Article 1
1.1 Name
The name of this Network is the North Africa and Middle East Science centers network (NAMES), a nonprofit organization.
1.2 Registered Office
The registered office of the Network shall be located at:
Bibliotheca Alexandrina
P.O. Box 138, Chatby,
Alexandria 21526,
EGYPT
1.3 Language
This is a bilingual, Arabic and English, network; however, all official correspondences and papers shall be drafted primarily in English and all signed documents need to be in English.
Article 2
2.1 Mission Statement
Networking for a better future
2.2 Mission
NAMES network aims to democratize science throughout the region by enhancing public understanding and involvement in science among an increasingly diverse public by means of informal education.
2.3 Vision
The purpose of creating NAMES is to foster cooperation between member institutions and individuals with the aim of benefiting from, and maximizing upon, the collective available resources and experiences within the region. Networking and collaboration within the region and with the rest of the world enhances the knowledge of the dynamic and ever-changing pace of science and technology necessary for achieving the common goal of science democratization. The network also aims to help establish new science centers and museums, as well as science communication initiatives and projects, in all countries of the region.
2.4 Objectives
2.4.1 Long-Term Objectives
- Identifying the current situation, means, and venues of science communication throughout the region.
- Promoting best practices, supporting effective communication, and encouraging excellence and innovation in informal science learning.
- Providing professional development for the science communication field in the region, collaborating to enhance the performance of those involved in the field, and making best use of all available resources within the region.
- Spreading the message of informal education and strengthening the position of science centers/museums within the community at large.
- Emphasizing and popularizing the cultural and scientific heritage of the region.
2.4.2 Short-Term Objectives
- Creation of common promotional and educational publications.
- Collaboration in the fabrication of hands-on exhibits.
- Creation of traveling exhibitions.
- Sharing in the production of planetarium shows and/or arabized versions of existing shows.
- Organizing and implementing collaborative training courses, seminars, and conferences.
Article 3
3.1 Membership
3.1.1 Joining Procedures
- The applicant is required to fill out the online application form published on NAMES Website, noting that the applicant could be asked to provide additional information as per the request of the Board of Directors (BoD);
- NAMES Secretariat Office (SO) notifies the applicant within 30 days of receiving the online application with the BoD’s decision;
- Upon approval of the BoD, the applicant is required to print NAMES Memorandum of Understanding (MoU) and Internal Regulations (IR) available on the Network’s official website; two signed hard copies of the MoU and one initialized hard copy of the IR (without annexes) are to be sent to NAMES mailing address;
- NAMES Executive Director signs the two MoU copies and one is sent back to the applicant;
- Upon signing the MoU and initializing the IR, members are required to pay fees on an annual basis; the value changes according to the BoD’s decision and members are notified accordingly;
- The membership is activated automatically upon receiving the full amount of the annual membership fees or semiannual membership fees in case the joining process is completed by the end of the second fiscal quarter.
3.1.2 Membership Categories
NAMES network encompasses seven membership categories; each member should fit the membership’s criteria and commit to paying the annual subscription fees within the first three months of the fiscal year.
If the member fails to pay the fee during said period, the membership will be automatically annulled unless the BoD decides otherwise in case of force majeure. To rejoin NAMES, said member is required to submit a new membership application.
3.1.2.1 Full Members
Full membership is opened to not-for-profit institutions and organizations inside the North Africa and the Middle East region that are involved in science engagement on permanent basis. Said institution or organization needs to be established and operating, with an ongoing activity that serves the purpose of science engagement to the general public, directly or indirectly.
For-profit science engagement establishments inside the North Africa and the Middle East region may apply for Full Membership; subject to the BoD's assessment and approval.
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Each full member institution has one vote in the General Assembly Meeting (GAM).
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Full member institutions are the only members with the right to nominate a CEO or Managing Director to NAMES Board and/or Presidency (according to the nomination and election regulations stated in the IR).
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Full membership applicants must fill out and submit the online application form posted on NAMES website.
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Full membership is granted by consensus of at least two-thirds (2/3) of the BoD to the institution or organization as a whole and not individuals.
3.1.2.2 Associate Members
Associate membership is opened to not-for-profit science engagement entities inside the North Africa and the Middle East region with an established form of science engagement activity, directly or indirectly; said entity does not necessarily have a physical location or is operational all year long.
For-profit science engagement entities inside the North Africa and the Middle East region may apply for Associate Membership; subject to the BoD's assessment and approval.
- Each associate member entity has one vote in the General Assembly Meeting (GAM).
- Associate membership applicants must fill out and submit the online application form posted on NAMES website.
- Associate membership is granted by consensus of at least two-thirds (2/3) of the BoD to the entity as a whole and not individuals.
3.1.2.3 Allied Members
Allied membership is opened to not-for-profit science engagement entities outside the North Africa and the Middle East region that support the purpose of cooperation in science engagement.
For-profit science engagement entities outside the North Africa and the Middle East region may apply for Allied Membership; subject to the BoD's assessment and approval.
- Allied members can participate in the Network’s activities, but have neither the right of voting in the GAM nor nomination for the BoD.
- Allied membership applicants must fill out and submit the online application form posted on NAMES website.
- Allied membership is granted by consensus of at least two-thirds (2/3) of the BoD to the entity as a whole and not individuals.
3.1.2.4 Sustaining Members
Sustaining membership is open for for-profit entities inside or outside the North Africa and the Middle East region that support the purpose of science engagement.
- Sustaining members can participate in the Network’s activities, but have neither the right of voting in the GAM nor nomination for the BoD.
- Sustaining membership applicants must fill out and submit the online application form posted on NAMES website.
- Sustaining membership is granted by consensus of at least two-thirds (2/3) of the BoD to the entity as a whole and not individuals.
3.1.2.5 Contributing Members
Contributing membership is open for one-person companies, consultants and/or science engagement professionals operating alone inside or outside the North Africa and the Middle East region.
- Contributing members can participate in the Network’s activities, but have neither the right of voting in the GAM nor nomination for the BoD.
- The BoD may waiver the fees in return for a service instead, which can be in any form of beneficial content or service that the BoD deems suitable.
- Contributing membership applicants must fill out and submit the online application form posted on NAMES website.
- Contributing membership is granted by consensus of at least two-thirds (2/3) of the BoD.
3.1.2.6 Individual Members
Individual membership is opened to individuals who are working in the field of science and/or its communication. Individual members represent their person, not the entity they are affiliated to.
- Individual members can participate in the Network’s activities, but have neither the right of voting in the GAM nor nomination for the BoD.
- The BoD may waiver the fees in return for a service instead, which can be in any form of beneficial content or service that the BoD deems suitable.
- Individual membership applicants must fill out and submit the online application form posted on NAMES website.
- Individual membership is granted by consensus of at least two-thirds (2/3) of the BoD.
3.1.2.7 Honorary Members
Honorary members are prominent entities and individuals that are involved in the cause of science engagement and its advocacy, and endorse NAMES. They could subscribe themselves or be nominated by a Board Member; in either case, they must confirm endorsing the network and be approved by the BoD.
Honorary membership may only be granted by election of at least two-thirds (2/3) of the BoD and must be based on particular merits in the field of science or science communication.
3.1.3 Membership Withdrawal
Membership withdrawal notifications must be sent to NAMES Executive Director, or President, as well as the Secretariat Office.
Membership withdrawal is automatically accepted and effective at the end of the ongoing fiscal year; membership fees already paid will not be reimbursed.
Article 4
4.1 General Assembly Meeting
The supreme authority of the Network, the General Assembly Meeting (GAM) is composed of representatives of Full and Associate Members. Only Full and Associate Members have the right to vote, at the rate of one vote per member institution.
All other members can participate as observers and are allowed to address the audience if they want. The role of the GAM includes:
- Election of the President;
- Election and revocation of Board Members;
- Approval of accounts and budget;
- Adoption of Internal Regulations;
- Dissolution of the Network, designation of the “liquidator” and the destination of the association assets.
4.1.1 A biennial Conference and GAM on its own right will be held every two years in one of NAMES members’ countries within the NAMES region. The GAM is convened by the BoD, by written notice, including the meeting agenda, delivered electronically at least 45 days I advance.
4.1.2 The BoD must also organize a GAM if at least two-thirds (2/3) of the Full Members request so.
4.1.3 The GAM is only valid if it has been summoned according to the previous conditions and if at least one-third (1/3) of the Full Members are present or represented.
4.1.4 If the required quorum is not present a second GAM has to be convened at the earliest two days later. Decisions can then be taken regardless of the number of members present.
4.1.5 Full Members unable to attend the GAM may give their proxy to another Full Member to vote on their behalf, noting that NAMES President, Executive Director, and the SO, must be informed by all proxies before the GAM. Any member attending a GAM may vote by proxy on behalf of a maximum of three other members.
4.1.6 Any proposal aiming to dissolve the Network must initiate from the BoD or at least two-thirds (2/3) of the Full Members. The BoD must inform the members at least three months in advance of the date of the GAM, which is to decide on such a proposal.
4.1.7 All decisions, except when otherwise specified, are taken by simple majority. In case of equal votes, the President’s vote finalizes the decision.
4.1.8 Decisions of the GAM must be acknowledged to all members.
4.1.9 Minutes of the GAM are documented electronically with the Members of the BoDs’ confirmation and kept by the SO.
4.1.10 Any of these Internal Regulations’ items may be altered, amended, or repealed, or a new draft of the Internal Regulations may be adopted, at any meeting of the BoD by the affirmative vote of at least two-thirds (2/3) of the entire BoD; provided that the proper notice of such meeting shall state the substance of the Internal Regulations to be altered, amended, repealed, or adopted.
Article 5
5.1 Board of Directors
5.1.1 In addition to the President and the immediate former President, the BoD consists of five members that are elected from among Full Members for a two-year term that can be extended. It is the responsibility of the current president to oversee the election process.
Board Members Profile and Election detailed in Annex 01
The President’s Profile and Election detailed in Annex 02
5.1.2 If deemed necessary, the BoD elects among itself a Vice-President and/or a Treasurer, in which case the BoD agrees in advance on a profile and an election process that are added as annexes to the Internal Regulations.
5.1.3 The BoD appoints the Executive Director from among member countries of NAMES. The appointment of the Executive Director is open-ended, until either the BoD terminates the appointment, or the Executive Director resigns. In the absence of an Executive Director, the President acts as Executive Director.
5.1.4 The BoD meets at least once a year. The President calls for the meeting by a written invitation, including the meeting agenda, sent electronically at least 30 days in advance.
The meeting is valid if the President and at least one-third (1/3) of other members are either present or represented.
If this quorum is not reached, a new BoD Meeting should be called for not more than two days later; it will be deemed quorate regardless of the number present.
5.1.5 The BoD has the authority to annul the membership of members who act against the regulations of the Network or manifest misconduct.
5.1.6 The BoD acts as an Executive Team, working with the President, Executive Director, and SO on the implementation of the Strategic Plan proposed by the President at the beginning of their presidency and approved by the BoD. As such, BoD Members support the Network by investing effort and resources in realizing Network objectives.
5.1.7 The BoD has the authority to modify the Internal Regulations with the purpose of developing the Network.
5.1.8 The BoD decides on any other matter for which the actual Internal Regulations have not explicitly indicated the decision body. The President represents the BoD in authorizing operational and financial decisions, including any necessary updates to the Secretariat Office Hosting and Fund Management (Annex 03).
5.2 Executive Direction
The Executive Director’s main functions are to:
- Convey relevant internal information and documents to NAMES President upon election and throughout their presidency;
- Plan and implement executive strategies within the strategic plan of NAMES President and under their supervision;
- Recruit the necessary staff and freelancers with the approval of the President;
- Communicate with the Finance and Administration Sector of the BA, host of NAMES Secretariat Office;
- Supervise, monitor, and report technical, administrative, and financial operations and accounts to NAMES President and BoD;
- Report financial and technical operations before the GAM;
- Ensure compliance with GAM and BoD resolutions;
- Actively recruit and receive new NAMES members;
- Draft/Review correspondences and/or documents, as well as marketing portals/material;
- Coordinate and promote NAMES activities in order to comply with its objectives;
- Represent the Network in local, regional, and international events in accordance with NAMES President;
- Maintain a high work ethic to ensure full transparency as well as the integrity of the Network.
- Secretariat Office Hosting and Fund Management detailed in Annex 03
Article 6
6.1 Fiscal Year
The fiscal year of the Network shall end on 30 June each year, or any other date the BoD selects.
6.2 Depositories
All deposits shall be made in the name of the Network. Cheques, notes, drafts, bills of exchange, acceptances, undertakings or other instruments or orders for the payment of money shall be approved by the President and the Executive Director. When the President is acting as Executive Director, their approval is sufficient.
6.3 Subscription Fees
6.3.1 All, except Honorary, Members are to pay an annual membership fee, which is subject to change according to the needs of the Network.
6.3.2 The change in fees is decided by a consensus of at least two-thirds (2/3) of the BoD. The fees are announced at the beginning of each fiscal year.
6.3.3 Fees are to be paid during the first three months of the current fiscal year. If the fee is not paid during this period, the membership will be automatically annulled unless the BoD decides otherwise in case of force majeure.
6.3.4 In order to rejoin NAMES, organizations/individuals are required to submit a new membership application.
6.3.5 Members accepted by the BoD in December or January will be invoiced for a semi-annual fee.
6.3.6 Unless the SO receives a prior notification of withdrawal, memberships are automatically renewed and new invoices are issued at the beginning of the fiscal year.
6.3.7 Members are welcome to make donations to the Network to support its operations. Donating or not donating to the Network will not affect the membership status of any member.
6.3.8 Membership fees as well as donations are non-refundable.