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CHARTER OF THE ASSOCIATION
Polish Association of Plastic Pipes and Fittings Producers
the unified text dated 27 February 2007
§1. Name and seat of the Association
1. The Association operates under the name "Polish Association of Plastic Pipes and Fittings Producers".
2. The town of Toruń is the seat of the Association. The Association operates on the territory of the Republic of Poland. The Association has a legal status. The Association may also operate abroad in accordance with the valid legal order.
3. The Association may be a member of international organizations on the terms specified in their charters if it does not contravene the obligations resulting from international agreements to which the Republic of Poland is party.
4. The Association uses the emblem distinguishing it from among other organizations and it uses the seal with the inscription "Polish Association of Plastic Pipes and Fittings Producers". The emblem is accepted by the General Assembly of Members on a motion by the Executive Committee.
§2. Objectives of the Association and ways of their accomplishment.
1. The objective of the Association is to popularize plastic pipes and fittings as human friendly products and to disseminate information on possibilities and principles of their use.
2. The objectives of the Association will be accomplished through:
a) issuing statements on technical questions concerning production, the use of plastic pipes and fittings,
b) cooperation within the framework of working groups in order to elaborate standards for installation work with the use of plastic pipes and fittings,
c) doing and supporting research in the range of production and testing of plastic pipes and fittings, as well as processing of wastes from these products,
d) cooperation with other organizations for the benefit of preparation, elaboration and improvement of standards and other normative acts for plastic processing industry in the range of production of plastic pipes and fittings and their use,
e) educational activity and organization of trainings,
f) promotion,
g) activity for the benefit of integration of the environment of manufacturers and users of plastic pipes and fittings,
h) informing of expected courses of development, new elaborations of data concerning the market,
i) activity for the benefit of improvement of the quality and methods of production of plastic pipes and fittings,
j) popularizing and publishing activity,
k) organization of conferences, research seminars and lectures.
§ 3. Membership in the Association
1. Members of the Association are divided into ordinary, supporting and honorary members.
2. Adult natural persons, Polish citizens and foreigners, who work for the benefit of plastic processing industry in the range of production of pipes and fittings, support objectives of the Association and will actively participate in the work of the Association leading to accomplishment of these objectives, and received positive opinion of at least two members of the Association, submitted a membership declaration and paid a registration fee may become ordinary members of the Association.
3. Declaration of admission to the Association have to be submitted in writing to the Executive Committee of the Association. The Executive Committee decides on admission to the Association by majority of 2/3 votes. The Executive Committee informs the interested party about the decision by a registered letter. The resolution of the Executive Committee on this matter is ultimate.
4. Ordinary members of the Association have the following rights and responsibilities:
a) Rights:
- to participate in a General Assembly of Members and to vote on all resolutions expected on an agenda,
- passive and active voting right to the authorities of the Association,
- to leave the Association after notification in writing to President of the Executive Committee,
- to participate in all events organized by the Association,
- to have a membership card,
- to benefit from recommendations, guarantees and protection of the Association,
- to use technical appliances, guidance and trainings, which are at the disposal of members free of charge,
- to have an impact on the Association's activity by submitting comments and motions in accordance with the procedures provided for in the Charter,
b) Responsibilities
- to participate actively in the Association's work,
- to observe provisions of the present Charter,
- to pay membership fees on time,
- to take care of the good name of the Association, through their attitude and activity to contribute to the growth of its role and importance.
5. Supporting members of the Association:
a) may be legal persons, natural persons, organizational units without legal status and research institutes pursuing activity in plastic processing industry in the range of production of pipes and fittings, regardless of place of residence or seat. Supporting members may take part in a General Assembly of Members with an advisory vote. Supporting members are not allowed to participate in voting on resolutions of General Assembly of Members and to take part in other authorities of the Association.
b) become after submitting in writing a declaration of will to the Executive Committee, which will pass a resolution on this matter. Cessation of supporting membership takes place in the same way.
c) supporting members settle with the Executive Committee the form and kind of support of the Association.
6. Loss of membership takes place by way of deprivation of membership and scratching out from the list of the Association's members or exclusion from the Association:
a) scratching out from the list of the Association's members takes place in case of resignation from membership or the death of a member being a natural person, or loss of legal status by a member being a legal person, as well as declaration of bankruptcy or beginning of liquidation;
b) exclusion from the Association may take place if:
- member of the Association contravenes provisions of the present Charter, or
- member of the Association does not execute responsibilities included in the present Charter, in particular, if he does not pay membership fees in spite of 3 calls, or
- activity of a member of the Association is harmful for the image or is at variance with objectives of the Association;
c) the Executive Committee decides on scratching out from the list of the Association's members or exclusion of member from the Association by way of a resolution passed by majority of 75% of the votes of those present, in the presence of at least half the members of the Executive Committee; the Executive Committee will inform the interested party of the decision by a registered letter with acknowledgement of receipt; within 30 days from receipt of the advice on passing a resolution by the Executive Committee on scratching out or exclusion of member from the Association, the interested party has the right to appeal to the General Assembly, the resolution of which on this matter is ultimate.
7. Every natural person who will be awarded by the General Assembly the title of "Honorary Member of the Association", for remarkable merits for the benefit of the Association, may become Honorary Member. Such member has the rights of ordinary member and is exempt from payment of membership fee.
§ 4. Authorities of the Association
1. Authorities of the Association are:
a) General Assembly of Members,
b) Executive Committee,
c) Board of Control.
§ 5. General Assembly of Members
1. Ordinary members who have passive and active voting right, as well as supporting members and honorary members participate in a General Assembly of Members of the Association.
2. General Assemblies of Members may be ordinary and extraordinary. Ordinary General Assemblies of Members have to take place at least once a year. Extraordinary General Assemblies of Members are convened by the Executive Committee if it is required for the Association's good or at the motivated written request of 1/5th of members of the Association, submitted to the Executive Committee, and at the proposal of the Board of Control.
3. President of the Executive Committee informs all members of the Association of a planned General Assembly of Members at least two weeks ahead of time, in writing, with an agenda enclosed.
4. Debates are chaired by President of debates, elected by majority of votes of the members present at a General Assembly of Members.
5. A General Assembly of Members may change or complete the agenda proposed by the Executive Committee by means of a passed motion.
6. On the first fixed date, a General Assembly of Members may pass motions if there are at least 50% of ordinary and honorary members of the Association present together. If on the date of the first General Assembly, there are not at least 50% of ordinary and honorary members of the Association present together, then, no sooner than after an hour a new General Assembly may be held, which will be able to pass resolutions, if there are at least 10% of ordinary and honorary members present together. If at the new General Assembly, there are less than 10% of ordinary and honorary members of the Association present together, then within one month the following General Assembly of Members must be convened, the Executive Committee is obligated to inform in the notification that the General Assembly will be able to pass resolutions regardless of the number of ordinary and honorary members present.
7. All resolutions are passed by majority of votes of those present. Resolutions on the subject of deprivation of membership, scratching out from the list and exclusion from the Association are passed by majority of 75% of the votes of those present. On the subject of change of objectives of the Association, its liquidation and change of the Association's Charter, resolutions are passed by a majority of at least 75% of the votes in the presence of at least 50% of ordinary and honorary members of the Association together. Every member is entitled to one vote.
8. Voting takes place by a show of hands, unless 1/3 of the members present at a General Assembly demand voting in writing (ballot).
9. Competences of the General Assembly of Members are as follows:
a) election and dismissal of members of the Executive Committee of the Association,
b) election and dismissal of members of the Board of Control,
c) hearing and approval of reports of the Executive Committee and of the Board of Control,
d) determination of membership fees and a registration fee,
e) approval of the annual activity plan of the Association and changes to the plan,
f) passing the annual budget of the Association,
g) approval of the annual financial statement,
h) deciding the deprivation of membership in cases specified in point 6 § 3 of the Charter,
i) change of the Charter,
j) passing a resolution on dissolution and liquidation of the Association,
k) passing Internal Regulations of the Association,
l) granting honorary membership.
10. Minutes of the General Assembly of Members are prepared and signed by President of debates and by Clerk. The signed minutes are kept in the register of minutes at the seat of the Association.
§ 6. Executive Committee
1. The Executive Committee consists of 2 to 15 members including:
a) President,
b) Vice President,
c) Members.
2. In a ballot, the Executive Committee is elected by the General Assembly of Members for a period of 4 years. In a ballot, Members of the Executive Committee elect President and Vice President from among themselves. Members of the Executive Committee resign at the moment of election of new members of the Executive Committee regardless of the period for which they have been elected. In the event that a member of the Executive Committee resigns or for any reason is not able to fulfil his function, the following General Assembly elects a new member of the Executive Committee.
3. President of the Executive Committee or Vice President, in his absence, administers the work of the Executive Committee and is responsible for the activity of the Executive Committee and of the Office of the Association.
4. Duties of the Executive Committee are as follows:
a) management of current activity of the Association and administration of its possessions,
b) convening of the General Assembly of Members,
c) passing resolutions on issues concerning membership in the Association on the terms specified in the present Charter,
d) settlement of the agenda and the General Assembly of Members,
e) preparation of draft resolutions to present to the General Assembly of Members, including resolutions on dissolution and liquidation of the Association,
f) creation of internal working groups,
g) supervision and coordination of activity of working groups,
h) proposing the amount of annual fees and preparation of draft budget to the acceptance by the General Assembly of Members,
i) appointment of the Association's representatives to other organizations,
j) representation of the Association outside and action on its behalf.
5. Resolutions of the Executive Committee are passed by ordinary majority of votes, in the presence of at least half the members of the Executive Committee, with the exception of resolutions on acceptance of a new member, which are passed by majority of 2/3 votes with reservation that the President of the Executive Committee has the decisive vote. Resolutions are in written form.
6. Joint action of two members of the Executive Committee is required for submission of declaration of will on behalf of the Association. The Executive Committee may authorize a person or persons managing current activity of the Association to act on behalf of the Association within the scope of the ordinary Executive Committee.
§ 7. Board of Control
1. The Board of Control is an organ of internal control of the Association.
2. The Board of Control supervises the activity of the Association, and especially at least once a year audits the execution of the Association's budget, financial statements, afterwards it presents reports on this control to the General Assembly of Members with a proposal of giving or not giving the vote of acceptance to the entire Executive Committee or to individual members. The Board of Control submits annual reports on its activity to the General Assembly of Members.
3. The Board of Control consists of 3 (three) members appointed, suspended and dismissed by means of a resolution of the General Assembly of Members. The Board of Control may not include members of the Executive Committee. The tenure of members of the Board of Control is 4 years. In the event that a member of the Board of Control resigns or for any reason is not able to fulfil his function, the General Assembly should be convened to elect a new member no later than within 30 days from the date of his resignation or from the date of his lack of ability to fulfil his function, for any reason.
4. Resolutions of the Board of Control are passed by an absolute majority of the votes cast. The Board of Control may pass binding resolutions if there are at least 2 (two) members of the Board present.
§ 8. Sources of finance, fees, business activity of the Association
1. Possessions of the Association consist of:
a) chattel constituting the Association's property,
b) other property laws,
c) monetary means.
These possessions serve exclusively realization of the charter's purposes.
2. The Association's property comes from:
a) membership fees,
b) donations,
c) legacies and bequests,
d) grants,
e) income from business activity and from organized paid events,
f) income from the Association's property.
3. Every member of the Association is obliged to pay a registration fee at the moment he joins the Association and to pay a membership fee on time. Every time the amount of the fee is passed by the General Assembly of Members.
4. The membership fee for a given year should be paid until 30 March this year to the Association's account, the Association does not incur costs connected with the payment.
5. The Association may run business activity but the entire income from such activity must be assigned for the charter activity of the Association.
§ 9. Principles of financial management
1. The Association determines its annual budget, which will constitute the basis of the Association's activity.
2. The detailed principles of financial management of the Association are determined by the Executive Committee.
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