Statutes
Article One
Name of the Association
1. A name of the Association reads : Jagello 2000
Article Two
Seat of the Association
2. A seat of the Association is : 709 00 Ostrava 9, Výstavní 8
Article Three
Aim the Association Activity
3. A key activity aim of the Association is:
I. NATO support and presentation in form of:
a) Organization of congresses, public presentations, symposiums, international meetings, exhibitions, seminars, training courses, cultural and social programmes, concerts and other events aimed to promote NATO,
b) Arrangement of advertisement and promotion of participants and people interested in the events.
II. Support of the Czech-Polish alliance within NATO and further, support of the Czech - Polish political, cultural and economic co-operation in form of:
a) Organization of congresses, public presentations, symposiums, international meetings, exhibitions, seminars, training courses, cultural and social programmes, concerts and competitions, including accompanying events,
c) b) Arrangement of advertisement and promotion of participants and people interested in the events.
III. Support of membership and presentation of the European Union in form of:
a) Organization of congresses, public presentations, symposiums, international meetings, exhibitions, seminars, training courses, cultural and social programmes and other events aimed to promote the European Union,
b) Arrangement of advertisement and promotion of participants and people interested in the events.
4. The above mention means for example: preparatory and other acts in relation to arrangement of congresses and symposiums – negotiations with participants and sponsors of events, execution of contracts with specialized producing, advertising and promotional agencies as well as with others, for example with state institutions and organizations arranging a course of international meetings, cost covering from the means gained from sponsor organizations, and so on.
Article Four
Establishment and Duration of the Association
1. The Association is deemed to be established upon a date of its registration by the Department of Interior of the CzechRepublic.
2. The Association is established for an unlimited period.
Article Five
Principles of Economy of the Association – Unprofitability of the Association
1. The activity of the Association is not earning aimed since it will be unprofitable – the means will be gained from sources : from donors, sponsors, participants of events and customers (advertisement payers). The means will be used for particular even cost payment.
2. If the Association fails to gain sufficient means for a particular event, the amounts already gained from sponsors, donors and customers will be returned to them or, subject to a mutual agreement (in writing), will be kept and used for further events arranged by the Association.
3. If the Association didn´t succeed to gain sufficient means for the whole event payment, no services from other organizations can be ordered for such event. Some small-scale preparatory works (translations, correspondence, phones, and so on) are covered from an amount based on membership contributions of the Association members.
4. In case of any excess of financial means after a particular event completion, such means will be used for arrangement of another event in accordance with the aim of the Association. The means can be used also for payment of annual remuneration for members of the Board of Directors if approved so by members (See the Article Nine herein).
Article Six
Bodies of the Association
1. The Association bodies consist of :
I. Meeting of the Association members
II. Board of Directors and Chairman of the Association
ad I) A Meeting of the Association Members
a. A meeting of the Association members is a top body of the Association and decides of any essential issues of the Association activity as well as of any issues defined by it to decide.
b. A meeting of members of the Association takes place as needed, however, at least once a calendar quarter of the year – if not agreed upon otherwise, on the first day in a particular quarter of the year – and it is convoked by the Chairman of the Board of Directors or by a member of the Board of Directors by invitation letters sent by registered mail.
c. Each members is obliged to take part in the meeting of members personally.
d. Provided serious reasons exist for absence at the meeting of members, a member should excuse his absence in writing, or authorize in writing another person to represent him at the meeting– it is not necessary for such person to be a member of the Association.
e. Alternatively, at least two members of the Association can ask the Board of Directors in writing to call a meeting – if this is the case, the Board of Directors is obliged to call a meeting and, provided it fails to do it by 30 days, the particular applicants are entitled to convoke a meeting themselves.
f. An invitation letter should include designation of the Association, designation of a convoking person and his title, date and time (always in a period of 08:00 a.m. and 8:00 p.m.) and venue of the meeting (always Ostrava if not agreed upon otherwise by all members) and Agenda (items) of the meeting .
g. A meeting makes only quorum if at least 70% (In words: Seventy percent ) of all members of the Association are present.
h. A course of the meeting is chaired by the Chairman of the Board of Directors or a member of the Board of Directors authorized by him – The Board of Directors shall arrange an attendance list and Minutes of the Meeting (The Minutes of the Meetings shall be archived by the Board of Directors), which should be signed by each present member – if a member rejects to sign it, he should present reasons for it.
i. Each member of the Association is entitled to one vote in decision-making.
j. A decision is accepted upon the 2/3 majority of votes of present members.
k. The Articles of Incorporation can be amended, and the Association can only be cancelled subject to the 3/4 (three quarters) majority of all members of the Association. The same applies for determination of a member´s fee to new members (always for a calendar year), another member´s fee to existing members, and determination of other obligations of the Association members (See the Article Eleven, Par. 6.)
ad II) The Board of Directors and Chairman of the Board of Directors
a. The Board of Directors of the Association is an executive body of the Association and acts on behalf of the Association in a period when no meeting of the members of the Association takes place.
b. The Board of Directors of the Association is appointed by a meeting of members of the Association from its members only and, therefore, it is (as well as any individual member) also removable by the meeting – the initial election is made by founders following the Articles of Incorporation signing (prior to the Association registration petition filing) of which a separate protocol is written down.
c. A member of the Board of Directors can be appointed in this body also repeatedly.
d. The Board of Directors of the Association consists of four members and is elected for a period of four years.
e. The Board of Directors elects from its members a Chairman of the Association of which writes down a protocol – the initial election is made prior to the Association registration petition filing. The Chairman of the Board of Directors is elected for a period of four years, and he has two votes in election.
f. The Board of Directors keeps accounting of the Company and submits financial statements to members.
g. A remuneration for members of the Board of Directors and Chairman in a calendar year is determined by a meeting of members subject to their decision.
Article Seven
Acting on behalf of the Association
1. Only the Chairman of the Board of Directors is entitled to act and sign solely on behalf of the Association.
2.
Article Eight
Rights and Obligations of the Association Members
1. Each member of the Association is obliged to participate in meetings of members of the Association if no serious reason exists for his absence.
2. Each member of the Association is entitled to receive information from the Board of Directors of activity particulars, and to have a look at any and all documents.
3. Each member of the Association is obliged to advise the Board of Directors of the Association his phone number and, further, to notify it of any change in it (to the address stated herein).
4. Each member of the Association can be removed from the Association subject to a decision made by a meeting of members of the Association (which requires, however, 100% of votes save a vote of a member which removal is being decided) in case such member breached his obligations following from the Articles of Incorporation in a common way repeatedly, or once in a serious way, either in a position of a member of Chairman of the Board of Directors.
5. A serious breach comprises, for example :
a. Repeated absence at a called meeting without any excuse and without a serious reason (neither through authorized deputy),
b. Repeated failure to advise a change in his permanent stay address or new phone /fax number,
c. Acts against the interests of the Association,
d. A delay in a member ´s fee payment (or contractual fine due to late payment) exceeding a month.
6. Other obligations of members of the Association can be specified upon a decision made by members of the Association.
Article Nine
Membership Commencement and Member ´s Fee
1. Either a natural person (of good conduct – in the meaning of trade business regulations) or legal person can be admitted as a member of the Association only subject to meeting any and all conditions as follows:
a. A person filed a written application to be admitted as a member of the Association which includes following particulars:
§ Name, surname, birth number (or date of birth, if no birth number is available) and domicile of the applicant (in case of a legal person: name, legal form, Company Identification Number, seat and statutory body),
§ Precise designation of the addressee, i.e. this Association,
§ Verbally expressed application for the Association member admission,
§ Statement of knowledge of the entire Articles of Incorporation and their acceptance – subordination to conditions set in the Articles of Incorporation
§ Obligation to pay a member ´s fee
b. The person should be approved as a future member of the Association upon a decision by the Board of Directors of the Association.
c. The person should pay a member ´s fee at the amount defined for a legal person or natural person upon a decision by the meeting of members of the Association.
2. A member ´s fee for any member amounts: CZK 3, 000.- (In words: Three thousand Czech crowns).
3. A founder member of the Association is obliged to pay a particular amount of the member ´s fee according to the previous clause to the Association account by 10 days from a date of the Association registration – which applies analogously for new members while a term starts to be counted from a date of the new member admission by the meeting of members, and a member ´s fee shall be paid to the account of the Association.
4. A contractual fine of 0.5 % per each day of delay in member ´s fee payment is determined for founder members.
5. In case of any delay in member ´s fee payment exceeding 14 days, no membership of a new member (or applicant) will become effective and efficient.
Article Ten
Cessation of Participation in the Association
1. The Association membership becomes extinct upon a delivery of a written notice of the Association leaving to the Board of Directors of the Association.
2. Further, the membership in the Association becomes extinct upon removal in the meaning of Clause 5 Article Nine herein.
3. The membership in the Association becomes extinct also upon a death of a particular member – natural person, and upon dissolution of a member- legal person.
Article Eleven
Extinction of the Association
1. The Association becomes extinct by a written agreement of members.
2. The Association becomes extinct by a number Association members leaving resulting into existence of a sole member of the Association.
3. The Association becomes extinct in any of ways set in the Act No. 83/1990 Coll. § 12 on association of citizens in the wording of amended regulations.
Article Twelve
Temporary and Final Provisions
1. The Association foundation and registration cost shall be borne by the Association.
2. Any matters not set herein shall be governed by the Act No. 83/1990 Coll. on association of citizens, in the wording of amended regulations.
3. The Articles of Incorporation are binding when signed by the last of the founder members.
4. Notices and written communications are sent to members of the Association to addresses set in the Articles of Incorporation – if a member did not advise a change in his address, such notice or written communication is deemed to be delivered on a day when it is returned back to the Company explaining the address moved away, or provided the address repeatedly did not take over such notice or written communication sent for the second time by registered mail despite a call.
5. No organization units of the Association will be established.
6. The membership in the Association is not transferable in any way.
At Ostrava dated October 31, 2002 Zbyněk Pavlačík
Chairman