Constitution

 BAPAA

 BRITISH AU PAIR AGENCIES ASSOCIATION

(May 2015)

 

 

Article 1- Name

 

The name of ‘the Association’ shall be the British Au Pair Agencies Association and its abbreviated form shall be BAPAA.

 

 

Article 2 – Declaration of Principles

The Association recognises democracy, freedom, human rights and respect for the environment amongst its principles. Discrimination on the basis of age, ethnicity, race, sex, sexual orientation or religion as well as propaganda of any political or religious nature is prohibited.

Article 3 – Official Language

The official language of the Association shall be English.

Article 4 – Legal Site 

The legal site of the Association shall be BAPAA, c/o Devonshire House, Manor Way, Borehamwood, Hertfordshire, WD6 1QQ.

Article 5 – Aims & Objectives 

5.1       The Association

The Association was formed in 2003 and is a non-political, non-profit making voluntary organisation founded by UK-based members of the International Au Pair Association (IAPA).

5.2       Aims & Objectives

The aims and objectives of the Association are:

a] Set and continually raise standards for the au pair industry in the United Kingdom.

b] Raise public awareness of the professionalism of the members of the Association and promote the quality of their work within the UK.

c] Raise the profile and preserve the interests of the au pair industry at a national level.

d] Lobby when legislative matters are proposed and for political change when appropriate.

e] Ensure that BAPAA is recognised as the consultative group for the UK au pair industry.

Article 6 – Membership

6.1       Membership Categories

There are three categories of membership:

[i] Full Membership – IAPA Agency

Full membership of the Association shall be open to profit and non-profit organisations that are full members of IAPA engaged in the activity of sending or receiving au pairs.

The rights of an Agency in this membership category are:

  • shall have one vote
  • entitled to be nominated to serve on the Executive Committee and undertake the role of Chairperson
  • can use the BAPAA logo on their advertising and paperwork
  • listing on the BAPAA website, subject to section 6.7
  • has full access to BAPAA services, information and meetings

With regards Quality, IAPA members are already obliged to abide by the IAPA constitution, Code of Conduct and regulations and guidelines of the Association.

[ii] Full Membership – non IAPA Agency

Full membership of the Association shall be open to profit and non-profit organisations engaged in the activity of sending or receiving au pairs who are not full members of IAPA and who meet the BAPAA eligibility and quality criteria.

The rights of an Agency in this membership category are:

  • shall have one vote
  • entitled to be nominated to serve on the Executive Committee but not to undertake the role of Chairperson
  • can use the BAPAA logo on their advertising and paperwork
  • listing on the BAPAA website, subject to section 6.7
  • has full access to BAPAA services, information and meetings

With regards Quality, Agencies in this category of membership are obliged to abide by the BAPAA Code of Conduct and regulations and guidelines of the Association.

[iii] Associate Membership

Associate membership of the Association shall be open to organisations who are developing their au pair programmes who meet the Associate Eligibility Criteria but who do not yet meet the BAPAA Full Member eligibility criteria. Associate membership status is limited to a maximum of one year, at which time the organisation is required to upgrade to full membership status and be fully assessed.

The rights of an Agency in this membership category are:

  • not entitled to vote
  • not entitled to be nominated to serve on the Executive Committee
  • not entitled to use the BAPAA logo on their advertising and paperwork
  • not entitled to listing on the BAPAA website
  • has full access to BAPAA services, information and meetings

6.2    Eligibility

The eligibility criteria for categories of membership are:

[i] Full Membership

To be eligible for this category of membership, an organisation must:

  • Have been in existence as a legal entity for at least one year and be involved in the au pair industry
  • Be able to demonstrate full compliance to the BAPAA Code of Conduct
  • Be solvent and able to provide details of a current business account

[ii] Associate Membership

To be eligible for this category of membership, an organisation must:

  • Be in existence as a legal entity and be involved in the au pair industry
  • Be able to demonstrate progress towards full compliance to the BAPAA Code of Conduct
  • Be solvent and able to provide details of a current business account

6.3    Application Process & Membership Requirements

Applications for Membership of the Association should be made to the BAPAA Chair and may be received at any time.

Applications for Full and for Associate Membership must:

A) Be supported by a letter of sponsorship from an existing Full Member of BAPAA or a full member of IAPA

B) Be supported by three current business references

C) Be accompanied by a letter of proof of solvency e.g. from the organisation’s bank

D) Be signed by a ‘principal’ of the applicant organisation declaring acceptance of this constitution and agreement to abide by all Guidelines and Codes of Conduct of the Association

The following are membership requirements for new applicants and also existing members:

E) BAPAA membership is mainly set up for British based businesses operating as one entity and from one address or office. Members must provide the Association with a full postal address and at least one UK landline telephone number for the main office where their business is conducted from and where the ‘principal’ is based.

F) Members can however use a PO Box number and / or mobile phone number for promotional purposes on their own websites.

G) If an organisation advertises more than one office location on their own website, then the following rules apply:

(i) the Member must provide the Association with the following details for each office location: a full postal address and the name and contact details of the ‘accountable person’ that is based at the office location and is responsible for ensuring that the office adheres to BAPAA Guidelines and the Code of Conduct

(ii) the Association reserves the right to charge additional membership fees for each additional office location.

(iii) such additional locations must not be just purely mailing addresses or mobile telephone numbers indicating a larger enterprise than actually exists

H) In the case of a franchise the following rules apply:

(i) there will only be one entry on the BAPAA website Directory of Agencies

(ii) a membership fee is payable in full for each individual franchisee/office

(iii) if one office is in breach of the Code of Conduct or Constitution then all offices will be subject to consideration for disaffiliation and this would also mean the franchise entry could be removed from the website

(iv) each franchisee must submit their own individual membership application.

I) Any agency who offers, endorses or is linked to un-vetted online matching without fully vetting profiles of families and au pairs (and candidates) will not be accepted as a member of BAPAA.   All agencies are expected to offer full and comprehensive pre and post support services to au pairs and families.

6.4   Membership Election Procedure 

Once a complete membership application has been received including all documents requested on the application form and the administration fee paid in full, it will be reviewed by the Membership Secretary and then the Executive Committee and if acceptable there will then be a telephone interview. After completion of this process, the application will be proposed to the Full Membership for voting.

Candidates for Full Membership (IAPA + non IAPA) will have their applications voted on for approval:

a) By the Members meeting at the Annual General Meeting of the Association

b) Or, if so instigated by the Executive Committee, by email voting.

Membership applications require approval:

  • By a two-thirds majority of the Full Members present and voting
  • Or, if email voting has been instigated by the Executive Committee, by a two-thirds majority of the email vote.

Candidates for Associate Membership will have their applications voted on for approval by the BAPAA Executive. 

6.5   Cessation of Membership

Membership of the Association shall cease through:

a) Resignation

b) Cessation of the business for whatever reason

c)  The decision of the Executive Committee for non-payment of membership fees or other dues to the Associatio

d) The decision by the Executive Committee to expel a member for serious breaches of the Association’s regulations or Codes of Conduct. Such a decision shall be ratified by the Members meeting at the next Annual General Meeting or an Extraordinary General Meeting.

6.6    Review of Membership Status

a) In the event of a change of name, ownership, control, status or merger, Full Membership status will only be maintained by the new organisation or company, providing a new application has been submitted and approved by the Association

b) the Executive Committee of BAPAA may, if they see fit, approve the continuation of Full Membership to the new organisation or company, pending approval of the new application

6.7   Membership Advertising Benefits

The BAPAA website has been actively maintained since the Association was formed in 2003 and appears prominently in search engine listings. As a consequence it provides valuable advertising benefits for the members through the ‘Directory of BAPAA Registered Au Pair Agencies’ (the ‘Directory’) on the BAPAA website. The ‘Directory’ allows host families and Au Pairs to view all the current BAPAA member agencies and to navigate through to members’ own websites.

It is the Association’s aim to ensure the advertising benefits of the ‘Directory’ are fairly distributed amongst members and in accordance with the membership principles in section 6.3. The Association has therefore set the following guidelines for the operation of.the ‘Directory’:

  1. The members will be listed in alphabetical order
  2. The ‘Directory’ will state that Agencies can place across the country
  3. The list of members will rotate
  4. To enable a family or Au Pair to choose by Agency location, each member will have the County and postcode listed of their main office (see section 6.3) [No preference will be given to any agency operating from more than one office].

Article 7 – The Governing Body

7.1       The Governing Body

The Governing Body of the Association shall be the Full Member organisations meeting in General Assembly i.e. in either the AGM or an EGM. 

7.2       Annual General Meeting (AGM)

To conduct the official business of the Association and to discuss general issues concerning au pairs, there shall be at least one General Assembly annually, hereinafter called the Annual General Meeting (AGM).

The Agenda for the AGM shall be sent to members two weeks in advance and shall include the following points:

  1. Report on the business of the Association during the financial year
  2. Submission for approval of the accounts
  3. Submission for approval of the budget and annual membership fee
  4. Report on Membership
  5. Motions submitted by the Executive Committee
  6. Motions submitted by the Members
  7. Election of the Association Chairperson, if applicable
  8. Election of the Association Treasurer, if applicable
  9. Election of the Executive Committee
  10. Any other business

Any papers or reports or motions or accounts to be voted on at the AGM must be circulated at least 2 days in advance via e-mail.

7.3       Extraordinary General Meeting (EGM)

An Extraordinary General Meeting (EGM) may be convened either:

a) By the Chairperson of the Association

b) At the request of not less than two-thirds of the Full Members.

c) By a majority of the Executive Committee.

Article 8 – Voting

The quorum for the General Assembly meetings shall be 20% of the full members of the Association.

Voting shall be by a simple majority of full members present or represented by proxy at the meeting. A full member may only hold one proxy. Proxy votes must be against specific items notified with the meeting Agenda.

The Executive Committee may instigate E-Mail voting.

Article 9 – Executive Committee

9.1       Election Process & Eligibility

The Association shall have an Executive Committee consisting of up to 8 persons representing full member agencies. The committee shall include two posts: a Chairperson and a Treasurer. The Chairperson post is only open to individuals representing Full Members who are IAPA Agencies.

Except for the Chairperson and Treasurer roles, the Executive Committee shall be elected annually by the AGM i.e. for a term of office of one year. Members may offer themselves for re-election for more than one term of office.

The election of the Chairperson and Treasurer roles will be for a term of office of two years and will take place on alternating years to ensure continuity i.e. year 1 will be the election of a chairperson and year 2 will be the election of a Treasurer.

Member organisations must be FULL members for at least 12 months before their representative can be co-opted or elected onto the Executive Committee. No organisation may have more than one representative on the Executive Committee.

9.2       Executive Committee Meetings

Meetings of the Executive Committee shall take place at least three times a year.

The quorum for an Executive Committee meeting shall be four. The Executive Committee may co-opt members as it sees fit; such co-opted members to the Committee shall have a vote.

The voting by the Executive Committee shall be by majority vote. In the case of equal votes, the Association Chairperson shall have a second and casting vote.

Expenses of Executive Committee members attending Executive Committee meetings other than the AGM or undertaking specific tasks on behalf of the Association shall be subject to approval by the Executive Committee and paid by the Association.

9.3       Duties of the Executive Committee

The duties of the Executive Committee shall be to:

a) Actively develop the Association.

b) Implement the decisions taken at the General Assembly meetings

c) Deal with and report upon questions and problems that arise between AGM’s.

d) Supervise the finances of the Association.

e) Submit the Accounts and report upon them after the end of the financial year and no later than at the AGM.

f) Represent the Association towards all third parties.

Article 10 – Finance

10.1     Association Funds

The funds of the Association are composed of:

 

  • Funds generated by the management and administration of the AGM and other projects.
  • Funds generated through investments of the Association’s assets.
  • Annual membership fees (subscriptions).
  • Ad-hoc additional fees required to fund one-off costs of the Association e.g. legal support.

The Members shall normally approve all fees due when meeting annually at their Annual General Meeting. However, the Executive Committee can vary the membership fees and also request ad-hoc additional fees during the year following consultation with the membership and only if approved by an e-mail voting ballot of Full Members.

All fees approved by the Full Members shall be payable no later than one month after the date of invoice from BAPAA.

10.2     Financial Year

The financial year of the Association shall be from 1st June to 31st May and the

Treasurer will:

a) Prepare a Report on the previous year’s finances and distribute to members prior to the AGM.

b) Prepare a Budget for the year ahead for presentation at the AGM.

c) Ensure that copies of the annual accounts are available to members.

10.3     Accounts

The Association will appoint a certified, independent accountant who will inspect and prepare the accounts of the Association annually.
The accounts will be available to the members.

10.4     Liability

The liability of Members shall be limited to the annual subscription.

10.5     Assets

The assets of the Association cannot be subject to any claims for debt other than that incurred by the association itself.

Article 11 – Obligations of Members

All BAPAA members are to:

a) Abide by the BAPAA Constitution, BAPAA Code of Conduct and regulations and guidelines of the Association

b) Pay all approved fees due

Article 12 – Amendments to the Constitution

 

12.1     Consideration

Discussions and voting on Amendments to the Constitution can only be made at the AGM, or at an EGM called for that purpose.

12.2     Procedure

a) Amendments to the Constitution, other than those proposed by the Executive Committee, must be proposed by a Full Member and must be submitted co-sponsored by at least 5 Full Member organisations.

b) Notice of any proposed amendments to the Constitution by Full Members must be submitted in writing to the Executive Committee at least 8 weeks prior to the next AGM.

c) All proposed amendments to the Constitution whether by the Executive Committee or by Full Members shall be sent to all Members two weeks before the AGM at which the proposed amendments are to be submitted.

d) A motion for any amendment of the Constitution shall require the assent of at least two thirds of the Full Member organisations present or represented by proxy.

Article 13 – Affiliation with IAPA

 

In any matter not given consideration in the Constitution, the Association will look at the constitution, domestic rules, regulations and standing orders of the International Au Pair Association for guidance.

Article 14 – Regulations and Code of Conduct

The Members meeting at the AGM shall adopt the Code of Conduct for Members and detailed regulations governing the provision of services. Voting can also be undertaken by e-mail ballot of Full Members.

Article 15 – Dissolution

15.1     Consideration

Discussions and voting on the Dissolution of the Association may only be made at the AGM, or at an EGM called for that purpose. 

15.2     Procedure

a) Notice of a motion to dissolve the Association shall be sent to all Members two weeks before the meeting at which the motion is to be submitted.

b) A motion to dissolve the Association shall require the assent of at least two thirds of the Full Member organisations present or represented by proxy.

c) In the event of dissolution, the members will nominate a liquidator and the assets of the Association will be shared in equal parts among all the fully paid up Members of the Association, after payment of all outstanding debts of the Association.

 

APPENDIX 1

BAPAA Chairman and Treasurer Role Descriptions

Chairman’s Role and Responsibility

The Chairman has overall responsibility for ensuring that BAPAA fulfils its mission as set out in the Constitution and will:

  1. Co-ordinate the work of the Executive Committee members
  2. Direct and manage meetings of the Executive Committee as well as general members’ meetings
  3. Ensure BAPAA is represented on other Boards and Committees where this is in the interest of BAPAA aims
  4. Ensure the Constitution is correctly followed in all activities of the association

Treasurer’s Role and Responsibility

The Treasurer has responsibility for the effective management of the Association’s funds and will:

  1. Ensure proper systems for budgeting and financial control of funds
  2. Provide regular accurate reports of the financial state of the organisation
  3. Collect subscriptions and ensure they are paid on time
  4. Arrange for appropriate inspection and preparation of the accounts

 

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Agency Directory