ARTICLE 1: NAME AND OFFICES
Section 1.1. Name: The name of this organization is the European Agency for Higher Education and Accreditation (hereafter referred to as "EAHEA" or "the Organization"), a non-profit, non-stock, charitable association for educational and vocational purposes.
Section 1.2. Offices: The registered office of EAHEA shall be located in Tallinn/Estonia, Victoria/Seychelles or such other place as determined by the Board of Management. EAHEA may have other offices within or without Tallinn as the Board of Management may from time to time determine.
Section 1.3. References to Board of Management and Accrediting Commission: The Board of Management is also known as the Accrediting Commission. For convenience of reference, the term "Commission" will hereinafter be used in these Bylaws. Likewise, the individual Board Member will be referred to in these Bylaws as "Commissioners".
Section 1.4. President to Act as Chair: The president of the Board of Management shall also serve as the Chair. The term Chair and President are interchangeable. Both connote the principal officer of the Corporation.
ARTICLE 2: PRINCIPLES OF OPERATION
Section 2.1. To establish and operate an educational accrediting agency in the field of higher education and training.
Section 2.2. To meet the criteria for international recognized accrediting agencies.
Section 2.3. To accredit institutions and organizations offering higher education and training programs which have attained and maintained the standards, policies, and procedures established by EAHEA.
Section 2.4. To identify and publicize those organizations and institutions that attain accredited status.
Section 2.5. To promote the development and maintenance of high educational and ethical standards in higher education and training by means of standard setting, evaluation, and consultation processes.
Section 2.6. To implement the high quality standards which are contained in the EAHEA Principles of Ethics.
Section 2.7. To conduct research in higher education and training, distance learning and online course programs.
Section 2.8. To hold conferences, seminars, webinars, workshops and meetings to support higher education and training.
Section 2.9. To cooperate with other private and public agencies in any way that may lead to the improvement of higher education and training.
Section 2.10. To undertake such other activities as the Commission may determine.
ARTICLE 3: ACCREDITING STANDARDS AND RESPONSIBILITIES
Section 3.1. Adoption of Eligibility Requirements and Standards of Accreditation: The membership of EAHEA shall adopt eligibility requirements and standards for accreditation. Substantive changes to eligibility requirements and standards for accreditation shall require approval of a majority of the votes cast by the commissioners at a meeting at which a quorum is present. The Commission shall interpret and apply the eligibility requirements and standards for accreditation and shall be responsible for submitting proposed changes to the EAHEA membership for their approval.
Section 3.2. Periodic Review: The eligibility requirements and standards for accreditation shall be re-evaluated periodically by the EAHEA membership. The Commission shall conduct a study of the standards for accreditation at least every five years to ensure that they are adequate to evaluate the quality of higher education provided by the institutions and organizations it accredits relevant to the continuing education needs of the students.
Section 3.3. Implementation and Interpretation: The Commission may adopt such policies and procedures as it deems necessary with regard to the sound implementation of the accreditation evaluation process. The Commission shall possess exclusive authority to interpret these Bylaws, the standards for accreditation, and the eligibility requirements.
Section 3.4. Finality of Commission’s Decisions: The Commission shall have sole authority to make decisions regarding the accredited status of any applicant or accredited member. Its decisions shall not be subject to review or approval by the membership of EAHEA.
Section 3.5. Conflicts of Interest: No member of the Commission shall vote on any matter regarding the accreditation of any applicant with which the Commission member is affiliated in any capacity or where such vote would give rise to a conflict of interest.
ARTICLE 4: CERTIFICATES OF MEMBERSHIP
Section 4.1. Certificates of Membership: The Commission shall provide for the issuance of certificates of membership in EAHEA in such form as may be determined by the Commission. Such certificates shall be signed by the Chair and the Executive Director and shall be sealed with the seal of EAHEA. The name and address of each member and the date of issuance of the certificate shall be entered on the records of EAHEA.
Section 4.2. Issuance of Certificates of Membership: When a member has been accredited by the Commission and has paid all relevant fees, a certificate of membership shall be issued to that member.
Section 4.3 Ownership of Certificates of Membership: Certificates of Membership shall remain the property of EAHEA and must be returned to EAHEA upon termination of the membership represented by the certificate.
ARTICLE 5: CERTIFICATES OF ACCREDITATION
Section 5.1. Certificates of Accreditation: The Commission shall provide for the issuance of certificates of accreditation in EAHEA in such form as may be determined by the Commission. Such certificates shall be signed by the Chair and the Executive Director and shall be sealed with the seal of EAHEA. The name and address of each accredited member and the date of issuance of the certificate shall be entered on the records of EAHEA.
Section 5.2. Issuance of Certificates of Accreditation: When an organization has been accredited by the Commission and has paid all relevant fees, a certificate of accreditation shall be issued to that organization.
Section 5.3 Ownership of Certificates of Accreditation: Certificates of Accreditation shall remain the property of EAHEA and must be returned to EAHEA upon termination of the membership represented by the certificate.
ARTICLE 6: PAYMENT OF FEES
Section 6.1. Fees: The Commission shall establish the amount, the dates for payment, and the manner of payment of all fees payable to EAHEA by its members.
Section 6.2 Failure to Pay Fees: Failure of a member to pay any fees may jeopardize the accreditation status of the institution and make the institution subject to show cause and subsequent withdrawal or denial of accreditation.
Section 6.3 Refund of Fees: Fees are not refundable unless otherwise determined by the Commission.
ARTICLE 7: LITIGATION, JURISDICTION, VENUE, CHOICE OF LAW, EXHAUSTION OF ADMINISTRATIVE REMEDIES, AND EXPENSES
Section 7.1. Suits Against EAHEA, Jurisdiction, Venue, Choice of Law, and Exhaustion of Administrative Remedies: Jurisdiction and venue of any suit, claim or proceeding, relating to membership, accreditation or accredited status, whether a claim for damages or injunctive or declaratory relief, brought by an accredited member, former member, or applicant for membership and accredited status, against EAHEA, or a Commissioner, officer, Commission member, committee member or staff member acting in his or her official capacity shall be only in the Courts for the Victoria/Seychelles, whichever shall have subject matter jurisdiction. The law of the Seychelles shall govern the interpretation, validity and performance of the terms of these Bylaws, as well as any disputes between accredited institutions or applicants for accreditation and EAHEA, regardless of the law that might otherwise be applied under any principles of conflicts of laws. Accredited members, former members and applicants must exhaust all administrative remedies provided for in the EAHEA Documents and Bylaws before initiating any suit, claim or proceeding in Court.
Section 7.2. Reimbursement of EAHEA’s Litigation Expenses: An applicant for membership, a member or a former member shall reimburse EAHEA for all costs, expenses, and attorney’s fees actually and reasonably incurred by EAHEA in defending any suit, claim or proceeding whether for damages or for injunctive or declaratory relief brought by an applicant, member or former member against EAHEA, or a Commissioner, officer, employee or agent of EAHEA acting in his or her official capacity where EAHEA or the Commissioner, officer, employee or agent shall have been adjudged to be the prevailing party in the suit, claim or proceeding.
Section 7.3. Expenses: A member shall reimburse EAHEA for all costs, expenses, and attorney’s fees incurred by EAHEA in the production of any of EAHEA’s records relating to such member in response to lawful requests from parties in litigation, in preparation for possible litigation, or from government agencies to which that party is a party or becomes a party.
ARTICLE 8: SEAL
EAHEA shall adopt and maintain a corporate seal, which shall be in the form of a circle and shall have inscribed thereon the name of EAHEA and the words "Corporate Seal."
ARTICLE 9: WAIVER OF NOTICE
Whenever any notice is required to be given under the provisions of the Articles of Incorporation or the Bylaws of EAHEA, a waiver thereof in writing, signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice.
ARTICLE 10: SEPARABILITY OF PROVISIONS
If any provision of these Bylaws shall operate in contravention of, or be rendered invalid by, any international law or regulation, such provision shall be constructed as invalid without affecting any other provision hereof, and all remaining provisions hereof shall continue in full force and effect.
ARTICLE 11: AMENDMENTS TO BYLAWS
These Bylaws may be amended by a two-thirds majority of the Board Members of EAHEA present and entitled to vote at a regular or special meeting of the membership at which a quorum is present, provided that at least thirty (30) days advance written notice is given of the proposed amendments to the Bylaws at such meeting. Any Board Member may propose an amendment to the Bylaws and such proposal shall be submitted to the Board Members at the next regular meeting of the membership. The Bylaws also may be amended by a two-thirds vote of the Commission at a meeting at which a quorum is present.