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Statute BalticNet-PlasmaTec (english) Brochure

BalticNet-PlasmaTecStandingOrderoftheBalticNet-PlasmaTecAssociationSide 1/8 Standing orders for procedures of BalticNet-PlasmaTec Procedures for the General Assembly ........................................................................2 1. Tasks of the General Assembly ..........................................................................2 2. Chairman of the General Assembly ....................................................................2 3. Organization of Meetings of the General Assembly ............................................2 4. Call for General Assembly...................................................................................2 5. Agenda of General Assembly..............................................................................2 6. Voting at the General Assembly..........................................................................3 Procedures for the Executive Board ...........................................................................3 1. Representation/Election of Members to the Executive Board .............................3 2. Tasks of the Executive Board..............................................................................3 3. Election of the Chairmanship ..............................................................................4 4. Tasks of the Chairman ........................................................................................4 5. Meetings of the Executive Board.........................................................................4 6. Agenda of Executive Board.................................................................................5 7. Rules of decision making ....................................................................................5 8. Minutes of Executive Board Meetings .................................................................5 9. Financial restriction .............................................................................................5 10. Audition .............................................................................................................6 Procedures for Branch office ......................................................................................6 1. Tasks of the Branch office...................................................................................6 2. Financial operations ............................................................................................6 3. Monitoring of working groups ..............................................................................6 4. Coordination of the network ................................................................................6 4. Network manager................................................................................................7 Procedures for Membership .......................................................................................7 1. Application for Membership.................................................................................7 2. Termination of Membership.................................................................................7 3. Exclusion of Members.........................................................................................7 4. Membership fees.................................................................................................8 Communication rules ..................................................................................................8 1. Internal Communication ......................................................................................8 2. External Communication .....................................................................................8 Side 2/8 Procedures for the General Assembly 1. Tasks of the General Assembly The General Assembly approves the statutes. The General Assembly decides on liquidation of BalticNet-PlasmaTec. The General Assembly decides on membership fees. The General Assembly may decide to instruct the Executive Board regarding future developments and activities of BalticNet-PlasmaTec. The General Assembly elects 4 representatives minimum amongst the active network partners for the Executive Board. As possible from every country with more than two active members should be one representative in minimum in the Executive Board. 2. Chairman of the General Assembly The Chairman of the Executive Board chairs the General Assembly. The Chairman determines all procedural questions regarding the discussion by the General Assembly of the items and the recommendations from the General Assembly. 3. Organization of Meetings of the General Assembly The Executive Board assisted by the BalticNet-PlasmaTec Branch office prepares the General Assembly. The General Assembly is to be held preferably in connection with major events arranged by BalticNet-PlasmaTec. The General Assembly has to be located within the Baltic Sea Region. The costs for the General Assembly should preferably be covered by projects or by the participation fees for the event in question. Costs related to transportation or accommodations of the participating members are covered individually by the participants. 4. Call for General Assembly The call for the General Assembly is the responsibility of the Chairman. The call for General Assembly has to be announced by letter, e-mail or fax to all registered members and made public on the web not later than 4 weeks prior to the meeting. The call shall have an agenda with all issues and proposals to be treated by the General Assembly. Not later than 2 weeks prior to the call for the General Assembly, the Chairman of the Executive Board shall ensure that proposals from the members are distributed to the Executive Board. For the first call a simple majority of the members should be represented in person or proxy. This is necessary to be a quorum. In a second call 4 weeks later minimum the majority of the represented votes is sufficient. 5. Agenda of General Assembly Issues for the General Assembly shall include ? Election of minute-taker and the chairman of the General Assembly ? Approval of the agenda ? Report from the Chairman of the Executive Board or network manager about activities and achievements in the past year. ? Presentation of latest annual account approved by the Chairmanship and if Side 3/8 necessary by a chartered accountant. ? Membership fees ? Issues proposed by the members or the Executive Board ? Recommendations to the Executive Board ? Any other matter 6. Voting at the General Assembly Delegates who are not able to be present in person may, prior to the General Assembly, cast their vote by e-mail, mail or fax to the network manager and/or the Chairman. Voting can also be delegate to another person in written form. Minutes of General Assembly are forwarded by e-mail to the members within 1 month after the General Assembly and published at the web page. The Chairman shall sign the minutes. In future the General Assembly can hold in electronic way. Between the meetings of the General Assembly the Executive Board can use a member inquiry, exclude for changes of the statute or decision of liquidation. Procedures for the Executive Board 1. Representation/Election of Members to the Executive Board The Executive Board shall have 4 representatives minimum amongst the active network partners elected by the General Assembly. As possible from every country with more than two active members should be one representative in minimum in the Executive Board. First election will take place at the first General Assembly. The Executive Board can elect co-opted members of strategic interest for BalticNet-PlasmaTec. Co-opted members shall be accepted by majority of the Executive Board. A representative of public authorities like the European Commission as well as the responsible manager of any BalticNet-PlasmaTec project may attend Executive Board meetings as observers with the right to speak. Every elected member of the Executive Board has a term of 2 year from the date of membership. The councillorship in the Executive Board ends after deselection at the General Assembly. A re-election to the Executive Board is possible. If an Executive Board member does not complete the term, the Executive Board can decide to appoint a temporary member until next election. 2. Tasks of the Executive Board The primary task of the Executive Board is to outline the strategies for development of BalticNet-PlasmaTec based on the BalticNet-PlasmaTec vision and values. The Executive Board is responsible for the strategy of BalticNet-PlasmaTec and for the observance of the Statutes. The Executive Board has the authority to decide on and execute all matters that are relevant to BalticNet-PlasmaTec, except those that explicitly require approval by the General Assembly. The Executive Board has the responsibility of establishing and reviewing standing orders for the BalticNet-PlasmaTec Branch office with the network manager and other facilities of the association. The Executive Board shall prepare the General Assemblies, assisted by the BalticNet-PlasmaTec Branch office, and implement the decisions of the General Assembly. Side 4/8 The Executive Board approve or refuse new members and decides to exclude any member. Reasons to exclude members are disregards to the statutes, purposes or values of the BalticNet- PlasmaTec, harmful activities against the network or not longer fulfil the requirements for membership. The Executive Board can also warn members in a first step. Controversial matters should confirm by the next General Assembly or by a member inquiry with simply majority. 3. Election of the Chairmanship The Executive Board shall have a Chairman. The chairman is elected by simple majority. The Chairman proposes 2 vice chairmen at minimum to be supported by simple majority of the Executive Board. If the Executive Board does not support one or more proposals for vice chairmen, the chairman can either 1) propose other vice chairmen; 2) accept new proposals from the Executive Board; 3) resign. The term of the Chairmanship and Vice Chairmanship is 2 year, re-election is possible. In parity votes the Chairman vote is deciding. 4. Tasks of the Chairman The Chairmanship shall work in cooperation with the vice chairmen and the branch office. He convenes the Executive Board at least twice a year or at the written request of one or more of its members of the Executive Board. Draw up a provisional agenda, which shall be sent together with the invitation and an updated list of the members of the Executive Board at least three weeks in advance; shall perform chairman’s duties during the meetings e.g. declare the opening and closing of each meeting, direct the discussion, accord the right to speak, put questions to vote, announce the decisions, rule on point of order, and have control of the proceedings; be responsible for the proper functioning of the Executive Board, shall control that bookkeeping and administration of the financial assets happens in a satisfactory way for BalticNet-PlasmaTec. The Chairman shall have the right to invite guests to the meetings of the Executive Board. Subject to prior notification and to the approval of the Chairman, members can be accompanied by an observer. In preparing the meetings, the Chairman shall co-operate closely with the other members of the Executive Board and delegate tasks to the Branch Office. The meetings of the Executive Board shall whenever possible be kept in connections with events in Baltic Sea Region, where members of BalticNet-PlasmaTec are already present. Any practical arrangements including related expenses will preferably be covered by the hosting country or organization. At request, the Branch office can assist with practical arrangements for meetings. BalticNet-PlasmaTec does not refund travel or accommodation expenses for participation in Executive Board meetings unless it is decided unanimously by the chairmanship and is compatible with the finance rules. The Chairmen observe the work of the branch office. 5. Meetings of the Executive Board The Chairman of the Executive Board leads the meetings in agreement with the standing orders, whereas the Executive Board establishes the rules for the work of the Chairmanship. Call for meeting of the Executive Board is the responsibility of the Chairman. Side 5/8 The call has to be announced by e-mail, fax or letter not later than 3 weeks prior to the Executive Board meeting. The call shall have an agenda with all issues and proposals to be treated by the Executive Board. The meeting of the Executive Board can also be a phone or video conference. It is suggested that the Executive board use new electronic platforms for meetings. 6. Agenda of Executive Board The agenda of the Executive Board shall have the following obligatory items ? Approval of the Agenda ? Approval of minutes from last meeting ? Status report from Chairman and network manager with activities and achievements of BalticNet-PlasmaTec since last meeting ? Financial report from network manager ? Date for the next meeting of the Executive Board ? Any other matter 7. Rules of decision making All decisions are adopted by simple majority of the votes cast including mandates unless otherwise indicated. In case of parity of votes, the vote of the Chairman is decisive. Members can in writing mandate their vote to one other member of the Executive Board if they cannot be present themselves. Members can by e-mail, mail or fax cast their vote to the Chairman or to the Branch office prior to the Executive Board meeting in case they are not able to be present in person and given the issue is to be voted upon is precisely and unequivocal described. Decisions should be avoided when not all Executive Board members have been informed about the matter. If a decision needs to be taken before the next Executive Board meeting, the Chairman can initiate a decision-making process in writing. In this case the Chairman shall send the draft decision to all Executive members by email, letter or fax. The Executive Members shall have ten working days from dispatch of the proposal to respond in writing. If at least two written objection to the procedure is raised the matter shall be placed on the agenda of the next meeting of the Executive Board. The Executive Board can take decisions if no written objection to the procedure has been received by the specified time. In any case, after the ten days time limit has expired, the Branch office shall immediately inform all members whether the decision is deemed to be taken or what objections have been raised. 8. Minutes of Executive Board Meetings Minutes are to be taken from the Executive Board meetings and shall be signed by the Chairman and the Rapporteur. The minutes shall be forwarded to the Executive Board members within one month from the meeting. 9. Financial restriction The Chairperson and the Vice- Chairpersons or the Executive Board shall comprise Side 6/8 the Executive of the Society. They represent the association in judicial and extra- judical matters. But they are limited insofar as expenditures of the equivalent of 1000 € (one thousand euros) or more which have not gained prior approval from the General Assembly as part of annual budget or belong to project fees are must be approved by a confirmation of the major of the members entitle to vote by e-Mail, Mail or fax. 10. Audition The audit will organized by the treasurer. If the annual turnover is higher than 100 thousand Euros the branch office should recommend the appointment of an accountant. A chartered accountant should elect by the Executive Board to audits the annual account. The chartered accountant can be re-elected. Procedures for Branch office 1. Tasks of the Branch office For daily operations the Chairmanship appoints a branch office with a network manager. The branch office assists the chairman and the Executive Board by organisation of meetings of Executive Board and General Assembly. The Branch office organizes the introduction of new requests for membership to the Executive Board. The Branch Office represents the BalticNet-PlasmaTec according to the mandate of the Executive Board. The Branch Office can assign tasks of representation to other network members. 2. Financial operations The network manager is responsible that book keeping and financial reports are in agreement with the relevant law and directives and that the administration of the financial assets is done in a reassuring way. The network manager participates without right to vote in meetings of the Executive Board. The Executive Board is responsible for establishment and maintenance of standing orders for the Branch office, the guidelines for the essential activities of BalticNet-PlasmaTec, for the sharing of work and responsibilities between Executive Board and Branch office and for the competences of the Branch office regarding finances and other necessary areas. 3. Monitoring of working groups The Branch office registers and monitors the different working group activities. He collects the spaced activity reports of the workgroups and prepares the activity report of the association for the Executive Board. 4. Coordination of the network The branch office is the constant contact institution of the network and responsible for the elimination of organisation problems. He forward all unsolved problems to the chairman of the Executive Board. The branch office is responsible for the effective use of resources. He collects requirements for further purchase. The branch office is coordinating and monitors the outer activities of the assembly Side 7/8 assisted by the marketing group. 4. Network manager The branch office is managed by the network manager. Therefore he is the contact person for all organisation duties of the network outside the workgroups. He is responsible for bookkeeping and annual accounts and administrates the financial activities of the network. Procedures for Membership 1. Application for Membership Applications of a new membership shall be presented for the Branch office by e-Mail, letter of fax. The Branch office presents new requests of membership to the Executive Board by e-mail, letter or fax. The Executive Board decides a member by a simple majority of the vote’s cast of the Executive Board directly. - Active Network Member (ANM): An active network partner is engage in one of the workgroups (e.g. project groups, education group, marketing group …) of the network at minimum. He has the right to use the resources of the network with cost to prime conditions. - Interested Network Member (INM): An interested member is one who wants to cooperate but in time not involved in one of the workgroups. He gets all information about the network activities. By starting activities in one of the workgroups he comes to an Active Network Member by oneself. He can use the resources of the network with cost to reduced conditions. - Promoting Network Membership (PNM): Promoting network members are promoters or honorary members. He gets all information about the network activities. By starting activities in one of the workgroups he comes to an Active Network Member by oneself. He can use the resources of the network with cost to normal conditions. The Status as Active Network Member begins immediately after participation/ initiation in one of the workgroups. The status will be at change back to an Interested Network Member at the end of the year finishing the active work in one of the workgroups. The status of a promoting network membership will be award by the majority of the executive board. 2. Termination of Membership The Termination of a BalticNet-PlasmaTec membership starts by an application in written to the Branch office and becomes effective after confirmation by the executive board to the end of the accounting year. If the fees increase according to a vote of the General Assembly all members get the right for abnormal termination of the membership within four weeks after publishing of the protocol. The abnormal termination becomes effective immediately after access of written application to the branch office. The Branch office should acknowledge every application by e-Mail, fax or post. 3. Exclusion of Members The Executive Board can decide to exclude of any member, who disregards the statutes, purpose or values of BalticNet-PlasmaTec, who acts in a harmful way to Side 8/8 BalticNet-PlasmaTec or who does not any longer fulfil the requirements for membership. The Executive Board can with 2/3 majority decide to exclude a member. The decision can make by e-Mail, fax or post. The member has the right of hearing to the reproaches. The Branch office can initiate an inactivation of a membership until the Executive Board decide about exclusion. In normal the Executive Board should decide within 4 weeks after inactivation of membership. The inactivation by the Branch office must be done in written form by e-Mail, fax or post. The exclusion can be nullified by the General Assembly on written application. 4. Membership fees In the construction phase it is suggested to work without fees. Future fees should define by the General Assembly. Communication rules 1. Internal Communication To establish a short communication between many different partners in the Baltic Sea Region we want to use an intensive internet based communication. This demand the acknowledgement of receipts e.g. auto-reply and answers within 1-2 days or information about absence. Every information is an internal information until the authors gives there approval for publication. The internal information’s are only for network members. All logos and trademarks of members are their ownership and can use only with an approval of them. Information of projects and there intermediate data should be presented in the closed area. 2. External Communication All publication activities in the name of the network and using the logo should be consulted with the branch office. Using of information of network partners demand a consultation with the author and an information about the source. Project results should be presented by the network regarding to secrecy agreement of the project partners. An official communication language is not defined. The member must agree the communication language in each case itself. For lager meetings it is recommended to use English. Official contracts will be made in the language of the country validity needed for and will be translated into English. Procedures for the General Assembly 1. Tasks of the General Assembly 2. Chairman of the General Assembly 3. Organization of Meetings of the General Assembly 4. Call for General Assembly 5. Agenda of General Assembly 6. Voting at the General Assembly Procedures for the Executive Board 1. Representation/Election of Members to the Executive Board 2. Tasks of the Executive Board 3. Election of the Chairmanship 4. Tasks of the Chairman 5. Meetings of the Executive Board 6. Agenda of Executive Board 7. Rules of decision making 8. Minutes of Executive Board Meetings 9. Financial restriction 10. Audition Procedures for Branch office 1. Tasks of the Branch office 2. Financial operations 3. Monitoring of working groups 4. Coordination of the network 4. Network manager Procedures for Membership 1. Application for Membership 2. Termination of Membership 3. Exclusion of Members 4. Membership fees Communication rules 1. Internal Communication 2. External Communication