two-thirds (2/3) majority of the Ordinary Members are present or represented.

Second Call:
Should the quorum not be met on 9th June, a second Extraordinary General Assembly will be convened:

• Date: 16th June 2025
• Time: 18:00 CET
• Location: ESREL 2026, Stavanger, Norway. Remote attendance also possible (link will be sent in due date)

Attendance Confirmation:
All Ordinary Members are kindly requested to confirm their attendance or to nominate a proxy by 27th May 2025 15th June 2025 at the latest.
Confirmation and proxy forms should be sent using this form https://survey.uni-hannover.de/index.php/836448?lang=en

During this second Assembly, decisions may be validly taken irrespective of the number of Ordinary Members present or represented, but still requiring a two-thirds (2/3) majority for adoption.

Agenda of the Extraordinary General Assembly:

1. Presentation of the new AISBL statutes
2. Discussion and questions
3. Voting on the approval of the new statutes

We look forward to your active participation.

Attached, the official French version of the English version.

Sincerely,
Myrto Konstantinidou

Important announcement: Amendment of ESRA’s Bylaws

Article from 22. May 2024

ESRA is a Non-profit organisation registered in Belgium and subject to Belgian legislation. Non-profit organisations used to be governed by the act of 1921. On 23 March 2019, a government bill introducing a new Belgian Companies and Associations Code came to force and It repealed the 1921 act. Therefore, the ESRA bylaws (Articles of the Association) must be amended to assure compliance with the new Belgian law. This also represents an opportunity to modernise our bylaws.

The ESRA Board has appointed a legal office to amend the bylaws in order to comply with the current code. Details of the required changes to comply with the Belgian Companies and Associations Code have been prepared by the appointed lawyer Philippe Malherbe and they can be found in the document  20240112 Memo ESRA.

Main changes are depicted in the document Revision of the Article of the Association.

We urge for your attention in going through the amended bylaws (Articles ESRA adapted CAC - EN version_20052024). If you have any questions or comments, please send a message to board@esra.website  by the 4th of June at 12:00 CET 2024.

The amended Bylaws was brought for voting at the General Assembly Meeting at ESREL 2024 in Krakow.