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Article 21 |
The General Assembly meeting is held by a registered
letter with acknowledge receipt sent to each of its
members who has the right to attend, or to deliver
it personally against his signature for receipt.
This invitation shall include the place of the
meeting,
date and agenda. This invitation shall be sent from
any of:
a) The Chairman of Board.
b) Whoever is delegated by one quarter of the
members who have the right to attend the General
Assembly.
c) Whoever is delegated in accordance with article
(40) of the law.
d) The administrative authority if it decided that
there is a necessity thereto.
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The general assembly shall convene in the
administrative center of the Association, it may
also convene in another venue within the same
governorate indicated in the letter of invitation.
A copy of the documents submitted to the general
assembly shall be sent to the competent
administrative authority and union at least fifteen
days prior to the date of meeting.
This union may delegate a representative to attend
the meeting.
The assembly may discuss any matter outside the
agenda, with the approval of the absolute majority
of the members of the General Assembly.
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The General Assembly should be invited to an
ordinary meeting at least once a year during the
four months following the end of the fiscal year of
the Association, to look into:
1. The balance sheet and final statement.
2. The board’s report about the activities of the
year and the audit’s report.
3. The suggested budget of the following year.
4. To appoint and elect new members to the Board
instead of those whose membership lapsed.
5. The appointment of the audit and the
determination of his fees.
6. Otherwise inserted by the board in the agenda.
The general assembly may be invited to an ordinary meeting,
whenever there is a necessity.
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The General Assembly should be invited to an extra
ordinary meeting to decide on
1. The amendment of the articles of the statute of
the Association.
2. The liquidation of the Association and the
appointment of a liquidator or more, the
determination of the liquidation duration and the
fees of the liquidator.
3. The merge of the Association in another or in an
Association of public interest.
4. To approve the application of the characteristics
of the public interest on the Association.
5. To dismiss all or some of the board members.
6. It may decide on any other issue by the approval
of the absolute majority of the present members.
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The meeting of the General Assembly is only valid by
the presence of the absolute majority of the
members. If the quorum is not achieved, the meeting
is adjourned to another meeting to be held within at
least one hour and a maximum of fifteen days after
the time of the first meeting which is one hour. The
meeting as such is valid if attended by at least ten
percent of the members (without POA or delegations),
or twenty members - whichever is less – provided
that in the first case the number of members
attending the meeting shall not be less than five
members.
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A member of the General Assembly may delegate
another member in writing to attend the meeting in
accordance with the following:
1. The delegation shall be made by an official POA.
2. The delegation shall be valid by a POA signed by
both the principal and the agent, signed from the
one responsible for the invitation of the general
assembly and sealed by the Association’s seal,
before the date of the meeting by 1 day.
A member may not represent more than one member.
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The member of the general assembly shall not
participate in voting if he has a personal interest
in the decision, except for the election of the
bodies of the Association.
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1. Decisions of the General Assembly are issued by
the absolute majority votes (half +1) of the members
attending the meeting.
2. Decisions of the extraordinary General Assembly
are issued by the absolute majority votes of the
regular members.
This percentage shall be increased to (75%) in the
decisions issued in the following matters:
• The amendment of the articles of the statute of
the Association.
• The liquidation of the Association or dropping all
members or a member of the Board.
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Decisions of the General Assembly should be recorded
in the register of the minutes of the general
meetings, and ratified by the signatures or stamps
of the president and the secretary.
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Second: The Board of Directors
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1.Comprised of 13 (odd number) elected by the
General Assembly.
2.The founders shall appoint the first board for
duration of maximum 3 years.
3.The duration of the membership of board is a
cycle of six years. The election of third the
members of board whose membership has elapsed shall
be renewed every two years by ballot. Upon finishing
the cycle of the board after six years, it shall
invite the general assembly to elect new members of
the whole board.
4. The Board elects in its first meeting after its
formation the (President, his deputy, secretary or
trustee and treasurer).
5. The percentage of Egyptian members shall at least
be the same as of the foreign members, in the case
there are foreign members.
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Members of the Board should be enjoying their civil
rights. In addition they shall fulfill the following
conditions:
1. With a college degree or equivalent.
2. With a reasonable aware with the Association’s
activity and fields of work and having experience.
3. Being a representative of any of the categories
undertaking an activity related to the that of the
Association (lawyers – commercials - industrialists)
on condition neither a firm, company, plant or an
establishment shall not be represented by more than
a member in the Board.
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The board of directors shall, on the day following
the closure of the election, put the list of the
candidates for the board’s membership in a clear and
noticeable place and inform the administrative
authority with the list within the following three
days and before the election by sixty days at least.
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The board member shall not have a paid for work with
the Association.
The member shall be reimbursed for the actual costs
paid for performing work for the assembly, as the
transportation cost.
The board member shall not participate in voting for
the decision of granting him remuneration in the
above mentioned case.
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The board is responsible for making the required
policies for the administration of the Association’s
affairs, and he shall have all the authorities in
this regard, except those requiring the approval of
the general assembly, (for example: selling the
belongings of the Association, its mortgage,
arranging in kind rights or else on them) or making
them guarantee for loans.
The board shall have a president to represent it
before the court and third parties.
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The board shall convene at least once every three
months, and is valid only by the presence of the
majority of its members
The resolutions of the board shall be issued with
the approval of the absolute majority of the
attendance, or 51%. If the votes are equal, then the
side including the president’s vote shall be
approved.
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If a position of the Board becomes vacant in the
period between two General Assembly meetings, the
Board may delegate those who obtained the highest
votes in the last elections made by the General
Assembly and following the elected members to fill
the vacant places. The delegated members continue to
fill their posts until the meeting of the General
Assembly is held following the election of the
board. |
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The Board may appoint a Manager for the Association
from its members or otherwise. The appointment
resolution shall determine the required
administrative works and the consideration thereof. |
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