Statute of The Lower Silesia Chamber of Commerce

Chapter I

NAME, SEAT

§ 1
The chamber shall be called "The Lower Silesia Chamber Of Commerce", hereinafter referred to as "the Chamber".

§ 2
The area of activity of the Chamber is Lower Silesia. The Chamber has its registered office in Wrocław.

§ 3
The Chamber's activity is based on the Act on chambers of commerce and the present Statute. The Chamber has legal personality.

§ 4
The Chamber has the right to designate representatives, be a member of domestic and international organizations and establish branches abroad.

§ 5
The Chamber is an economic self-government organization representing the interests of business circles, particularly the interests of the associated members.

§ 6
The Chamber uses the stamp with the inscription "The Lower Silesia Chamber of Commerce".

§ 7
The Chamber may have a member badge.

Chapter II

OBJECTIVES OF THE CHAMBER

§ 8
Main tasks of the Chamber are:
1. Protecting and representing the interests of the associated members vis-a-vis the government and local bodies of State administration.
2. Protecting the interests of economic entities from monopoly and dumping.
3. Creating and disseminating principles of good trading customs and improving norms of reliable proceedings in economic turnover.
4. Working in aid of implementing privatization and economic mechanisms.
5. Contributing to development of economic life and supporting economic initiatives of the members.
6. Organizing and creating conditions for settling disputes among business partners out of court and conciliatorily.
7. Informing about functioning of entities and giving opinion on the state of economic development in the area of the Chamber's activity.

§ 9
The Chamber realizes the tasks by:
1. Cooperating with domestic and foreign social, economic and scientific organizations, and economic entities.
2. Helping members of the Chamber to run a business in these fields:
1) organizational, legal and advisory,
2) financial.
3. Collecting funds for supporting economic initiatives and privatization (establishing foundations, funds and scholarships).
4. Schooling and publishing.
5. Running a business.
6. Encouraging to create and amend law, and presenting opinion on economic policy.
7. Facilitating economic development, in particular creating, maintaining or supporting institutions.
8. Delegating representatives of the Chamber to advisory organs of the State administration, local self-government and other institutions.
9. Giving opinions and information on existing customs of trading, prices, origination of goods and other concerning trade and companies.
10. Representing the legal and economic interests of the members, initiating proceedings against organs of the State administration and local government, courts, and other organs, in order to protect the interests of the members from monopoly, dumping, administrative decisions and interference into business.
11. Establishing the Court of Arbitration to settle disputes among members.
12. Supporting promotion of goods, helping elaborate projects, establishing new contacts
and credit convenience - particularly in trade with foreign partners, by co-operation with chambers of commerce and industry from other countries, serving foreign investors, economic inquiry.
13. Informing on activities and achievements of the members of the Chamber and promoting these achievements.
14. Helping the members to participate in trade fairs and exhibitions organized at home and abroad, where they can present their achievements.

Chapter III

RIGHTS AND OBLIGATIONS OF MEMBERS

§ 10
1. Membership shall comprise three categories:
1) common membership,
2) supportive membership,
3) honorary membership.
2. As common members qualify entities that contribute to realize statutory objectives and guarantee realization of these objectives.
3. As supportive members qualify legal entities or private persons (domestic or foreign) interested in content-related activity of the Chamber, that declare financial support or other benefits in aid of the Chamber.
4. Legal entities shall perform their duties and rights by their proxies.
A proxy shall represent only one member of the Chamber.
5. The Presidium of the Council shall decide on the acceptability of an applicant to membership, after a candidate fills in a declaration form. A candidate has the right to appeal against a negative decision to the Council within 14 days. If the Council of the Chamber does not change a negative decision, a candidate has the right to appeal against it within 30 days to the General Assembly.
6. A honorary member may be a legal entity or a private person who contributed to
realize statutory goals.
7. The honorary member status is proposed by the Council and bestowed by the General Assembly. In the same way the General Assembly may deprive of the honorary member status.
8. The Chamber's activity can neither violate independence of the members nor interfere in their internal matters.

§ 11
1. Members of the Chamber shall have the right to:
1) participate in all forms of activity of the Chamber,
2) benefit from being a member of the Chamber,
3) move resolutions concerning objectives of the Chamber,
4) participate in sessions of organs of the Chamber, when their cases are under consideration.
2. Common members shall have the right to be elected and to vote.

§ 12
1. Members are obliged to:
1) obey statutory decisions as well as resolutions and regulations of organs of the Chamber,
2) participate in activities of the Chamber,
3) pay the entrance fee and membership fees in the amount determined by organs of the Chamber,
4) realize statutory goals.
2. Point 3) does not relate to honorary members.

§ 13
1. Membership terminates as a result of:
1) the resignation of a member,
2) removing from the list of members under a resolution of the Presidium,
3) excluding by the Arbitration of fellow-workers.
2. A member has the right to appeal against a decision of the Presidium to the Council within 14 days. A member has the right to appeal against a decision of the Council to the General Assembly within 30 days.
3. A member of the Chamber may be suspended, if circumstances require legal proceedings. A member becomes suspended under the resolution of the Council or a verdict of the Arbitration of fellow-workers.
4. Point 1) does not relate to honorary members.

Chapter IV

ORGANS OF THE CHAMBER

§ 14
1. Organs of the Chamber are:
1) General Assembly,
2) Council and Presidium,
3) Board of Control,
4) Arbitration of fellow-workers.
2. Organs of the Chamber in section 1 points 2, 3, 4 shall be elected for 4 years.
3. Organs of the Chamber shall be elected under the electoral law passed by the General Assembly.
4. Members of the Chamber shall perform their duties personally and free of charge.
5. Members may be re-elected repeatedly.
6. A member's mandate terminates when entity represented by this member has resigned from the post or when this entity's membership has terminated.
7. At least one fifth of those present at a session may demand secret voting in order to reach resolutions concerning personal or other matters.

Chapter V

THE GENERAL ASSEMBLY OF MEMBERS

§ 15
1. The General Assembly of members is the principal organ of the Chamber that decide on all matters within the scope of activities of the Chamber, which concern statutory goals.
2. The General Assembly may be ordinary or extraordinary.

§ 16
1. The electoral and reportorial ordinary General Assembly shall be held every 4 years, in the second quarter of a given year.
2. The reportorial ordinary General Assembly shall be held annually, in the second quarter of the business year, except a year when electoral and reportorial ordinary General Assembly is organized.
3. The Council shall notify all members about the date, place and the agenda of the General Assembly at least four weeks before the date of the General Assembly.

§ 17
1. The special General Assembly shall be called not later than four weeks after the date of tabling a motion, and debates shall concern matters for which it was called.
2. The special General Assembly is called by the Council, upon recommendation of the Board of Control or 1/5 of members of the Chamber.

§ 18
The duties of the General Assembly comprise:
1. accepting the agenda,
2. passing long-term platforms of activity of the Chamber,
3. electing the Council, the Board of Control and the Arbitration of fellow-workers,
4. considering appeals that refuse to admit entities to the Chamber and decisions that exclude a member,
5. approving regulations on activity of the Council,
6. considering reports on activity of the Council, the Board of Control and the Arbitration of fellow-workers, reaching resolutions on matters presented by these organs,
7. giving vote of approval to the Council, upon recommendation of the Board of Control,
8. introducing changes in the Statute,
9. reaching resolutions that fall outside other organs' jurisdiction,
10. reaching resolutions that concern dissolution of the Chamber.

§ 19
1. The General Assembly has the right to reach resolutions that concern matters in the agenda at the first session, if at least 2/3 of members are present, or at the second session - regardless of the number of those present.
2. Resolutions of the General Assembly are reached by a majority of votes, in conformity with the provisions of § 39.

Chapter VI

THE COUNCIL OF THE CHAMBER

§ 20
The Council is the principal organ of the Chamber in periods between General Assembles.

§ 21
1. The Council shall consist of from 10 to 30 members.
2. In secret voting the General Assembly can elect 2/3 of the statutory number of members at the most.
3. The Council shall consist of elected members and co-opted members, e.g. the chairs of sectoral branches and sections, with the number of co-opted members not exceeding 1/2 of the number of elected members.
4. During its session the Council has the right to co-opt a member of the Chamber by required majority of votes in the presence of at least 2/3 of members of the Council.
5. Members of the Council shall elect the Chairman and the Presidium.

§ 22
1. The Council shall have sessions at least once a quarter.
2. A session of a Council is called by the Chairman or a Vice-Chairman.
3. The Council shall reach resolutions by a majority of votes in the presence of at least 1/2 of members. In the event of an equality of votes, the Chairman shall have a casting vote. In he is absent, the Vice-Chairman presiding the meeting shall have a casting vote.
4. Other persons can be invited to sessions of the Council.
5. The Council shall notify about a session every member, whose matter will be considered during a session.

§ 23
The duties of the Council comprise in particular:
1. realizing resolutions of the General Assembly
2. interpreting decisions of the present Statute,
3. considering appeals against the Presidium that refuse to admit a candidate to the Chamber and that exclude a member from the list of members,
4. determining annual platforms of activity of the Chamber, approving budget estimates,
5. analyzing reports on realized financial plans, confirming balances,
6. considering complaints and proposals that concern activity of the Chamber,
7. reaching resolutions on establishing, suspending and dissolving branches of the Chamber and controlling their activity,
8. determining principles of financing activity of the Chamber, establishing funds and
passing their regulations, deciding on other financial matters,
9. deciding on selling and purchasing a real estate and assets,
10. reaching resolutions on joining other organizations,
11. calling the General Assembly and determining the agenda,
12. reaching resolutions on all matters not restricted to other organs of the Chamber,
13. establishing organizational units of the Chamber (such as branches, sectoral sections, teams, commissions, offices, centers, etc.)
of a permanent and temporary type (e.g. advisory, consultative, providing services, etc.), determining principles of their functioning and supervising them,
14. approve entrance fees and membership fees,
15. reaching resolutions on organizational structure.

Chapter VII

THE PRESIDIUM OF THE COUNCIL

§ 24
1. The Presidium of the Council shall consist of from 5 to 11 members elected by the Council from among its members.

§ 25
1. The duties of the Presidium comprise:
1) controlling activity of the Chamber on the basis of platforms and regulations of organs of the Chamber,
2) verifying and supervising budget estimates and submitting them to the Council,
3) representing the Chamber as well as authorizing members to represent the Chamber,
4) elaborating projects and proposals that concern activities of the Council,
5) employing and determining salary of the chair of the Chamber,
6) admitting and removing members.
2. To realize goals appointed in section 1, points 1 and 2, the Presidium can commission third parties, who possess the qualifications required, to analyze accounting, balances, financial plans, platforms and regulations of the organs of the Chamber.

Chapter VIII

THE BOARD OF CONTROL

§ 26
1. The Board of Control shall consist of from 3 to 7 members.
2. The Board of Control shall elect a Chairman, a Vice-Chairman and a Secretary.

§ 27
The duties of the Board of Control comprise:
1. controlling - at least once a year - the activity of the Chamber, especially finances,
2. submitting to the General Assembly and the Council remarks and proposals concerning activity of the Chamber,
3. reporting on activity of the Chamber to the General Assembly, proposing to give vote of approval for the Council,
4. co-operating with regional Boards of Control.

§ 28
The Board of Control have the right to rely on experts' opinion. Costs are paid by the Chamber.

§ 29
Detailed principles concerning activity of the Board of Control are determined in the regulation passed by the Board of Control and approved by the General Assembly.

Chapter IX

THE ARBITRATION OF FELLOW-WORKERS

§ 30
1. The Arbitration of fellow-workers shall consist of 5 persons.
2. The Arbitration of fellow-workers shall elect a Chairman, a Vice-Chairman and a Secretary.

§ 31
The duties of the Arbitration of fellow-workers comprise:
1. considering disputes among members of the Chamber, that are connected with working in the Chamber, at the request of one party,
2. considering matters connected with violating the Statute, regulations or resolutions.

§ 32
1. The Arbitration of fellow-workers shall adjudicate in the makeup of 3 persons.
2. Appeals are considered at full strength.

§ 33
1. The Arbitration of fellow-workers can adjudicate the following punishments:
1) rebukes,
2) suspense a member from 3 months to 2 years,
3) exclude members from the Chamber,
2. A member has the right to appeal against a verdict to the Arbitration of fellow-workers at full strength within 30 days from the date of receiving a verdict.

§ 34
Organization and a course of action of the Arbitration of fellow-workers determines the regulation accepted by the Arbitration of fellow-workers and confirmed by the General Assembly.

Chapter X

BRANCHES OF THE CHAMBER

§ 35
1. Branches of the Chamber are established by the Council.
2. Sectoral Sections can work as branches.

§ 36
Organs of a branch can be:
1. The General Assembly of members of a branch.
2. The Council of a branch.
3. The Board of Control of a branch.

Chapter XI

FINANCES OF THE CHAMBER

§ 37
1. The Chamber's possessions consist of real estates and a fund.
2. Funds consist of:
1) entrance fees and membership fees,
2) donations, subsidies and bequests,
3) payments on funds,
4) incomes from statutory and economic activities.

§ 38
Pronouncement and commitments on behalf of the Chamber shall be made by the Chairman of the Chamber within the limits of full powers determined by the Council of the Chamber.

Chapter XII

AMENDMENT

§ 39
Resolutions of the Chamber concerning introducing amendments to the present Statute and dissolving the Chamber shall be reached by the General Assembly by two thirds of votes in the first term, if at least two thirds of the voting members, or in the second term - regardless of the number of those present.

§ 40
If a resolution on dissolving the Chamber is reached the General Assembly shall appoint a liquidator and decide where the possessions of the Chamber shall be allocated.

§ 41
This Statute was passed at the General Assembly of Members on June 5th, 1998.

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