Governing bodies of an association

Verified 14 August 2026 - Public Service / (Prime Minister)

Associations rely on bodies to ensure their operation, management or governance. These bodies shall be composed of elected or appointed members. Their mission is to ensure the smooth running of the association, respecting its statutes and applicable regulations. Can an association define them freely? We give you useful information.

The rules differ depending on whether the association's headquarters are located in Alsace-Moselle (Bas-Rhin, Haut-Rhin and Moselle departments) or in the rest of France:

General scenario

The 1901 Act does not say anything about the administrative bodies of an association.

Consequently, an association is free to define its operating bodies, their powers and the body competent to represent it vis-à-vis third parties (i.e. persons outside the association).

Traditionally, instances of the association are:

  • General Assembly
  • Board of Directors
  • Office.

However, the law requires the persons responsible for the administration of the association to declare at the registry of associations several information concerning them:

  • Name
  • First name
  • Profession
  • Address of his domicile
  • Nationality.

This information must be provided when the association is formed. The same is true for each change of leadership.

The law may also impose standard statuses certain categories of associations (e.g. recognized associations for fisheries and aquatic protection).

The statutes may provide for an organization different from that comprising a general meeting, a board of directors and a board, provided that it complies with the law. For example, a small association can operate only with a general assembly and a president.

Where an association does not provide for a board of directors or an office, the statutes shall designate the body responsible for taking decisions. In the absence of precision, the general meeting takes decisions that go beyond the day-to-day management of the association.

Powers and functioning of the GA

In principle, the statutes fix freely the composition and powers of the GA.

In the absence of any specifics in the statutes on the composition of the GA, all members of the association must be summoned to the meeting.

The statutes and/or a rules and regulations lay down in particular the following points:

  • Frequency of meetings (e.g. monthly).
  • Conditions for convening, voting and quorum.

In the absence of any legal provision or precision in the statutes, the GA is considered to have general competence to take major decisions that go beyond the day-to-day management of the association.

These decisions include, but are not limited to:

  • Appointment and dismissal of officers
  • Approval or rejection of accounts
  • Amendment of the statutes
  • Commencement of legal action
  • Acquisition or sale of real estate
  • Exclusion of a member.

The statutes shall also determine the members who have a right to vote and any conditions for exercising that right.

Mission of the GA

The main tasks of the GA are:

  • Decide on the broad guidelines of the association
  • Validate the moral, financial and activity reports submitted by the office or the board of directors
  • Approve the annual accounts and the provisional budget
  • Elect the members of the Board of Directors or the Bureau
  • Amend the statutes or decide on the dissolution of the association
  • Take decisions that are not part of the day-to-day management of the association in the absence of any specification in the statutes (general competence).

Example :

  • Appointment and dismissal of officers
  • Commencement of legal action
  • Acquisition or sale of real estate
  • Exclusion of a member

Decision requiring the holding of a GA

The holding of a general meeting is mandatory for the following decisions:

  • Request the recognition of public utility
  • Fulfill the obligation of democratic functioning in associations that have obtained State approval
  • Decide on the future of the assets of the association in the event of dissolution and in the absence of a statutory provision in this regard
  • Approve the annual accounts in the associations to draw up annual accounts and appoint at least one auditor and in the bond issuing associations
  • Approve the report of the external auditor in the event of the implementation of an alert procedure when facts have been identified that could jeopardize the continuity of the association's activities
  • To benefit from an exemption from TVA: titleContent services of a social, cultural, educational or sporting nature rendered to their members by non-profit associations and whose management is selfless

Specific combination requiring GA

The holding of a general meeting is mandatory for certain regulated associations:

Powers and operation of the

In principle, an association is not obligated to have a board.

The statutes and/or a rules and regulations shall lay down in particular:

  • Frequency of meetings (example: monthly),
  • Conditions for convening, voting, quorum,...

In the absence of precision in the statutes, the {circumflex over (X)} is considered to be responsible for the day-to-day management of the association. Thus, it is responsible, inter alia, for preparing the budget, monitoring its implementation, preparing the meetings of the General Assembly and implementing its decisions.

Certain categories of associations must have a board of directors when required by specific legislation.

Missions of the

The main tasks of the are:

  • Ensure the implementation of the decisions taken by the General Assembly
  • Manage the day-to-day affairs of the association
  • Oversee the implementation of strategic directions
  • Supervise the work of the office and employees or volunteers
  • Preparing the meetings of the General Assembly
  • Prepare the budget and monitor its implementation.

Specific association requiring a

If the association is subject to standard statutes that require it, it will have to set up a In this case, the statutes define the composition and powers of the Board.

Associations requiring a - are:

  • Certified Sports Association
  • Association recognized as being of public utility
  • Association managing social or medico-social institutions.

Powers and operation of the office

An association is not obligated to set up an office.

When it is set up, the statutes or a rules and regulations define its composition. The office usually consists of the following people:

  • 1 chair (and possibly 1 or more vice-chairs)
  • 1 secretary (and possibly 1 assistant secretary)
  • 1 treasurer (and possibly 1 assistant treasurer).

The articles of association may provide for a composition different from that usually adopted.

The same person may perform several functions (for example secretary and treasurer), if the statutes of the association allow it.

Missions of the Office

The tasks of the office generally consist of day-to-day management tasks, as defined by the statutes. They must be separate from those of the board of directors.

Example :

  • Ensure the daily management of the association
  • Represent the association vis-à-vis third parties (administrations, partners,...))
  • Prepare financial and administrative documents for the Board of Directors and the General Meeting
  • Monitor the implementation of associative projects.

The body authorized to represent the association, as legal person, vis-à-vis third parties (i.e. persons outside the association) is in principle specified by the statutes. It's usually the chair, but it could be another person.

Its acts bind the association towards third parties (banks, administrations, justice, other associations,...).)

The statutes may grant him the possibility of delegating all or part of his powers to one or more other members of the association. In this case, the authorized body remains co-responsible for the acts carried out on behalf of the association by those to whom it has delegated its powers.

Any change of legal representative must be declared to the registry of associations to update the recorded information.

In principle, the directors of an association perform their duties on a voluntary basis.

However, they may be remunerated when the conditions laid down by law are met.

The remuneration of an executive officer may affect the selflessness of the management of the association. Before implementing it, it is therefore recommended to check the applicable rules.

Alsace-Moselle

The association must have a direction who is the legal representative of the organization.

According to the provisions of the articles of association, the management may consist of one or more persons.

The members of the management shall be appointed by the meeting of members, unless the statutes contain another provision.

Management may be freely removed from office unless the statutes contain a provision limiting this possibility to one or more serious grounds. This may happen, for example, in the event of a serious breach of the duties laid down in the statutes.

If the number of members of the management becomes less than the minimum provided for by the statutes, the court shall, at the request of any interested party, appoint the missing member or members.

The members of the management appointed by the court have only provisional powers. These end when new members are appointed in accordance with the rules laid down in the statutes.

The competent court is the one in whose jurisdiction the association has its seat.

The registration in the register of associations of members of the management appointed by the court shall be made ex officio.

A member of the management has the right to leave the association and consequently its management. However, the statutes may provide that this right may be exercised only at the end of a exercise or at the end of a notice period of up to 2 years.

Missions

The management is responsible for declare association to the competent court for registration in the register of associations.

The composition of the management at the time of the initial declaration of the association, then any modification and renewal of one of the members must be declared for registration in the register.

The management ensures the representation of the association in court and vis-à-vis third parties, subject to any limits provided by the statutes.

More generally, the affairs of the association which fall within the remit of the management are defined by the statutes.

The management must provide the court that requests it with a certificate, certified by it, of the number of members of the association.

Operation

Where the management is composed of several persons, it shall take its resolutions by a majority of the members present, unless the statutes provide for another rule.

A resolution shall also be valid outside any meeting, if all members agree in writing to the resolution.

A member of the management shall not have the right to vote where the purpose of the resolution is to conclude a contract with him or to bring or terminate legal proceedings between him and the association.

The statutes may, however, provide for different provisions concerning these three rules.

Summons

The meeting of the members of the association must be convened in the cases provided for by the statutes.

She must also be summoned when a 10th members (or another proportion of members fixed by the statutes) request it in writing and whenever the interest of the association so requires.

The conditions for convening the meeting of members, the form of the convening are set by the statutes.

Conditions of validity of the votes of the meeting

The affairs of the association which do not fall within the competence of the management are settled by the assembly of members. The Commission shall adopt its resolutions by a majority of the members present. However, the statutes may provide for another rule.

A resolution is also valid outside any meeting, when all members give their consent in writing.

A majority of ¾ of the members present is required for a resolution involving an amendment of the statutes.

For a change in the purpose of the association, the agreement of all members is required (the agreement of absent members must be given in writing). The statutes may provide for other provisions.

A member of the association shall not have the right to vote in the following cases:

  • The purpose of the resolution is to conclude a contract with him
  • The purpose of the resolution is to initiate or terminate legal proceedings between him and the association.

The meeting may vote, by a majority of ¾ of the members present (or by another majority fixed by the statutes), for the dissolution of the association.

The method of recording the votes is fixed by the statutes.

Resignation of members

Members have the right to leave the association.

However, the statutes may provide that this right may be exercised only at the end of a exercise or at the end of a notice period of up to 2 years.

If the number of members of the association drops below 3, the court must withdraw the legal capacity to the association at the request of the management. After the 2-year period has passed, the court automatically withdraws it.

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