Statutes of the Chemical Traders and Distributors Association of the Czech Republic
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Section 9: Internal Structure of the Association
The Association´s bodies are:
- the General Assembly
- the Board
- the Supervisory Board.
Section 10: General Assembly of the Association
- The General Assembly is the supreme body of the Association.
- The General Assembly
- decides on the adoption of and amendments to the Statutes
- approves the numbers of the elected members of the Board and the Supervisory Board
- elects and recalls elected Board and Supervisory Board members
- approves annual reports submitted by the Board and the basic documents of the Association
- approves the profit or loss of the previous year, distribution of after-tax profits or coverage of losses and the budget for the current calendar year
- decides on the "Rules for the Determination of the Amount and Manner of Payment of Membership Fees and Participation in Covering the Costs of Services Provided by the Association to Its Ordinary Members"
- decides on issues included in the agenda at the proposal of the Board, the Supervisory Board, collective members or members of the Association representing at least 25 per cent of votes
- makes final decisions in events of conflicts of interests of collective members of the Association with steps taken by the Association
- decides on the expulsion of a member from the Association (pursuant to Sections 6(7) and (8))
- decides on the dissolution of the Association
- An annual General Assembly shall be held each year by the end of March at the latest. It shall be convened by the Association Board and chaired by the President or another member of the Board.
- Each annual General Assembly shall be convened in writing, with the notice thereof being dispatched to all members of the Association no later than 14 days prior to such annual General Assembly
- The agenda of the General Assembly shall be sent together with the notice thereof. Items not included in the agenda may be dealt with only if the General Assembly gives its consent to such addition
- An extraordinary General Assembly may be convened by the Board at its own initiative, at the initiative of the Supervisory Board or upon written request of a collective member or members representing at least 25 per cent of votes. The Supervisory Board is entitled to convene an extraordinary General Assembly by itself if the convening is justified by economic conditions ascertained by the Supervisory Board
- Each extraordinary General Assembly shall be held no later than 6 weeks following the receipt of the request for its convening. The provisions of paragraphs 4 and 5 above apply similarly to the convening and agenda thereof
- With respect to the dissolution of the Association, a General Assembly represents a quorum for the purposes of adopting resolutions if it is attended by members or proxies of members representing a two-thirds´ majority of votes. For the validity of decisions in such matters, the consent of at least more than half of the votes represented at such General Assembly will be required
- Decisions and elections at General Assemblies and at the Board and Supervisory Board meetings are adopted by voting
- Each ordinary individual member and a collective member has one vote. Each associate member is entitled to attend General Assemblies, with its voting rights being provided for in the applicable Service Agreement. Persons with the observer status have no voting rights.
- Elections of the Board or Supervisory Board are by secret ballot. In other cases, voting is by showing hands. In case that at least 50 per cent of attending members so request, the voting shall also be by secret ballot in such other cases.
- For General Assembly decisions, a simple majority of votes of attending members is required. In the event of a tie, the vote of the chairman decides.
- Minutes are taken of each General Assembly and signed by the President and the General Secretary of the Association, in the absence of the President by the chairman of the General Assembly, in the absence of the General Secretary by an authorised official of the Secretariat of the Association. The General Assembly resolution is attached to the minutes. The minutes with the attached resolution are notified to all members of the Association. The minutes with the resolution may be notified either by delivery or by publication in the Association´s press.
- The manner of conducting General Assemblies is described in the rules of procedure approved by the General Assembly. Each General Assembly resolution is signed by the selection committee.
