Statute
І. PREAMBLE
Several juridical persons, trade partners, led by the will to combine their efforts in performing purposeful, diverse and effective activities in order to regulate loyalty in the interrelations among the participants on the market, to provide high quality services to their clients, have unanimously established Hotel, Restaurant, Cafeteria National Association /HoReCa/ -a non-profit organization, and have accepted the present Statute.
ІІ. GENERAL REGULATIONS
Article1.(1) The Hotel, Restaurant, Cafeteria National Association /HoReCa/ shall be a voluntary and politically independent non-profit company of juridical persons, which shall be constituted within an indefinite term, a non-governmental branch organization, uniting manufacturers and importers of professional hotel, restaurant and cafeteria equipment – juridical persons, registered in the respective order for performing business activity.
(2)The association shall be established with the purpose of performing a private profit activity.
Article.2.The Association shall be a juridical person having a management seat and address: the city of Sofia, Serdica Municipality, 8, Sveta Sofia Street, floor 4 with its own financial account and seal.
ІІІ. OBJECTIVES
Article.3. The Association shall have as an objective:
(1).To promote, popularize and approve of its members’ activities.
(2).To approve of the joint community of the companies in the branch having similar problems and interests and to provide aid in solving and achieving them.
(3).To approve of and popularize high criteria for prefessional and responsible attitude towards the activity performance;
(4).To inform its members about all the issues, which have or will have any significance for their activity.
(5).To provide aid to its members for making contacts with similar branch associations and companies from other countries.
Article.4. The means through which the association shall achieve its objectives are as follows:
(1).Representing the members’ interests before all the state, governmental and non-governmental authorities and associations in the country and abroad;
(2).Interrelation with all the competent and/or interested governmental and non-governmental authorities and associations in the country and abroad;
(3).Assistance in organizing media manifestations and issuing books on the topic of hotel, restaurant and cafeteria equipment.
ІV. MEMBERSHIP, RIGHTS AND OBLIGATIONS OF THE MEMBERS
Article.5.The membership in the Association shall be voluntary.
Article.6.Members of the Association could be companies – juridical persons and/or Private Traders, who share the Association objectives, who are ready to provide assistance for their implementation, who accept the present Statute and who are:
(1).Manufacturers of professional hotel, restaurant and/or cafeteria equipment;
(2).Direct importers of professional hotel, restaurant and/or cafeteria equipment;
Article.7.The Association members shall pay an affiliation and annual membership fee, the amount and installments of which shall be defined annually by the Managerial Council.
Article.8.The Association members shall meet the following requirements:
(1). To have a recognized place on the market and traditions in the production and/or offer of professional hotel, restaurant and/or cafeteria equipment;
(2).To have staff consisting of no less than 5 (five) people for the importers and 10 (ten) people for the manufacturers.
(3).To have their own or subcontracting built-up service net;
(4) Not to be importers and/or distributors of second-hand equipment.
Article.9. Members of the Association shall be as follows:
(1).Regular – the Constitutors and those approve ofd by the General Meeting;
(2).Associated – approved of by ther Managerial Council but not approved of by the General Meeting yet.
Article.10.The Regular and the Associated members shall have equal rights and obligations except for the fact that the Associated members can participate with a voting right in the General Meeting sessions after being approved of by the General Meetring itself.
Article.11.The admission and discharge of the Association members shall be implemented through a Decision taken by the Managerial Council on the basis of a written application referred to it. In particular cases the Managerial Council of the Association shall have the right to refuse a membership to a new applicant without pointing out its motives but nevertheless sending a written notification about the refusal to the applicant. Those who apply for becoming members shall deliver Letters of Reference by two Regular members of the Association and shall deposit an affiliation fee.
Article.12.The Associated members, whom the General Meeting has refused approval of becoming Regular members, shall get back the membership fee they have deposited, as the affiliation fee shall not be reimbursed and they could apply again for becomimg members six months the least after the General Meeting refusal.
Article.13.(1)For certifying the membership in the Association a representative certificate and a membership card having validity within the calendar year, for which the respective regular or associated member have paid in total his/her membership fee, shall be issued.
(2)The fact that an associated member is associated shall be entered in his/her certificate and membership card. If he/she is approved of the General Meeting for becoming a regular member within the same calendar year, his/her certificate and membership card shall be substituted by new ones in which the elucidation “aasociated” is missing.
(3)The Certificate shall be signed by the Chairperson of the Managerial Council and the Chairperson of the Monitoring Council and shall be sealed with the Association seal.
Article.14.Every Regular member of the Association shall have the right:
(1).To participate in the General Meeting through his/her representatives;
(2).To exercise his/her right to vote in the General Meeting through his/her representatives, present at the Meeting.
(3).His/her representatives for the managerial and monitoring bodies of the Association shall be appointed;
(4).To receive information about the Association activity by the Managerial Council and the Monitoring Council;
(5).To participate in the sessions of the Managerial Council and the Monitoring Council having the right of a deliberative vote;
(6).To make oral and written suggestions and projects to the
Managerial Council and the Monitoring Council related to the Association activity;
(7).To be appointed or to participate in the activity of subsidiary bodies affiliated to the Association and to make use of their assistance in performing his/her activity;
(8).To indicate his/her membership in the Association in his/her documents and correspondence;
(9).To be a member of other associations, whose programming goals do not contradict to the principles, objectives and assignments of the Association.
Article.15.Every regular and associated member of the Association shall be obliged:
(1).To abide by the Statute;
(2).To meet the Association membership requirements appointed by the General Meeting;
(3).To implement the decisions of the General Meeting and the Managerial Council;
(4).To assist in realization of the objectives and tasks of the Association;
(5).To pay the appointed membership fee as well as to provide means for performing target programs and other collective manifestations for which he/she has given his/her approval in advance;
(6).To keep trade secrets referring to his/her participation in the Association activity in accordance with the norms of proper and loyal behaviour;
(7).To show solidarity and ethical attitude in his/her relations with the other members of the Association;
Article.16.Cessation of membership:
(1).By his/her own will, through a written notification presented to the Managerial Council;
(2).In case of liquidation;
(3).In case of dismissal.
(4).Systematic non-performance of the responsibilities he/she has taken.
Article.17.A member of the Association shall be discharged:
(1).Automatically – in case of delay in depositing an installment of the membership fee for more than three months. The Managerial Council shall ascertain the automatic self-dismissal;
(2).From the General Meeting in the followig cases:
а) does not meet the Association membership requirements appointed byb the General meeting;
б) systematic non-performance of the responsibilities he/she has taken and violation of the Statute;
в) rude violation and discreditation of the interests and authority of the Association or its members.
Article.18.In case of the Association membership cessation the affiliation installment and the membership fee.
Article.19.A dismissed member can apply again for mrmbership one year at least as of the moment of his/her dismissal.
Article.20.(1) In the office of the Association a Register of the regular and associated members has been kept, in which the following are entered:
1. the official public data about the respective member;
2. when he/she has ben accepted asa an associated member;
3. when he/she has ben accepted asa a regular member;
4. when he/she has ceased membership and for what reason.
(2)The Executive Director shall be responsible for the keeping of the Association Members’ Register.
V. AN AFFILIATION INSTALLMENT AND MEMBERSHIP FEE
Article.21.The affiliation installment and the membership fee shall be defined by a decision of the General Meeting;
Article.22.The regular and associated members shall pay the affiliation installment and the membership fee on the account or in the fund of the Association.
Article.23. The affiliation installment shall be deposited along with the application form for mrmbership.
Article.24.The membership fee for the current year shal be paid in two equal installments:
(1).the first one until 31 January of the same;
(2).the second one until 30 June the same year.
Article.25.The membership fee ffor the current year can be paid in total earlier than the envisaged terms.
Article.26.An associated member accepted by the Managerial Council shall pay reciprocally the membership fee due for the current year within a month as of his/her acceptance as an associated member.
Article.27.(1).A regular member who delays the payment of an installment from his/her membership fee for the current year more than three months shall be self-dismissed from the Association.
VІ. MANAGERIAL AUTHORITIES AND REPRESENTATION
Article.28. The organizational structure of the Association shall include:
(1). Gerneral Meeting;
(2). Managerial Council;
(3). Chairperson;
(4). Executive Director;
(5). Monitoring Council;
(6). Subsidiary bodies constituted to and arranged by decisions of the General Meeting or the Managerial Council.
Article.29.(1).The Chairperson, the Managerial Council and the Monitoring Council shall be designated by the General Meeting having a mandate period of two years.
(2).In case of change of the Chairperson, the Managerial Council and the Monitoring Council or any members of theirs, the newly designated ones shall finalize the current mandate before the mandate termination, and then an election of new Chairperson, Managerial Council and Monitoring Council having a new two-year mandte shall be made.
Article.30.(1).Representatives of the Association members, not only among those who are legal or explicitly authorized representatives for a session of the General Meeting, can be elected for the elective positions of the Association.
(2).In this case the Association members shall present a supplementary list of their own representatives, for whom they agree and suggest to be elected for a managerial or monitoring body.
(3).A regular member of the Association can be presented by not more than one representative in the election authorities.
VІІ. GENERAL MEETING
Article.31.The General Meeting shall be a supreme managerial authority of the Association. All the regular members participate in it by rights.
Article.32.The regular members shall be represented by two of their representatives at the General Meeting.
Article.33.Representatives of the Association members at the General Meeting can be:
(1).their legal representatives;
(2).explicitly authorized persons.
Article.34.(1).The General Meeting:
1.shall amend or cancel and accept a completely new Statute;
2.shall take decisions on the Association cessation;
3.shall take a decision on merging of the Association with other social organizations;
4.shall take a decision on the Associatiuon membership in other organizations in and outside of the country;
5.shall take decisions on uniting the Association with other organizations in and outside of the country;
6.shall approve of the main directions of the Association activity;
7.shall elect a Chairperson;
8.shall elect a Managerial Council or particular members of it;
9.shall elect a Monitoring Council particular members of it;
10.shall approve of a program for ther Managerial Council activity;
11.shall consider, discuss and accept the reports of the Managerial Council and the Monitoring Council;
12.shall discharge of position and responsibility the Chairperson;
13. shall discharge of position and responsibility the members of the Managerial Council and the Monitoring Council as a whole or separately;
14.shall cancel decisions of managerial authorities elected by it in the cases when they contradict the legislation or the Statute, or violate the interests and authority of the Association;
15.shall determine the membership conditions;
16.shall approve of the associated members becoming regular ones;
17.shall determine the affiliation installment;
18.shall determine the membership fee;
19.shall set up subsidiary bodies for achievement of concrete purposes and shall accept their woprking regulations;
20.shall consider, discuss and accept the reports on the activities of all the subsidiary bodies established from it;
21.shall take decisions for acquiring and sale of properties or constituting property rights upon them;
22.shall approve of and alterate the Association symbols;
23.shall accept the annual report of the Association;
24.shall take a decision on convening an extraordinary meeting of the General Meeting on a definite date, venue, time and agenda, and shall oblige the Managerial Council to convene it under the same conditions according to the definite summoning order;
25.shall take decisions on all the issues that are not arranged in the Statute.
(2).The decisions of the General Meeting shall be taken by the majority, as the majority shall be regarded to be two thirds of the present, pursuant to Item 1, Item 2 and Item 3.
Article.35.The General Meeting shall hold regular and extraordinary sessions, which can be open or close, as:
(1).The regular sessions shall be summoned by the Managerial Council at least once a year;
(2).For solving important and urgent matters the General Meeting shall be convened for an extraordinary session through the Managerial Council as an initiative and the folowing can demand it:
1. The Managerial Council;
2. The Chairperson;
3. The Monitoring Council;
4. one tenth of the Assocation regular members.
(3).The initiators shall suggest a date, venue, time and agenda of the session, which the Managerial Council shall be obliged to take into consideration and it mandatorilly shall include all the issues, stated in the agenda of the initiators, into the agenda of the fiixed session.
(4).The Managerial Council shall take a decision on the setting of an extraordinary session, according to the initiative and demand by the Chairperson, the Monitoring Council and one tenth of the Association members, within two weeks as of the date of depositing the initiators’ demand at the Association office.
(5).If the Managerial Council does not convene a session of the General Meeting upon the request of one tenth of the regular Association members within two weeks, it shal be convened by the regional judge according to the Association address.
Article.36. A regular or extraordinary session of the General Meeting shall be convened within a month as of the decision of the Managerial Council on its convening.
Article.37.For convening regular or extraordinary session of the General Meeting the Managerial Council shall send invitations, containing the date, venue and time of the session as well as the agenda of the latter, to all the members. The Association members should be warned about it at least fourteen days before the session date.
Article.38.(1).The General Meeting cannot take decisions on matters, which are not entered preliminarily in the session agenda.
(2).This shall not be valid for discharge of the Managerial Council members and for election of new mermbers in their place.
Article.39.The General Meeting shall be legal if the least half of all its regular members attend it. If the required number of regular members does not appear on the appointed date, venue and time of the session, it shall be postponed for an hour later at the same venue and the same agenda and shall be considered as legal no matter how many members shall be present.
Article.40.(1).Each regular member shall be presented by no more than two of his/her representatives at the General Meeting and shall have the right of only one vote.
(2).One regular member cannot authorize another regular member to vote in his/her name at the General Meeting.
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