STATUTE
OF

THE NATIONAL ASSOCIATION OF MUNICIPAL CLERKS IN BULGARIA

A NON-PROFIT LEGAL ENTITY, ACTING IN PRIVATE BENEFIT

I. GENERAL

Art. 1. “The National Association of Municipal Clerks in Bulgaria”, hereafter referred toas the Association, is a legal entity registered under the Non-Profit Legal Entities Act.
Art. 2. “The National Association of Municipal Clerks in Bulgaria” is responsible for its obligations with its property.

II. NAME

Art. 3. The Association will operate under its name: "National Association of Municipal Clerks in Bulgaria" - abbreviated NAMCB

III. HEADQUARTERS AND REGISTERED OFFICE

Art. 4. The Headquarters and registered office of "NAMCB" are: 1229 Sofia, Vrabnitsa, 328 Khan Kubrat Blvd.

IV. OBJECTIVES

Art. 5. The main objectives of the association are:

·to contribute to the formation of the professionalism of municipal employees in Bulgaria and the countries of Central and Eastern Europe;

·to develop and promote the development of a certified professional and postgraduate training of municipal employees;

·to cooperate with international organizations of local officials and national associations of other countries;

·to support all areas of education and science.

V. MEANS FOR THE ACHIEVMENT OF THE GOALS

Art. 6. "NAMCB" conducts its activity under the laws of the Republic of Bulgaria.

Art. 7. The means by which the Association will achieve its objectives are:

Cooperation with local and foreign organizations with similar activities, through which: it exchanges experience in education and science; it exchanges specialized literature ;it promotes the achievements of science ; it attracts international experts for comprehensive assistance in the field of education and science;

Cooperation with the Association "CERTIFIED INSTITUTE OF MUNICIPAL CLERKS FOR CENTRAL AND EASTERN EUROPE" as the only organization authorized to perform certificate training of municipal clerks in Central and Eastern Europe;

Protecting and defending the legitimate rights and interests of the members of the Association;

Promoting the activities of "NAMCB" and attracting public interest and support to achieve the objectives set out in this statute;

Organization and participation in public and scientific forums in the country and abroad in the spheresof education and science;

Interaction with public authorities, public organizations and related entities in the country and abroad, membership in international non-profit organizations with similar objectives and activities;

Promoting the use of information and communication methods, establishing and promoting links and carrying out mediation between academic, educational and research institutes and industrial (manufacturing) technology, development and / or commercial firms to provide access to knowledge and innovation and transfer of know-how, improvement and development of practical applications and / or accelerated introduction of scientific and didactic achievements in practice.

VII. SCOPE OF ACTIVITIES  

Art. 8. The Association realizes its objectives through the following activities:

Constant improvement of professionalism of municipal employees by encouraging their participation in certification courses;

Participation in the development of projects of enactments, analysis and research on the process of certification of municipal employees in connection with the institutionalization of the international certification of municipal employees in Bulgaria;

Recruiting and providing both free and against payment of money, property and any other facilities related to enhancing the training and education of municipal officials;

Development and / or implementation of projects in relation to achieving those goals in this Statute;

Organization and financing of publishing and distribution activities for the purposes of the Association;

Financing of courses, scientific seminars, sessions and symposia related to the objectives of the Association;

Cooperation, on a contractual basis including, with local and foreign entities to optimize projects in science and education.

VIII. DETERMINATION OF ACTIVITY

Art. 9. "NAMCB" describes itself as a non-profit legal entity, acting in private benefit.

IX. TERMS OF VALIDITY

Art. 10. The non-profit legal entity, acting in private benefit, "NAMCB" is formed without any terms.

X. MEMBERSHIP

Acquisition of membership

Art. 11. Members of "NAMCB" can bephysical and legal personsthat wish to contribute to the achievementofits objectives.
Art. 12. Membership is voluntary and can happen at any time of the year.

Art. 13. Admittance is carried out through written request to the Managing Committee of the Association, in which the applicant declares that he/she is aware and accepts the regulations of the statute. Candidates - entities attach to the application for membership copies of documents for registration, a copy of their statute and decision of the governing bodies for their membership.

Art. 14.TheManaging Committee considers the application for membership at its next meeting and makes a resolution on it.

Art. 15. The Managing Committeeaccepts new members by a simple majority of the total votes.

Art. 16. The membership is acquired from the date of the resolution of the Managing Committee.

Rights and obligations of members
 

Art. 17. Each member is entitled to participate in the management of the association ,to be informed about its activities, to take advantage of its property and the results of its activities.

Art. 18. Members are entitled to vote and be elected to governing bodies.

Art. 19. Each member is entitled to participate in the General Assembly and current events.

Art. 20. Members are required to abide the statute and the acts of the General Assembly and the Managing Committee.

Art. 21. Members are required to contribute to the achievement of the objectives of the association and to implement the decisions of the General Assembly and the Managing Committee.

Art. 22. Members are required to pay annual membership fee within the sizeand time limitsdetermined by the General Assembly.

Art. 23. The rights and obligations, except for the property, are not transferable and do not pass on to others in the cases of death or termination.

Art. 24. The association's members are responsible only to the extent provided for in this Statute. 

Termination of membership

Art. 25. Membership is terminated with:
(1) A unilateral written statement to the Association.

(2) Expulsion.

(3) The death or placing under judicial disability, respectively, with termination of the legal person of a member of the association.

(4) The termination of the Association.

(5) Upon dropping out due to non-payment of the property contributions determined by the General Assembly and systematic non-participation in the activities of the Association.

Art. 26. A member of the "NAMCB" may be excluded if its actions or inaction undermine the name of the association, perplex its activities, violate the law, the current statute, and when he/she/ it does not pay membership dues systematically.

Art. 27. The decision to exclude a member of the association is made by the Managing Committee by a simple majority of half plus one votes of all Managing Committee members in case of behaviour, making further membership incompatible. The decision for exclusion may be appealed to the General Assembly.

Art. 28. When a decision is taken for a member to drop out of "NAMCB" non-payment of the property contributions provided for in the statute and systematic non-participation in the activity is ascertained by the Managing Committee of the Association.

Art. 29. Upon termination of membership with a unilateral written statement, the decision for termination is made by the Managing Committee by a simple majority of half plus one vote of all members of the Managing Committee.

Art. 30. Upon termination of membership the association is not due to return the already made property contributions. The excluded member is required to make material contributions outstanding for the period of membership.

XI. MANAGEMENT BODIES

Art. 31. Management bodies of "NAMCB" are: - General Assembly - Managing Committee (MB) - Chairman of the Managing Committee - Supervisory Board.

XII. GENERAL ASSEMBLY

Art. 32. The General Assembly is the supreme authority of "NAMCB" and consists of all members. Legal entities participate in the meeting by those who represent them.

Art. 33. The General Assemblyof "NAMCB" is held at least once a yearby the Managing Committee on its own initiative or on therequest of 1 / 3 (one third) of the members of the association.Ifin the latter case the Managing Committee fails to convene a general meeting within one month of the request, it shall be convened by the court at the headquarters of the association, upon written request of the person concerned.

Competence of the General Assembly

Art. 34. Powers of the General Assembly

1. Amends the statute.

2. Adopts other internal documents.

3. Elects and dismisses members of the Managing Committee and the Chairman of the Managing Committee by open ballot.

4. Elects and dismisses members of the Supervisory Board by open vote.

5. Makes decisions for transformation and termination of the Association.

6. Makes decisionsfor participation in other organizations.

7. Makes decisions for opening and closing of branches.

8. Adopts guidelines and program activities of the association.

9. Adopts the budget of the association.

10. Adopts the report of the Managing Committee.

11. Adopts the report of the Supervisory Board.

12. Revokes decisions of other bodies of "NAMCB" that contradict to the law, the statute or other internal documents.

13. Approves the reports on the implementation of individual solutions.

14. Elects specialized committees and working groups as appropriate, exempts their members from liability and terminates their powers.


Art. 35. The decisions of the General Assembly are obligatoryto other bodies of the Association and are subject to judicial scrutiny as to their legality and compliance with statutes.

Art. 36. Members and bodies of "NAMCB" can dispute before the General Assembly the decisions of the bodies of the association when they are taken in contravention of the law,the statute or a previous decision of the General Assembly.The interested member or body must send a request to the General Assembly within one month from becoming aware of the controversial decisions, but not later than one year from the date of the decision.

Convention

Art. 37. The Governing Council shall make a written invitation to convene the General Assembly, which includes the agenda, date, time and place of the General Assembly

Art. 38. The invitation is published in State Gazette and placed on the notice board in the building, which is managing the "NAMCB" no later than one month before the scheduled day. 

Quorum

Art. 39. The General Assembly shall be considered lawful if at least half of its members are there. In the absence of a quorum, the meeting is postponed for one hour later and is held at the same place and under the same agenda, regardless of the number of members present. 

Vote

Art. 40. Each member has one vote in the General Assembly.

Art. 41. One person may represent no more than three members of the General Assembly on the basis of a written authorization, unless another rule of representation or Assembly of Attorneys have not been provided in the Statute. Re-authorization is not allowed.

Decisions

Art. 42. Decisions are taken by open ballot and by amajority of those present, but for amending the statute or terminating the association a majority of 2 / 3 (two thirds) of those present is required. The General Assembly can take decisions in matters not foreseen in the agenda of the meeting if all members are present and agree with that.

Art. 43. For each session of the General Assembly a record shall be certified by the chairman of the meeting and the producer of the Protocol.

XIII. MANAGING COMMITTEE

Mandate

Art. 44. The governing body of the Association is the Managing Committee. The Managing Committee shall be elected for a term of five (5) years and shall consist of at least three people - members of the association. Entities that are members of the association may designate members of the Managing Committee and people who are not members of the association.

Art. 45. After the expiry of the mandate of the latter, the Managing Committee continues to perform its functions until the election of a new Managing Committee.

Powers

Art. 46. Powers of the Managing Committee:

1. Represents "NAMCB”

2. Organizes and directs the activities of the Association.

3. Prepares and submits proposals for changes in the statute of the Associationto the General Assembly.

4. Decides on acceptance or refusal of donations, sponsorship or grant instruments on behalf of the association.

5. Develops and approves programs and regulations.

6. Disposes of the property of the association by observing the requirements of the statutes.

7. Fulfills the obligations laid down in the Statute.

8. Determines the address of the Association.

9. Implementsthe decisions of the General Assembly.

10. Elects a Vice-President of the Managing Committee, who chairs the meetings in the absence of the President.

11. Prepares and submits to the General Assembly a report on the activities of the Association.

12. Decides on the amount of the membership fee or property contributions, unless this function is assigned to the Managing Committee.

Meetings

Art. 47. Meetings of the Managing Committee shall be convened and chaired by the President of the Managing Committee at least once every 3 (three) months. The President is obliged to convene a meeting upon written request of 1 / 3 (one third) of the members of the Managing Committee within one week of receipt of the request. If the President does not convene a meeting, it may be called by each member of the Managing Committee. In the absence of the President the meeting is headed by his deputy.

Decisions

Art. 48. The Managing Committee shall take decisions by simple majority of those present.

Art. 49. The meeting is considered valid and lawful if at least half of its members are present. A person is considered present ifthereis a bilateral telephone or other connection, ensuring the identification and allowing its participation in the discussion and decision making. The vote of this member shall be certified in the protocol of the meeting by theChairman.

Art. 50. The Managing Committee keeps a book of protocols of the meetings. The Chairman of the meeting and the person who prepared the protocol are responsible for certifying the accuracy of its content.

XIV. PRESIDENT OF THE MANAGING COMMITTEE

Art. 51. A President of the Managing Committee shall be elected by the General Assembly for a period of 5 (five) years. The President represents "NAMCB" , directs the current activity, organizes the implementation of decisions of the General Assembly.

Art. 52. The President is not entitled to carry out disposal actions and to impose a burden on real estate association. 

XV. REPRESENTATION 

Art. 53. The "NAMCB" is representedby theManaging Committee of the Association as well as by the President of the Managing Committee.

Art. 54. The President of the Managing Committee may authorize other persons to perform specific actions as they do not exceed the limits of representative authority.

XVI. BRANCHES  

Art. 55. By the decision of the General Assembly there could be opened and closed branches outside the locality, where the headquarters of the association is placed. Branches are not legal entities; they aregoverned by a manager and perform the activities specified in the decision of the General Assembly for their discovery.

Art. 56. Branches keep books for their activities and at least once a year the manager ofa branch shall submit to the Managing Committee of the Association report on the activities and spent resources of the branch.

Art. 57.The Registration of the branches is done by the Managing Committee of the Association .

XVII. PROPERTY AND FINANCE 

Art. 58.The"NAMCB" has its own property, which consists of the ownership rights and other real rights on movable and immovable property.

para 2. Property of the Association is formed by:

- An introductory membership fee;

- Annual membership dues;

- Donations from individuals and legal entities;

- Sponsorship;

- Property contributions made in order and in an amount determined by the General Assembly.

Art. 59. Property contributions of the members are determined by type and size by the General Assembly, which determines the manner of their introduction.

Art. 60. Property of the Association is intended for self-supportand implemention of its goals.

Art. 61. Property and income of the association can only be used to achieve its objectives and no part of them can be paid directly or indirectly as a dividend or profit to members.

Art. 62.Completion of the annual balance with a loss, the General Assembly may decide on additional contributions of its members to cover itwith a qualified majority of 2 / 3 of those present.

Art. 63.The "NAMCB" has its own seal and form approved at a meeting of the Managing Committee by simple majority.

XVIII. TERMINATION

Art. 64. The"NAMCB" is terminated by:

(1) The decision of the General Assembly, acting by a qualified majority of 2 / 3 (two thirds) of those present.

(2) The decision of the district court, under the terms of Article 13, paragraph 1, item 3 of the Non-Profit Legal Entities Act.

XIX. LIQUIDATION 

Art. 65. By termination of the "NAMC" a liquidation is made where the regulations of the Trade Law apply.

Art. 66. The liquidation is performed by the Managing Committee or by a person designated by it, in the case of Article 13, paragraph 4 and Article 14 para. 3 of the Non-Profit Legal Entities Act; theliquidator is determined by the district court.

Art. 67. The liquidator is obliged if possible to satisfy the creditors of the entity from the financial resources available, but failing that - by cashing first the movable, then the immovableproperty of the Association.

(2) If the General Assembly has not taken a decision on the allocation of the assets remaining after the satisfaction of creditors,the liquidator cashes out the property of the association and distributes it among the members according to their property contributions made.

XX. CONCLUDING PROVISIONS

§ 1. Issues outstanding this statute shall be resolved according tothe Non-Profit Legal Entities Act and the legislation of the Republic of Bulgaria.

§ 2. This Statute was adopted on July 12, 2005 in Sofia at the constituent meeting of “NAMCB”.