Association Constitution of Enterprises with Investment of Shunde District, Foshan City
Chapter 1 General regulation
Article 1 The Association is named as “佛山市顺德区外商投资企业协会”,the English name is THE ASSOCIATION OF ENTERPRISES WITH FOREIGN INVESTMENT OF SHUNDE.
Article 2 THE ASSOCIATION OF ENTERPRISES WITH FOREIGN INVESTMENT OF SHUNDE is a local non-profit social organization composed by foreign-invested enterprises, enterprises invested by Hong Kong, Macao and Taiwan compatriots and overseas Chinese, agencies engaged service for the foreign investment, institution of Foreign enterprises engaged in investment operations in China.
Article 3 The Association's tenet is: to abide by the constitution of the People's Republic of China, implement laws, regulations, policies that open-door to the outside world and encourage foreign investment, making efforts to serve members and investors, and safeguard the legitimate rights and interests of members; To reflect the opinions and requirements of the members and investors to relevant government departments, to improve investment environment in the district; To enhance the connection, understanding and cooperation between Chinese and foreign members, and between the government and the members; To promote the healthy development of enterprises with foreign investment, and to promote Shunde to use foreign capital enterprises and boom Shunde economy service.
Article 4 The Association’s professional guidance unit is Shunde Economy and Science & Technology Bureau, at the same time accept professional guidance of Shunde Civil Administration and Human Resources Social Security Bureau, and supervision of Shunde Corporate Registration Administration Organ.
Article 5 The Association’s site is located in No. 408, ShangLin Shopping Mall, No. 26, New Guinan Road, Daliang Town, Shunde District, Foshan City.
Chapter 2 Business Scope
Article 6 The Association's business scope is as follows:
1. Advertise and implement the reform and opening-up policy as well as laws, regulations and guidelines, policies about utilization of foreign capital in our country, and introduce the investment environment of out district. Entrusted by the district government and the enterprise, to hold investment and trade negotiation activities and investment promotion activities in domestic and overseas to provide formation, consultation and complaints service for foreign businessmen to invest in Shunde.
2. Organize members to exchange experience about legal operation independently, improvement of enterprise management, improvement of economic benefit, improvement of labor protection, and Chinese and foreign parties to perform the contract, cooperation, etc. To enhance self protection, self development and self-regulation mechanism of the enterprises. To commend the advanced, promote each other, and improve together.
3. Safeguard the legitimate rights and interests of members and investors; to accept members’ complaints and entrustment, to reflect the opinions and requirements of the members and foreign investors to the relevant government departments, and provide related services;
4. Organize training courses, tutorial classes, seminars, investigation activities, etc. to satisfy the needs of the members, and to improve the quality and business level of the management personnel in member enterprises;
5. Organize members to develop business, expand market and hold various product sales activities both at home and abroad;
6. Organize various kinds of social activities in order to enhance contact and mutual understanding between members and relevant government departments, and enhance friendship and cooperation between members;
7. Carry out friendly communications among overseas institutions and organizations in order to promote international exchanges and cooperation;
8. Develop theory and policy researches, put forward the proposal to the relevant government departments, and transmit relevant information to domestic and foreign members;
9. Edit and publish promotional materials to absorb foreign investment;
10. Handle the matters entrusted by the relevant government departments and members.
Chapter 3 Membership
Article 7 The Association adopts enterprise membership, and group membership system.
Enterprise members herein refer to all enterprises with foreign investment, investment enterprises by Hong Kong, Macao and Taiwan compatriots, overseas Chinese, and institutions of foreign enterprises to invest in China that are legally established, enrolled, registered within the territory and engaged in normal production and business operation activities. Group members herein refer to branch institutions set up by foreign agencies in China, Hong Kong, Macao and Taiwan enterprises, Associations(social clubs), and the institutions of foreign investment and trade.
Article 8 Members who apply to join The Association shall conform with the conditions and the obligations, as follows:
1. Abide by the constitution of the People's Republic of China and state policies, laws, regulations, and keep a good business reputation;
2. Have the desire to join The Association, acknowledge and conform with the constitution of The Association, and implement resolutions and regulations passed by The Association;
3. Pay the membership fee in accordance with the provisions: membership enterprises pay 1,000 yuan each year (charge year by year); Council members sponsor 20,000 yuan each session; Vice President units, executive vice President units sponsor 50,000 yuan each session; President unit sponsor 100,000 yuan for one time; The President, vice President, executive vice President, and members of council shall no longer pay the membership fee;
4. Enthusiastically support, and actively participate in the work and activities of The Association, and to undertake the work commissioned by The Association;
5. Provide relevant information and data required for The Association work;
6. Safeguard the legitimate rights, interests and reputation of The Association and.
Article 9 The procedure of joining The Association:
1. Fill out and submit membership registration form uniformly printed by The Association;
2. Submit copies of registration files in the related department in our district;
3. The administrative office authorized by The Association office investigate membership application in accordance with the articles of Association;
4. Issue the membership certificate after passed the investigation.
Article 10 Rights of members
1. Have the right to vote, the right to be voted and voting rights;
2. Enjoy various services provided by The Association;
3. Participate in the related activities organized by The Association;
4. Require The Association to provide assistance for safeguard the members’ legal rights;
5. Supervise the work of The Association and put forward opinions and suggestions;
6. Have the right to withdraw The Association.
Article 11 The members shall will inform The Association in written form if they want to withdraw, and return the membership certificate. If any member has one of the following circumstances, The Association may terminate its membership, retrieve the membership certificate, and published in The Association meeting:
1. Those who lose corporate capacity;
2. Those who haven’t paid membership fee for more than a year.
Article 12 If any member seriously violate this regulation, after approved by board of directors through voting, it shall be removed its name and retrieved the membership certificate, and published in the Association meeting.
Chapter 4 Production and disposition of organization and the principals
Article 13 The high authority of The Association is membership assembly, and its function and power include:
1. Establish and modify the constitution of Association;
2. Elect and dismiss directors to constitute board of directors;
3. Examine and approve work report and financial report of the board;
4. Examine the bill proposed jointly by the board and more than one fifth members;
5. Discuss other major issues of The Association;
6. Decide termination issues.
Article 14 The membership assembly shall be held once a year, held only when over two-thirds of the members attend. Its resolutions can be effective only when more than half members approve by voting at the meeting.
Article 15 The membership assembly last 4 years each session. Due to special circumstances, if it is held in advance or delayed the transition, it shall be approved by the board, reported to and approved by the corporate registration administration organ. But the longest tenure of delayed transition shall not be more than 1 year.
Article 16 The board is the executing institution of membership assembly, and leads The Association to develop the daily work during the assembly adjournment, and is responsible for the membership assembly.
Article 17 The function and power of the board is:
1. Implement the resolution of the membership assembly;
2. appoint the secretary general;
3. Prepare and hole the membership assembly;
4. Report the work and finance situation to the membership assembly;
5. Decide to absorb or dismiss the members;
6. Decide to set up executive offices, branch institutions, delegate institutions and entity institutions;
7. Lead all the institutions of The Association to develop relevant work;
8. Formulate major management system of The Association;
9. Decide other major issues.
Article 18 The board lasts 4 years each session. If the membership assembly is held in advance or postponed, its tenure will change accordingly.
Article 19 The board shall be held only when over two-thirds of the directors present, its resolutions come into force only when approved by two-thirds vote of directors in the meeting.
Article 20 The board shall be convened at least once every six months, convened and presided over by the president or deputy president appointed by President. If any special cases, it also can be held in communication form.
Article 21 The president, vice executive President and vice President, directors of The Association shall be nominated by the board, and voted by two-thirds members. They can take office only after submitted and social groups registration administration organ to approve. The tenure is four years each session, and after the expiration of the term, they may be re-elected. The president shall not be more than two consecutive sessions. If the president due to special reasons, the board shall elect a new one from the executive vice President unit. Secretary general is selected through social recruitment by the board, annually report his work to the board, and be determined whether to continue or to dismiss by the board meeting. The president of The Association is the legal representative of this group. Because of special circumstances, if it needs others to be the legal representative, it shall be elected by the board, after submitted to social groups registration administration organ to approve.
Article 22 The president, vice executive President and vice President, directors and secretary general of The Association shall meet the following conditions:
1. Abide by China's constitution, laws, regulations and state policies, and abide by social conscience and social morality.
2. Have great impact in the business areas of The Association;
3. President, vice executive President, vice President, director and the secretary general shall be no more than 68 years old when they are elected;
4. Have healthy body, and can keep normal work;
5. Have a complete civil capacity.
Article 23 The president of The Association shall perform the following authorities:
1. Convene and preside over the board;
2. Check the resolution implementation situation of the membership assembly, and the board;
3. Sign on important documents on behalf of The Association.
Article 24 The vice executive President, vice President, director of The Association shall perform the following authorities:
1. Coordinate relationship between various departments of The Association
2. Supervise and guide the executive offices to carry out daily work;
3. Monitor financial revenues and expenditures condition of The Association.
Article 25 Secretary general of The Association perform the following authorities:
1. Host executive officers to carry out the daily work, and organize the implementation of annual work plan;
2. Coordinate the efforts of the various executive offices;
3. Nominate the deputy secretary general and major office principals, and submit to the board to decide;
4. Decide the to the full-time personnel employment of executive offices;
5. Handle other daily affairs.
Article 26 The Association sets up the board of supervisors which consists of a principal supervisor, and two supervisors, appointed by the board. The board of supervisors has the same tenure as the board, and the principal supervisor shall not take office for more than two consecutive sessions. The board of supervisors shall be responsible for monitoring the implementation of the articles of The Association and the financial situation of The Association.
Chapter 5 Assets Management and Utilization Principle
Article 27 Sources of the Association funding:
1. Membership fees;
2. Government subsidies;
3. Revenue from paid services conducted within the approved business scope;
4. Donations and sponsorships from relevant or domestic and foreign friendly people and organizations;
5. Special funds prepared by the Association under the approval of relevant government departments.
6. Interests and other legitimate income.
Article 28 Utilization of the Association funds
1. For activities about the Association related affairs;
2. For activities organizing the members to participate in;
3. Daily expenditure of the Association.
Article 29 The Association collects the membership dues in accordance with the national relevant regulations.
Article 30 The Association funds shall be applied for the business scope and the career development specified in the Regulations, and shall not be distributed among members.
Article 31 The Association shall set up a strict financial management system to ensure the legality, authenticity, accuracy and integrity of the accounting information.
Article 32 The Association is equipped with professional and qualified accountants. An accountant shall not hold a concurrent post of cashier and shall be competent to conduct financial accounting and carry out accounting control. The transfer or leave of an accountant must go through necessary audit and complete the handover process with taking over personnel.
Article 33 The asset management of the Association must comply with the financial management system specified by the country and accept the supervision of the general meeting and financial department. The asset coming from the national appropriation or social donation and subsidies must accept the supervision of auditing authorities and the related situations shall be publicized to the society in an appropriate manner.
Article 34 The financial audit of competent business unit and social organization registration management authority must be accepted before the succession or legal representative changing of the Association.
Article 35 The asset of the Association shall not be occupied, privately divided and embezzled by any unit or individual.
Article 36 the wages, insurance and welfare benefits of the full-time staff of the Association shall be carried out in accordance with national relevant provisions on public institutions.
Chapter 6 Regulations Amendment Procedure
Article 37 The amendment of the Association regulations is conducted by the board of directors to draw up a amendment plan and submit to the general meeting for review and approval.
Article 38 The amended regulations of the Association has to be approved by the social organization registration management authority within 15 days after passed by the general meeting before taking into effect.
Chapter 7 Termination Procedures and Property Disposal after Termination
Article 39 The cancellation of the Association due to aim accomplishment, self-dissolution, division or merger shall be conducted by the board of directors by put forward the termination proposal.
Article 40 The termination proposal of the Association shall be approved by the general meeting via voting and reviewed and agreed by the competent business unit.
Article 41 Before the termination of the Association, a liquidation organization must be established under the guidance of the competent business unit and relevant authorities to settle the claims and debts and deal with the aftermath. No activities other than liquidation shall be conducted during the liquidation period.
Article 42 The Association will be terminated after the cancellation registration transacted by the society registration management authority.
Article 43 The remaining property after the termination of the Association shall be applied to develop the businesses related with the aim of the Association under the supervision of the social organization registration management authority according to the national related provisions
Chapter 8 Supplementary Provisions
Article 44 The regulations will be approved by the general meeting via voting on July 26th 2015.
Article 45 Interpretation of the Regulations is subjected to the board of the directors of the Association.
Article 46 The Regulations will take into effect from the date of the approval of the society registration management authority.
Note: The articles version has been discussed and adopted by the Third Council, which will be implemented after the approval of general meeting.
|
