N° d'entreprise :
Nom
(en entier) : Brussels Education & Development
(en abrégé) : Bed
Forme légale : Association sans but lucratif
Adresse complète du siège :
Belgique
Objet de l'acte : Constitution
Rue Eloy 100
Anderlecht
1070
Bylaws of Brussels Education & Development
Brussels Education & Development
Register of legal entities: French-speaking Brussels
Address of the association's head office :
Rue Eloy 100, 1070 Anderlecht
The founders :
- Kadir Demir, domiciled at Avenue Alphonse Allard 107, 1420 Braine l'Alleud
- Selim Ardag, domiciled at Rue Eloy 100, 1070 Anderlecht
- Mehmet Namni, domiciled at Hoogveldlaan 4, 1700 Dilbeek
declare that they form a not-for-profit association in accordance with Article 1:5, §2, first indent
of the Companies and Associations Code, and set out the Articles of Association as follows :
TITLE I - NAME, REGISTERED OFFICE, PURPOSE AND DURATION
Article 1 – Name
The name of the association is "Brussels Education & Development", abbreviated to "BED".
Article 2 - Registered office
Its registered office is located in the Brussels-Capital Region, at the following
address: Rue Eloy 100, 1070 Anderlecht.
Article 3 – Objective
The objective of the association is :
The purpose of our non-profit organisation is to help and support children, young people
and adults in their personal and educational development. We are committed to providing
1007829802
accessible and appropriate services at every stage of life, promoting individual
development, lifelong learning and social inclusion. By placing education at the heart of
what we do, we aim to create an environment where everyone can fulfil their potential and
make an active contribution to society.
Article 4 - Corporate purpose
The association pursues its aims by all possible means, and in particular :
To achieve these aims, the association may also carry out academic and cultural projects, in
collaboration with universities, associations and foundations, both nationally and
internationally, support or organise academic, cultural and artistic events, such as
exhibitions, concerts, conferences, panels and national or international colloquia, produce
publications in areas related to these activities, publish research papers and newsletters,
and organise training courses and competitions on art, language and culture.
Organising activities for children and school education sessions, as well as academic
reinforcement through play workshops, literacy programmes, tutoring sessions and other
initiatives that support children's learning at different levels.
To encourage mobility for individual and collective learning purposes, while promoting
cooperation, quality, inclusion and equity, as well as excellence, creativity and innovation in
educational and organisational policies.
Stimulating mobility for young people's informal and non-formal learning, while promoting
cooperation, quality, inclusion, creativity and innovation within youth policies and structures.
It may carry out any civil or movable transaction that is directly or indirectly related, in whole or
in part, to its purpose or that may lead to its development or facilitate its achievement, including
the creation, management or participation in any service or institution aimed at directly or
indirectly achieving the purpose it has set itself.
Article 5 – Duration
The Association is established for an indefinite period.
TITLE II – MEMBERS
Article 6 – Composition
The association is made up of full and associate members.
The number of full members may not be less than 3. Their number is unlimited.
Apart from the legal requirements, full and associate members enjoy the rights and are bound
by the obligations specified in these Articles of Association.
Article 7 - Full members
Full members are :
To be eligible, the candidate must be at least 21 years old at the time of submission and
have been a member for at least one year. Candidates must submit their candidature in
writing to the General Meeting. The General Meeting will consider the applications at its first
subsequent meeting, on a date specified each year, when all applications will be considered
as a group. At least 50% of the full members must be present at this meeting. The decision
will be taken by a majority vote of the members present. The General Meeting reserves the
right to refuse, in its sole discretion and without further justification, to accept a candidate as
a full member.
They have the most extensive rights over the association.
Article 8 - Associate members
The following are associate members:
Associate members may be companies, legal entities or individuals working in the field of
education or any other field, and their number is unlimited. To become a full member, a
written application must be sent to the association's Board of Directors and implies
acceptance of the association's articles of association and rules. Decisions to admit
members taken by the Board of Directors do not require justification.
Associate members have the following rights and obligations:
Members are kept regularly informed of the association's activities and have access to all its
services in accordance with its statutory purpose. They contribute to the running of the
association and the achievement of its purpose by paying an annual subscription set by the
General Meeting, currently set at 10 euros.
Article 9 – Register of members
The Association keeps, via its Administrative Body, a register of members in accordance with the
law.
Article 10 - Resignation, exclusion, suspension
Any member is free to withdraw from the association at any time by sending a written
resignation to the Administrative Body.
Membership is automatically terminated by death or, in the case of a legal entity, by dissolution,
merger, demerger, nullity or bankruptcy.
Non-compliance with the Articles of Association, serious breaches of the internal rules and
regulations, breaches of the laws of honour and propriety, serious misconduct, actions or words
that could tarnish the honour or esteem in which the Association is held, death or bankruptcy are
all acts that may lead to the exclusion of a member.
The exclusion of a full member may only be decided by a two-thirds majority of the votes
present or represented at the General Meeting. The Administrative Body may suspend the
members in question until the General Meeting has taken a decision.
A member who resigns, is suspended or excluded, as well as the creditors, heirs or assigns of a
deceased or bankrupt member, have no rights over the corporate assets. They may not claim or
request any statement, rendering of accounts, reimbursement of contributions, affixing of seals
or inventory.
TITLE III - MEMBERSHIP AND ENTRY FEES
Article 11 - Membership fees
Members are required to pay an annual subscription of no more than 10 euros.
Only paid-up members are entitled to vote at the General Meeting.
Article 12 - Entrance fee
There is no entrance fee.
TITLE IV - GENERAL MEETING
Article 13 – Membership
The General Meeting is attended by all full members.
The General Meeting is chaired by the Chairman of the Board or, in his absence, by the Vice-
Chairman or by the oldest director present.
The Administrative Body may invite any person to attend all or part of the General Meeting as an
observer or consultant. The General Meeting shall decide whether such an invitation is
appropriate.
Article 14 – Powers
The General Meeting has the powers expressly granted to it by law or the Articles of
Association.
Elle est compétente pour :
- modification of the articles of association ;
- the appointment and dismissal of directors ;
- the appointment and dismissal of the statutory auditors and the fixing of their remuneration
in cases where remuneration is awarded ;
- the annual discharge to be granted to the directors and any auditors;
- annual approval of budgets and accounts;
- the voluntary dissolution of the association and the appointment or dismissal of the
liquidator;
- the admission and exclusion of members ;
- decide to bring a liability action against any member of the Association, any director, any
auditor, any person authorised to represent the Association or any agent appointed by the
General Meeting;
- transforming the association into a company with a social purpose ;
- setting the exact amount of the annual fee;
- approval and amendment of the internal rules ;
- all other cases where required by the Articles of Association or by law.
Article 15 - Ordinary General Meeting
The Ordinary General Meeting is held at least once a year, within six months of the end of the
financial year.
The agenda must include :
- presentation of the annual report of the Board of Directors ;
- approval of the accounts for the past financial year;
- the provisional budget for the following financial year.
Article 16 - Extraordinary General Meeting
The Association may also be convened to an Extraordinary General Meeting at any time by
decision of the Administrative Body, in particular at the request of at least one fifth of the full
members.
Article 17 – Convening
All full members must be invited to the General Meeting by the Board of Directors at least fifteen
days before the date of the meeting.
The notice of meeting specifies the day, time, place and agenda of the meeting.
Any proposal signed by at least one-twentieth of the full members must be included on the
agenda.
Article 18 - Attendance quorum
Except in cases where these Articles of Association or the law provide otherwise, the General
Meeting is validly constituted if two-thirds of its members are present or represented.
Article 19 – Proxies
Each member may be represented by a proxy, provided that the proxy is also a member of the
association.
Each proxy may hold a maximum of 1 proxy.
Article 20 – Deliberations
The General Meeting deliberates on all items on the agenda. Exceptionally, it may also validly
deliberate on items not mentioned on the agenda.
All full members have equal voting rights.
Decisions of the General Meeting are adopted by a simple majority of the votes present or
represented, except in cases provided for in these Articles of Association or by law.
In the event of a tie, the Chairman or the director replacing him shall have the casting vote.
Blank and spoilt votes and abstentions are excluded from the calculation.
Article 21 - Amendments to the Articles of Association
The General Meeting may only vote to amend the Articles of Association if the amendments are
explicitly stated in the notice convening the meeting and if at least two-thirds of the members are
present or represented.
Amendments are only accepted if they receive at least two-thirds of the votes of the members
present or represented, except for amendments affecting the aims of the Association, which
must receive at least four-fifths of the votes of the members present or represented.
If two-thirds of the members are not present or represented, a second meeting may be called
after a period of at least fifteen days. This second meeting may validly deliberate on the
amendment to the Articles of Association, regardless of the number of members present or
represented, but always in compliance with the voting majorities provided for.
Article 22 - Register of decisions
The decisions of the General Meeting are recorded in a register of minutes countersigned by the
Chairman and a director.
This register is kept at the registered office, where it may be consulted by all members in the
broadest sense, upon written request to the Board of Directors, with whom the member must
agree the date and time of consultation. This date will be set within one month of receipt of the
request.
Article 23 - Publication of decisions
In accordance with the law, any amendment to the Articles of Association and any act relating to
the appointment or termination of office of directors or auditors shall be filed without delay with
the clerk of the Company Court and published in the Moniteur belge by the clerk of the Court.
TITLE V – ADMINISTRATION
Article 24 – Composition
The association is administered by a body composed of at least three persons, unless the
association has only two members, in which case the administrative body may be composed of
only two persons. This body is called the Administrative Body.
Directors are chosen from members only.
They are appointed by the General Meeting for an indefinite term.
Directors hold office free of charge. By virtue of their office, they incur no personal obligations.
They are liable to the Association only for the performance of their duties.
Article 25 – Duties
The Board of Directors appoints from among its members a Chairman, a Treasurer and a
Secretary.
The same director may be appointed to more than one office.
If the Chairman is unable to act, his duties shall be performed by the oldest director present or
any other person appointed by the Board of Directors.
Article 26 - Resignation, dismissal, vacancy
Any director wishing to resign must notify the Board of Directors of his decision in writing. The
resignation takes immediate effect unless it results in the number of directors falling below the
minimum number.
Directors may be dismissed at any time by the General Meeting.
In the event of a vacancy, a provisional director may be appointed by the General Meeting. In
this case, the provisional administrator completes the term of office of the administrator he
replaces. If no appointment is made, the Board of Directors will fill the vacancy.
Article 27 – Meetings
The Administrative Body meets whenever the needs of the Association so require and whenever
the Chairman or at least two of its members so request.
Notices of meetings are sent by the Secretary or, in his absence, by a director, by letter, e-mail
or verbally, at least three calendar days before the date of the meeting. They shall contain the
agenda, the date and the place where the meeting is to be held. The documents submitted to
the Board for discussion shall be attached to the notice. If, in exceptional circumstances, these
documents are not available at the time the meeting is convened, they must be available for
consultation before the said meeting of the Administrative Body.
A director may be represented by another director by means of a signed written proxy.
Any director who attends or is represented at a meeting of the Board of Directors is deemed to
have been duly convened. A director may also waive his right to complain about the absence or
irregularity of a meeting convened before or after the meeting which he did not attend.
The Board of Directors may invite to its meetings any person whose presence it deems
necessary, in an advisory capacity only.
Article 29 – Powers
The Administrative Body has the broadest powers for the administration and management of the
association. The only acts excluded from its competence are those reserved by law or by these
Articles of Association for the General Meeting.
TITLE VI - DAY-TO-DAY MANAGEMENT
Article 30 - Daily management
The Board of Directors may delegate certain powers to a day-to-day management body
consisting of one or more persons, who may or may not be directors, acting in that capacity.
The powers of the day-to-day management body are limited to the day-to-day management of
the association, which enables it to carry out acts of administration:
- which do not exceed the day-to-day needs of the ASBL ;
- which, due to their insignificance and the need for a prompt solution, do not justify the
intervention of the Administrative Body.
The term of office of the day-to-day delegates, which may be renewed, is set by the Board of
Directors.
When the delegate responsible for day-to-day management is also a director, the end of the
director's term of office automatically entails the end of the delegate responsible for day-to-day
management's term of office.
The Board of Directors may, at any time and without having to justify itself, terminate the
appointment of the person responsible for the day-to-day management.
Deeds relating to the appointment or termination of office of persons delegated to the day-to-day
management shall be filed with the registry of the Company Court without delay and published
in accordance with the law.
TITLE VII – REPRESENTATION
Article 31 – Representation
The Board represents the Association in all judicial and extrajudicial acts.
It may, however, entrust this representation to a representative body consisting of one or more
directors or one or more third parties to the association acting individually or jointly as the case
may be. The person or persons making up the Representative Body will not be required to justify
their powers to third parties.
Their term of office and possible re-election shall be determined by the Board of Directors. They
may be dismissed by the Board at any time.
Documents relating to the appointment or termination of office of persons authorised to
represent the Association shall be filed with the Registrar of the Commercial Court without delay
and published in accordance with the law.
TITRE VIII – DISPOSITIONS DIVERSES
Article 32 - Internal regulations
The Board of Directors may submit internal regulations to the General Meeting. Amendments to
these rules may be made by the General Meeting, acting by a simple majority of the members
present or represented.
Article 33 - Financial year
The Association's financial year begins on 1 April and ends on 31 March each year.
Article 34 - First financial year
The association's first financial year will begin on the date on which the deed of incorporation is
filed with the clerk of the French-speaking Brussels court and will end on 31 March 2025.
Article 35 - Accounts and budgets
The accounts for the previous financial year and the budget for the following financial year shall
be submitted annually to the Ordinary General Meeting for approval by the Board of Directors.
The Association's accounts and budgets are kept, preserved and published in accordance with
the law.
Article 36 - Inspection of registers and accounting documents
Any member may consult the register of members as well as all the minutes and decisions of
the General Meeting and of the Board of Directors, as well as all the association's accounting
documents, on simple written and reasoned request addressed to the Board of Directors.
Members must specify the documents to which they wish to have access. The Administrative
Body agrees a date with the member for consulting the documents. This date will be set within
one month of receipt of the request.
Article 37 – Dissolution
En cas de dissolution de l'association, l'Assemblée générale désigne le ou les liquidateurs,
détermine leurs pouvoirs et indique l'affectation à donner à l'actif net de l'avoir social. Cette
affectation doit obligatoirement être faite en faveur d'un but désintéressé le plus proche possible
de celui de l'association.
Any decision relating to the dissolution, the conditions of liquidation, the appointment and
termination of the liquidator(s), the closure of the liquidation and the allocation of the net assets
shall be filed with the clerk of the Commercial Court and published in accordance with the law.
Article 38 - All matters not expressly provided for in these Articles of Association are
governed by the Code of Companies or Associations.
These are the Articles of Association.
Following the adoption of these articles of association, the General Meeting today elected as
directors:
- Kadir Demir, born in Brussels on 19 August 2000 and resident at Avenue Alphonse Allard
107, 1420 Braine l'Alleud is appointed as president
- Selim Ardag, born in Anderlecht on 28 June 2000 and resident at Rue Eloy 100, 1070
Anderlecht is appointed as vice president
- Mehmet Namni, born in Brussels on 23 December 1988 and resident at Hoogveldlaan 4,
1700 Dilbeek is appointed as treasurer
Who accepts this mandate.
                                                                                                                                                                               
                                                                                                                                                                               
Autres données communiquées officiellement à la Banque Carrefour des Entreprises
Date et terme
                                                                                                                                                                               
Fin de l'exercice social : 31 Mars
Exercice exceptionnel : de la date de constitution au 31/03/2024
Mois de l'assemblée générale : Mars
Durée : illimité
                                                                                                                                                                               
Fonctions statutaires
                                                                                                                                                                               
Administrateur (personne physique)
Mehmet Namni
Hoogveldlaan 4 001, 1700 Dilbeek
                                                                                                                                                                               
Administrateur (personne physique)
Selim Ardag
Rue Eloy 100, 1070 Anderlecht
                                                                                                                                                                               
Administrateur (personne physique)
Kadir Demir
Av Alph Allard 107, 1420 Braine-l'Alleud