Statutes & legal info

As of January 2018, the Short Film Conference is an official Belgian vzw, meaning it’s a non-profit organization whose head office is located in Belgium.

1. NAME

The name of the Organisation is “Short Film Conference”, abbreviated: “SFC”.

2. ADDRESS

The seat of the Organisation is in Flanders or Brussels Capital Region. Present day it is seated in Herent, in the judicial district of Leuven. The official address of the Organisation is: Vlietstraat 51, 3001 Leuven, Belgium. This address can be changed by the Board of Directors.

3. MISSION STATEMENT OF THE ORGANISATION

The aim of the SFC is to unite, support, inform and represent all professionals, active on the organisational side of the short film industry, including, but not limited to film festivals, film organisations and distributors.

4. OBJECTIVES

The Organisation has following objectives:

4.1.
Unite professional organisers from the short film industry. The SFC defines short film as all types of film with a maximum duration of 60 minutes;

4.2.
Support and inform members;

4.3.
Represent members worldwide;

4.4.
To promote and present the interests of the Organisation’s members to the notice of local administration and authorities, international Organisations and other authorities;

4.5.
To further the exchange of views and information between festivals, governmental and non-governmental organizations, film agencies and film schools in order to stimulate and facilitate action for financing, production and distribution of short films.

4.6.
Promote the exhibition of short films through all different media.

4.7.
Stimulate ethical practice within the short film industry (cfr. Art. 9);

4.8.
Encourage cooperation in the short film industry.

4.9.
To make recommendations for film festivals, governmental and non-governmental organizations, agencies and film schools based on the current and constantly changing media-situation.

4.10.
To propose standards and guidelines for matters concerning circulation, evaluation and registration of short films.

4.11.
To publish regular information concerning the matters above.

5. GENERAL POLICY

5.1.
The Organisation shall be autonomous and voluntary.

5.2.
The Organisation shall be non-profit making and any excess of funds received or generated from its activities must always be reinvested in the same Organisation.

5.3.
Provided its autonomy is not affected, the Organisation may collaborate with other entitites on a national, regional or international basis in order to further its aims.

5.4.
All prospective Members and Associate Members of the Organisation shall have access to the statute of Organisation.

5.5.
Prospective Members will be required to state that they are aware of the objectives of the Organisation. Every prospective member is required to sign the Code of Ethics, agreed upon by the General Assemblee, and to adhere to it to the extent possible.

5.6.
The Organisation is founded for an unlimited time.

5.7.
The SFC is able to, in secondary capacity, perform commercial acts if these comply with the objectives, described in article 4 and if the gains are used to attain these goals. She can own, obtain, excercise ownership rights on and other property rights on all movable and immovable property needed to attain her goals. The SFC can therefore take all useful legal and general actions, among which making deals, hire personnel, sign contracts, conclude insurance policies, rent goods and all of this both nationally and internationally. She can receive funding, both from governmental and private institutions. The SFC can act as a sponsor and send out representatives domestically and abroad, besides representing itself.

6. STRUCTURE AND MEMBERSHIP

6.1.
The Organisation will have a minimum of three active members. The founders are the first full members of the Organisation.

6.2.
The Organisation consists of full members and prospective members. Prospective members only have the rights and obligations, explicitly given to them by the statutes or the international regulations. They have no voting right in the General Assembly.

6.3. Prospective members who want to become full members, have to request written permission from the General Assembly or the Subcommittee Membership Applications. This written request can be send to the SFC by mail, or through filling out the Apply for Membership form on the SFC website (www.shortfilmconference.com).

6.4.
Who is eligible to become a member of the SFC?

6.4.1. All natural or legal persons are eligible to become Members of te Organisation with full voting rights, as are public administrations if the General Assembly or Subcommittee Membership Application will permit them as such.
6.4.2. Delegates and representatives of governmental or national film boards concerned with production, distribution or promotion of short films.
6.4.3. Delegates and representatives of regional, national or international film organizations, associations, film schools or agencies concerned with production, distribution or promotion of short films.
6.4.4. Organizers of international short film festivals or feature film festivals presenting short films.
6.4.5. Individuals concerned with production, distribution or promotion of short films.

6.5.
The Subcommittee Membership Application is appointed every year, with normal majority, by the Board of Directors.

6.6.
The Subcommittee Membership Application can independently rule over the acceptance of new members of the SFC, by vote of the members of the Subcommittee. A new member is accepted when at least half of the members of the Subcommittee agree. When the Subcommittee is not able to reach a decision or if the votes are evenly split, the decision is transferred to the responsibility of the General Assembly, which will at the next meeting, put this issue to a vote. The Subcommittee can at all times, without stating a reason, decide to pass on the decision on whether or not to accept the new member to the General Assembly.

6.7.
The annual contribution due by the members may not exceed 100 000 EURO. The Board of Directors sets the amount of this contribution, which can change every year.

6.8.
Only members who have paid their annual membership fee have the right to vote at the General Assembly.

6.9.
Every member can at all times, with one month notice, leave the Organisation, but not before paying their due membership fees. The dismissal must be notified to the Board of Directors in writing by letter or by e-mail.

6.10.
A member who refuses to pay their membership fee, is excepted to resign.

6.11.
The exclusion of a member can only be decided by a General Assembly with a simple majority of the votes present and represented.

6.12.
The membership ends automatically if the member dies, is declared bankrupt, incompetent or in a state of extended minority, or is placed under provisional administration.

7. BOARD OF DIRECTORS

7.1.
The Organisation is managed by a board, the Board of Directors, consisting of minimum 3 and maximum 15 members of the Organisation.

7.2.
New members of the Board of Directors are appointed by the existing Board of Directors and are ratified at the General Assembly.

7.3.
The directors are appointed for 1 year. Their assignment ends by operation of law by the expiry of their mandate and also by death, resignation, exclusion or dismissal and loss of membership. Each director may resign voluntarily by giving written notice to the Board of Directors. Each director can also be dimissed by the General Assembly at any time.

7.4.
Each director who has been appointed to observe an interim vacancy, only remains a director until that mandate has expired.

7.5.
Directors whose term of officie is limited must, before they expire, take the initiative to have the General Assembly convened to appoint new directors. If they are in default, they are obliged to continue to fulfill their assignment until their replacement is provided, without prejudice to their liability for the damage that might have been caused by their omission.

7.6.
The Board of Directors chooses from its members a chairman, a vice-chairman, a secretary and a treasurer. The chairman, the vice-chairman and the secretary are automatically chairman, vice-chairman and secretary of the General Assembly.

7.7.
The Board of Directors manages the affairs of the Organisation and represents them in and out of court. It is competent for all matters with the exception of those expressly reserved to the General Assembly by law or the statutes of the Organisation. The board may itself make acts of disposal, including, inter alia, the alienation of movable and immovable property, mortgaging, etc. The Board may exercise its authority or transfer part of it to one of the directors regarding the obligations of the Organisation. Their liability is limited to fulfilling the order given to them and to the shortcomings of their management.

7.8.
The Board of Directors appoints a Managing Director who can transfer his mandate to another director and who is charged with the day-to-day management. He/she takes cares of the current affairs and the daily correspondence and signs on behalf of the association all receipts regarding transport, mail, bank, savings and all other such companies or services. For such matters of day-to-day management, the signature of the Managing Director is sufficient.

7.9.
For legal acts that fall outside the day-to-day management and special assignments, the association is only bound by signature of two directors together, including the Managing Director.

7.10.
The mandate of Managing Director ends with death, resignation, exclusion or dismissal and loss of membership. The Managing Director may resign voluntarily by giving written notice to the Board of Directors and may also be dismissed by the Board of Directors at any time.

7.11.
The Board of Directors is convened by the Chairman or by two Directors by letter or e-mail, stating the agenda. The meetings are chaired by the Chairman and, in his absence, by the Secretary, and in his absence, by the oldest of the Directors present.

7.12.
The decisions are taken by a simple majority of votes; at least the majority of the Directors must be present or validly represented. In the event of a tie, the vote of the Chairman or the vote of the person replacing him shall decide.

7.13.
Each Director may give a proxy in writing to another Director, who may exercise the associated voting right, but without a Director being allowed to hold more than one power of attorney.

7.14.
The minutes are kept in a register intended for that purpose; they are signed by the Chairman and the Secretary of the relevant meeting. Extracts and copies of the minutes and the register are signed by the Chairman and the Secretary of the Board of Directors.

8. GENERAL ASSEMBLY

8.1.
The General Assembly is composed of all members entitled to vote and is competent for the provisions of the law of 27 June 1921. Each voting member can give a proxy in writing to another member with voting rights, who may exercise the associated voting right, but without a member holding more than one proxy.

8.2.
The General Assembly must be convened at least once a year. Subject to what is stipulated below, the manner of convocation and the functioning of the General Assembly are regulated in accordance with the statutes of the Organisation and the law of 27 June 1921. All voting members must be summoned in writing at least eight days before the meeting. This written notice is sent by letter or by e-mail, stating the agenda.

8.3.
The meeting is chaired by the Chairman of the Board of Directors or, in his absence, by the Secretary or, in his absence, by the eldest of the members of the Board of Directors present. The Chairman appoints a Secretary in case the secretary to the Board of Directors is absent. The agenda is determined by the Board of Directors. Subjects that are not on the agenda can also be dealt when proposed by both the Chairman and the Managing Director.

8.4.
The decisions are taken by a simple majority of the votes present and represented, regardless of the number of people present. In the event of a tie, the vote of Chairman of the meeting is decisive.

8.5.
The minutes of the General Assembly are recorded in a special register kept at the seat of the Organisation and signed by the Chairman of the meeting, the Secretary and the members who wish to do so. Copies and excerpts of the minutes and the register are signed by the Chairman and by the Secretary of the Board of Directors. The decisions of the General Assembly are communicated to the members and interested non-members orally, by ordinary letter or by e-mail, all without prejudice to the announcements prescribed by law.

9. CONDUCT OF MEMBERS

The SFC encourages ethical practices in how to deal with filmmakers and their work. To do so, the SFC worked out a code of conduct, the Code of Ethics, the most recent version of which will always be available on the website (www.shortfilmconference.com/code-of-ethics). The Code of Ethics is considered to be a set of recommendations, which all members promise to do their utmost to follow it.

10. FINANCES AND ACCOUNTS

The Organisation’s financial year runs from the first of January to the 31st of December. At the end of each financial year, the Board of Directors closes the accounts for the past year and draws up the budget for the following year; these are submitted to the General Assembly for approval. The positive balance increases the assets of the association and can not be distributed to the members as dividend or otherwise.

11. DISSOLUTION

11.1
In the event of voluntary dissolution, the General Assembly or, in the absence thereof, the court appoints one or more liquidators. It determines their authority and the manner of liquidation.

11.2.
In the event of dissolution, the assets will be transferred to the organisation, foundation or establishment after discharge of the debts, which pursues a similar purpose as this Organisation; if there are several such organisations, the General Assembly will make a choice or distribute the assets according to their approval; if there are none, the goods are transferred to the organisation, foundation or establishment, the purpose of which is the closest to the purpose described above.

11.3.
For everything that is not expressly provided here, the law of 27 June 1921 and the customs concerning the organisations remain applicable.

12. TRANSITIONAL PROVISIONS

The first financial year runs from the date of incorporation, being 6 February 2017, to 31 December 2017. Approved by the Extraordinary General Assembly in Clermont-Ferrand (France) on 6 February 2017, in two copies, one of which is kept at the registered office of the organisation and the other of which is deposited at the Registry of the Commercial Court of Leuven.

Will be added soon.

1. Subcommittees

  • The day was started by the gathering of two subcommittees discussing an updated ‘code of ethics’ and a procedure for accepting new members / whether or not to ask a membership fee.
    • Attendees subcommittee “code of ethics” :
      • Tim Redford (Clermont-Ferrand Short Film Festival, France)
      • Mick Hannigan (IndieCork, Ireland)
      • Alexandra Gramatke (Kurz Film Agentur Hamburg, Germany)
      • Frank Moens (Leuven Short Film Festival, Belgium)
    • Attendees subcommittee “membership procedure / fee”
      • Julien Westermann (Clermont-Ferrand Short Film Festival, France)
    • Mick Hannigan (IndieCork, Ireland)
    • Sven Schwarz (Hamburg International Short Film Festival, Germany)
    • Frank Moens (Leuven Short Film Festival, Belgium)
  • Both committees were successful as they agreed on both a new code of ethics and a (new) membership requirement / fee respectively.

2. Workshops

  • Unlike previous years, the general assemble was preceded by two specialized ‘workshops’.
  • The first workshop “Digital file formats and compression for aspiring nerds” was an introductory glance at the theoretical basis of sound, image and video compression. About 70 members attended the workshop. Lecture was given by Frank Moens (Leuven Short Film Festival):
  • The second workshop “Creative sparks Sessions – Festival marketing” featured short lectures by Miguel Valverde of Indie Lisboa (Social media & marketing) and Laurent Crouzeix (Community targeting). About 80 members attended this workshop.

3. General assembly

  • After a short explanation concerning the “new vision” of what the task can / should be of the new Short Film Conference, the general assemble was asked to vote for three changes in regards of the structure of the organisation of SFC.
  • First Vote: Official name change for the organisation to “Short Film Conference” and its URL shortfilmconference.com. 98% YES – 2% ABSTAIN – 0% NO
    • è From now on our organisation will be referred to as “Short Film Conference”
  • Second vote: Acceptance of the new code of ethics – 95% YES – 5% ABSTAIN – 0% NO
    • è The old code of ethics has been replace by the new code of ethics effective immediately
    • See annex 1 : Code of Ethics
  • Third vote:   Proposal regarding membership criteria & membership fees – 95% YES – 5% ABSTAIN – 0% NO
    • Proposal is accepted and will be applied for all aspiring and existing members
    • See annex 2 : Membership procedure
  • Due to time constraints we did not have time to do the ‘traditional’ name call of every member present. There wasn’t even time for a suggested ‘faster option’ of only asking new members (for whom this assembly was their first) to present themselves. We think that, now finally most of the lingering administrative hassle is behind us, we will have more time next year.
  • After the general assembly, a complementary drink was offered by the Clermont-Ferrand festival, after which we had dinner at the nearby Hotel Kyriad Prestige.

4. Remarks & suggestions for next year

  • To be tackle more, in-depth and practical issues, we would need to have an auditorium simular to Salle Grippel for the entire day. Hopefully the Clermont-Ferrand festival can help us out.
  • Quite a few members suggested not eating in an hotel anymore, but in an actual restaurant. The low ceilings, quite distant servers and sterile atmosphere were not considered to be ideal.