OKAMI NO TANI NO YADO
International Non-Profit Association (IASBL)
Draft coordinated bylaws after change of name, registered office, and purpose
DRAFT NOTARIAL AMENDMENT DEED
TRANSFER & AMENDMENT CONTEXT: These bylaws constitute the draft coordinated bylaws of the IASBL following the modifications to be recorded in an authentic deed by the undersigned notary. This deed covers the transfer of control, the change of name, and the complete restructuring of the disinterested purpose and activities of the existing legal entity.
- Original Legal Entity (Foundation/Association): [To be completed by the current owner - e.g., Friend's Foundation]
- Enterprise Registry Number (BCE): [BCE number to be completed - e.g., 0123.456.789]
- Date of the Amendment Deed: [Date of the General Assembly / Board decision]
- Instrumenting Notary: [Name and residency of the Belgian Notary to be completed]
- New Adopted Corporate Name: Okami no Tani no Yado (IASBL)
- New Adopted Registered Office: 18 rue de la Taille Mahy, 5660 Brûly-de-Pesche, Belgium
TITLE I. — NAME, REGISTERED OFFICE, PURPOSE, AND OBJECT
Article 1. Name
The association is named "Okami no Tani no Yado". It is incorporated as an International Non-Profit Association (IASBL) in accordance with the provisions of the Belgian Companies and Associations Code.
Article 2. Registered Office
The registered office of the association is established at 18 rue de la Taille Mahy, 5660 Brûly-de-Pesche, Belgium. It may be transferred to any other municipality in the French-speaking region of Belgium by a simple decision of the Board of Directors.
Article 3. International Disinterested Purpose and Object
The association pursues the following international disinterested purpose: to foster cultural ties, solidarity, and the transmission of traditional craftsmanship skills between Belgium and Japan, while promoting sustainable and respectful travel.
To achieve this purpose, the association will perform the following activities in Belgium and Japan:
- Acquisition, rehabilitation, and maintenance of vacant traditional homes (akiyas) along the Shikoku pilgrimage trail, to operate them as rest stops or guest houses (minshukus) solely dedicated to housing pilgrims.
- Organizing solidary compagnonnage chantiers allowing Belgian and Japanese students of art and crafts schools to collaborate and be housed there for free.
- Supporting local trail preservation associations by helping them equip their pilgrim shelters (yados) with solar-powered electricity.
- Organizing cultural workshops, conferences, and solidary sales to fund student mobility scholarships.
TITLE II. — MEMBERS
Article 4. Categories of Members
The association is composed of voting members and associate members. The minimum number of voting members cannot be less than three.
Article 5. Admission, Resignation, and Exclusion
Admission of new voting members is subject to approval by the Board of Directors. Members are free to resign. Exclusion of a voting member can only be decided by the General Assembly by a two-thirds majority of present or represented votes.
TITLE III. — GENERAL ASSEMBLY
Article 6. Powers and Competences
The General Assembly holds all powers reserved to it by law and these bylaws, including: modifying bylaws, appointing directors, and approving annual accounts.
Article 7. Meetings and Voting
The General Assembly meets at least once a year. Each voting member has one vote. Decisions are taken by a simple majority, unless otherwise specified by law or these bylaws.
TITLE IV. — BOARD OF DIRECTORS
Article 8. Composition and Appointment
The association is managed by a Board of Directors of at least two directors, appointed by the General Assembly for a renewable 4-year term. The first appointed directors are Kurodo (President) and Misako (Secretary-Treasurer).
Article 9. Representative Powers
The Board has the broadest powers to represent and manage the association. Actions binding the association must be signed by the President and one other director.
TITLE V. — BYLAWS MODIFICATION AND DISSOLUTION
Article 10. Modifying Bylaws
Bylaws can be modified by the General Assembly if at least two-thirds of voting members are present or represented, with a two-thirds majority of cast votes.
Article 11. Dissolution and Liquidation
In case of dissolution, the net assets must be allocated to a disinterested purpose, preferably to an association with a similar purpose in companion residency or pilgrimage trail preservation.
