STATUTES

OF

NON-PROFIT ASSOCIATION

BULGARIAN-NORDIC CHAMBER OF COMMERCE

GENERAL PROVISIONS

Article 1. The BULGARIAN-NORDIC CHAMBER OF COMMERCE (hereinafter referred to as “the Chamber”) shall be established as a non-profit association performing its activity to a private benefit in compliance with the Non-profit legal entities Act, under these Statutes and in compliance with the law in the Republic of Bulgaria.

NAME

Article 2. The name of the Chamber shall be BULGARIAN-NORDIC CHAMBER OF COMMERCE which could be additionally written in English language as follows: BULGARIAN NORDIC CHAMBER OF COMMERCE.

 

 SEAT AND REGISTERED ADDRESS

Article 3. (amended with decision of General Assembley from 22 Nov. 2011) The seat and registered address of the Chamber shall be in the City of Sofia, 47A Tsarigradsko shosse Blvd., fl.2, office 206

TERM

Article 4. The existence of the Chamber shall not be limited by term or any other condition of termination.

RESPONSIBILITY

Article 5. The Chamber shall be responsible for its obligations with its entire property. Any personal responsibility of a member or members of the Board of Directors of the Chamber for its duties shall be ruled out.

PURPOSE OF THE CHAMBER

Article 6. The purpose of the Chamber shall be to favor and support the commercial and economical relations between countries in the Nordic region and Republic of Bulgaria in interest of countries in the Nordic region and Republic of Bulgaria, to represent and to protect the economical interests of its members as well as to render services towards achieving the purpose of the Chamber and in compliance with it.

MEANS FOR ACHIEVING THE CHAMBER'S PURPOSE

Article 7. (1) In order to achieve its purpose, the Chamber shall undertake the following:

1. research of the conditions for business exchange, including but not limited the possibilities of sales, deliveries, cooperation and investments between Republic of Bulgaria and the countries in the Nordic region. For the purpose of the present Statutes the “countries in the Nordic region” shall be considered Denmark, Iceland, Norway, Sweden and Finland.

2. cooperation with the Chambers of Commerce of the countries in the Nordic region as well as with organizations and establishments of these countries which have a significant importance to the Chamber's activity;

3. assistance and optimisation of the framework requirements for investment and economic activities for enterprises in the countries in the Nordic region and in Republic of Bulgaria, including but not limited for small and middle enterprises (SMEs);

4. supporting the establishment and expansion of the economic relations and during the penetration to new markets in the country and abroad;

5. supporting the members of the Chamber during negotiations and contracting deals;

6. assistance during the activity of the work groups in favour of the state authorities and institutions;

7. standpoints and projects on changes and amendments to the Bulgarian legislation;

8. elaborating publications on the economy development;

9. protecting economic interests of the participants in the bilateral economic relations before ministries, establishments and other institutions.

(2) The Chamber shall operate to the benefit of the enterprises incorporated in the countries in the Nordic region and Republic of Bulgaria.

(3) The Chamber shall not be involved in any party-political activity. It may not exercise any other functions different from the ones set out herein.

(4). In order to achieve its purpose the Chamber may, where appropriate, establish subsidiaries and incorporate companies.

SCOPE OF ACTIVITY OF THE CHAMBER

Article 8. (1) The Chamber shall be a non-profit association performing its activity to a private benefit and in order to achieve its purpose shall perform the following activities:

1. agency, support and further development of the business relations between enterprises incorporated in countries in the Nordic region and Republic of Bulgaria;

2. establishing and maintaining of contacts among interested economic circles from the countries in the Nordic region and from Republic of Bulgaria;

3. exchange of information and experience in relation to the business activity performed by the Chamber members;

4. collection and distribution of information by means of publications (circulars, annual reports, guidelines and other print materials) about the economic situation both in the countries in the Nordic region and in the Republic of Bulgaria as well as about the condition and development of the economic and trade-political matters;

5. providing information and consultations, special execution of standpoints, case studies on the market condition and reports;

6. carrying out initiatives such as economic days, meetings between contractors, press-conferences, informational seminars, business meetings, symposia and discussions, as well as participation in similar initiatives as far as they are in compliance with the purpose of these Statutes;


 

7. support on questions of the professional, language and other education as far as they have any importance to the interested enterprises participating in the trade exchange between the countries in the Nordic region and the Republic of Bulgaria;


 

8. mediation upon voluntary settlement of disputes between the participants in the bilateral economic life of Republic of Bulgaria and the countries in the Nordic region;

9. representation on fairs and other entertainments performing activities orientated towards support of the economic relations between the countries in the Nordic region and the Republic of Bulgaria;

10. rendering services both to members and non-members of the Chamber;

1l. Perfoming of any other legal activity that contributes to the achievement of the objectives of the Chamber.

(2) The members of the Chamber may be granted discounts when making use of the activities mentioned in paragraph 1.

MEMBERSHIP

MEMBERS

Article 9. (1) Members of the Chamber may be any Bulgarian and foreign legal entities incorporated in the countries in the Nordic region and/or any major and legally capable individuals, that recognize the pusrpose of the Chamber and which accept to respect the purpose of the Chamber as well as the provisions of these Statutes. It is possible some exceptions to be made and approved by the Board of Directors. Membership in the Chamber shall be voluntary.

(2) The Chamber has regular and honorary members.  

(3) The regular members could be the individuals under paragraph 1 who participate in the economical life between the countries in the Nordic region and the Republic of Bulgaria.

(4) Honorary members could be the individulas under pargraph 1 who have special merits for the promotion and support of the business and economic relations between the countries in the Nordic region and the Republic of Bulgaria.

REGULAR MEMBERS ACCEPTANCE

Article 10. (1) The individuals who would like to be accepted as regular members of the Chamber should file a written application to the Board of Directors. The Board of Directors may require additional information about the economic condition, area of activity, reputation and other essential circumstances with a view to the membership approvement.

(2) On the first session after the application entry, the Board of Directors shall decide on the acceptance of the new member. The individual accepted for a new member of the Chamber shall be notified in writing about the resolution on the acceptance.

 (3) The resolution on the acceptance shall become effective after the signing of the Minutes of the session of the Board of Directors and payment of the membership fee for the year of acceptance. After the resolution became effective the newly elected member shall be entered into the register of the members by the Board of Directors.

HONORARY MEMBERS ACCEPTANCE

Article 11. (1) Honorary members shall be accepted by the Board of Directors.

(2) The resolution on accepting a new honorary member shall become effective immediately after the signing of the Minutes of the meeting of Board of Directors which shall be the moment of existing of the membership.

(3) The individual accepted for an honorary member shall be notified about the resolution in writing.

MEMBERS REGISTER

Article 12. The new members of the Chamber as well as the condition of payment of the membership fee due under these Statutes shall be entered and submitted in an internal register of the members. This register shall be available to the members for information and shall be updated by the Board of Directors at the end of every quarter.

RIGHTS OF THE MEMBERS

Article 13. (1) Any regular member may :

1. participate in the General meeting and exercise its right to vote in person or through a representative whereas he has a written authorization thereof ;

2.  to be elected in the Board of Directors of the Chamber;

3. to receive information about the Chamber activity and the implementation of the resolutions of the General meeting and the Board of Directors;

.4. to join the initiatives organized by the Chamber;

5.  to require support and consultations by the Chamber on any matters within the Chamber's objectives .

(2) Honorary members of the Chamber may participate in the General meeting without having the right to vote but may not be elected in the Board of Directors of the Chamber. They shall be entitled with the rights under paragraph 1, item 3-5 of the Statutes.

OBLIGATIONS OF THE MEMBERS

 Article 14. (1) Any member shall be obliged:

1. to support the Chamber in pursuing its purpose;

2. to observe the Statutes and to implement the resolutions of the bodies of the Chamber.

(2) Regular members shall be obliged to pay an annual membership fee. The annual membership fee for the respective calendar year should be paid within its first quarter.

(3) Within ten days after the written notification to the new regular members that a resolution was adopted for their acceptance in the Chamber, they are obliged to pay the annual membership fee determined by the Board of Directors.

(4) Honorary members shall not be obliged to pay membership fees.

TERMINATION OF THE MEMBERSHIP OF REGULAR AND HONORARY MEMBERS

Article 15. (1) Membership shall be terminated in the following cases:

1. written notification for a resignation;

2. termination of a legal entity which is a member of t he Chamber;

3. opening an insolvency proceedings against a legal entity which is a member of the Chamber;

4. death, respectively placing under full judicial disability of an individual who has the capacity of a member of the Chamber;

5. dismissing a member of the Chamber;

6. termination of the Chamber;

7. droping out – drpoing out of a member shall be apparent in case when the member failed to pay certain property installment and/or did not took part consistently in the activity of the Chamber. The droping out shall be stated by the Board of Directors on the basis of the existing documents.

(2) In cases under paragraph 1, item 2, 3, 4 and 6 of the Statutes the membership shall be deemed terminated automatically as of the date of death, respectively as of the date of entering into force of the resolution for placing under full judicial disability or as of the date of entering the circumstances concerning the legal entities' status. Article 18 of the Statutes shall be applied in respect of paragraph 1, item 1.

DISMISSAL FROM THE CHAMBER

Article 16. (1) The dismissal from the Chamber shall be allowable due to an important reason only. The important reasons shall be considered the following:

  1. guilty behaviour in violation of the Chamber Statutes;

  2. behaviour incompatible with a membership in the Chamber;

  3. failure to pay the annual membership fee in time;

  4. deliberate actions against the interests of the Chamber;

  5. other actions harming the good name of the Chamber.

(2) The resolution on dismissal shall be adopted by the Board of Directors and shall be subject of appeal before the General Meeting of the Chamber.

RESIGNATION FROM THE CHAMBER

Article 17. (1) A member of the Chamber shall be entitled to resign only after a written notification sent one month before the resignation date and addressed to the Board of Directors.

(2) The membership shall be considered terminated with the expiration of the notification period.

(3) Upon the termination of the membership the membership fees paid shall not be refunded. The termination of the membership shall not relieve this member from its obligation to pay the membership fee until the moment of the membership termination.

PROPERTY CONSEQUENCES FROM MEMBERSHIP TERMINATION

Article 18. The individuals whose membership in the Chamber has been terminated may not require refunding of the membership fee paid for the current calendar year, nor yet to have claims on the property of the Chamber.

BODIES OF THE CHAMBER

  Article 19. Bodies of Chamber shall be as follows:

  1. The General meeting;

  2. The Board of Directors;

  3. The President;

  4. The Vice President(s);

  5. The Manager;

  6. The Auxiliary bodies of the Chamber;

  7. The Supervisory Committee.

GENERAL MEETING

Article 20 (1) The General meeting shall be the supreme body of the Chamber and shall consist of all regular members of the Chamber.

(2) Honorary members may attend the sessions of the General meeting and may participate in its work without having the right to vote as well as the rules under Articles 21-27 shall not be applicable to them.

POWERS

Article 21. The General meeting shall be empowered to :

  1. amend the Statutes pursuant to Article 22;

  2. elect the members of the Board of Directors;

  3. dismisse members of the Board of Directors;

  4. accept the reports of the Board of Directors, the treasurer, the auditor and the Supervisory committee;

  5. elect the Auditor and the Supervisory Committee;

  6. decide on transformation or termination of the Chamber;

  7. accept the budget of the Chamber which shall be submitted by the Board of Directors.

AMENDMENT OF STATUTES

Article 22. On a proposal from the Board of Directors or at least one quarter of the Chamber's members these Statutes may be amended with a resolution of the General meeting. The resolution on the amendment of the Statutes shall be adopted with a majority of two thirds of the present or represented members of the Chamber.

REGULAR AND SPECIAL GENERAL MEETINGS

Article 23. (1) A Regular general meeting shall be held once in a year where the seat of the Chamber shall be registered.

(2) A Special general meeting should be summoned upon the request of one third of the regular members of the Chamber. For the purpose of summoning a special general meeting the members should submit their request to the Board of Directors in a written form accompanied by a suggested agenda. The Board of Directors shall be obliged to summon a special general meeting within one month after receiving the request.

(3) The session of the General meeting shall be chaired by the President and in case when he shall not be able to attend – by one of the Vice Presidents whereas preferences shall always be given to the eldest one. In case when the Vice Presidents shall also not be able to attend, the Manager shall chair the session.

SUMMONING OF GENERAL MEETING

Article 24. (1) The General meetings shall be summoned by the Board of Directors.

(2) Both the regular and the special general meetings shall be summoned pursuant to the Non-profit legal entities Act.

(3) Written materials concerning the agenda shall be made available to all members not later than one month before holding the general meeting at the building where the administration of the Chamber shall be located or on the Chamber's website.

 (4) The suggestions for election of members of the Board of Directors, in case when the agenda stipulate that, may be submitted to the Manager in written form by any member of the Chamber or by the Board of Directors itself not later than two weeks before the General meeting to be held. The suggestion shall be valid only in case that the nominee candidat has approved in writing his eventual election for a member of the Board of Directors and meets the requirements under these Statutes.

QUORUM

Article 25 (1) The General meeting may adopt resolutions when more than the half of all members shall be presented or represented in a proper manner.

(2) In case that the necessary number of members shall not be presented at the session of the General meeting the meeting shall be postponed with an hour later with the same agenda. This General meeting may adopt resolutions regardless of the number of attendant members which must be specified in the invitation.

ADOPTING RESOLUTIONS

Article 26 (1) Any member shall be entitled to one vote at the general meeting.

(2) The General meeting shall adopt resolutions by an open voting with simple majority of the present members. Exercising the right to vote by using different means of correspondence is inadmissible.

(3) Upon a decision of the General meeting in that regard the voting may also be secret. Elections shall be always carried out with a secret voting.

(4) Resolutions on amendment of the Statutes, election and dismissal of members of the Board of Directors, transformation and termination of the Chamber, shall be adopted by an open voting with a majority of two thirds of the present, represented respectively, members.

(5) Resolutions may be adopted exclusively on matters included in the agenda. Suggestions for putting new items on the agenda may be reviewed by the General meeting provided all members are present and they approve of this.

(6) The right to vote may be exercised by another member of the Chamber based on a written power of attorney. The respective powers of attorney should be submitted to the Manager not later than the opening of the general meeting. It is not permitted that an individual to represent more than three members at the general meeting.

MINUTES OF THE SESSION

Article 27. (1) Minutes shall be maintained for each meeting and it should include the following data :

  1. place and date of the general meeting ;

  2. attendance of members ;

  3. agenda;

  4. main part of the content of the discussions made;

  5. resolutions;

(2)The Minutes shall be signed by the chair person of the session of the General meeting and by the secretary and the counter elected by the General meeting.

BOARD OF DIRECTORS

FORMATION

Article 28. (1) The Board of Directors shall consist of individuals and entities – members of the Chamber. The Board of Directors shall consist of at least nine members. The General meeting may increase or decrease the number of the members of the Board of Directors, if necessary.

(2) The Board of Directors shall elect a President, Vice Presidents(s) and a Manager among its members.

(3) The members of the Board of Directors shall represent the main branch of business participating in the economic relations between the countries in the Nordic region and the Republic of Bulgaria.

ELECTION

Article 29. (1) The members of the Board of Directors shall be elected by the General meeting for a period of five years.

(2) The new Board of Directors shall be elected at the first regular general meeting after expiry of mandate of the former Board of Directors. The registered Board of Directors shall continue to perform its duties under these Statutes during the time between the end of mandate and the day of holding the general meeting. Members of the Board of Directors may be reelected for an unlimited number of mandates.

PRETERM TERMINATION OF MANDATE OF A MEMBER OF THE BOARD OF DIRECTORS

Article 30. (1) A member of the Board of Directors could be dismissed before the expiry of the mandate:

  • with a notification by the member addressed to the Board of Directors;

  • for the reasons of death or placing under full judicial disability;

  • for the reasons of termination or transformation of the legal entity in case when the member of the Board of Directors shall be its representative;

  • for the reasons of droping out or dismissal of the entity – member of the Board of Directors or for the reason of droping out or dismissal of the legal entity when the member of the Board shall be its representative;

(2) The leagal entities– members of the Board of Directors – shall exercise their rights through their legal representatives or expressly authorized persons.

POWERS

Article 31. (1) The Board of Directors shall monitor the compliance with the Chamber's objectives and shall assist in their achievement. It approves the main directions of the Chamber’s activity. The Board of Directors shall operate by implementing the regulations of the General meeting.

(2) The Board of Directors shall:

  1. organize and run the operative management of the Chamber;

  2. provide recommendations regarding the future activities of the Chamber;

  3. elect President, Vice Presidents and Manager among its members (the Manager may not be a member of the Chamber and the Board of Directors);

  4. determine the amount of the affiliation fee and the annual membership fee;

  5. adopt regulations on additional cash fees;

  6. accept the annual financial statement for the calendar year which is submitted by the Manager;

  7. discusse the draft budget of the Chamber proposed by the Manager who shall present it at the general meeting;

 

  1. adopt resolutions on establishment and termination of subsidiaries of the Chamber ;

  2. adopt resolutions on acceptance and dismissal of regular and honorary members of the Chamber;

  3. adopt resolutions on the participation of the Chamber in other partnerships, legal non-profit entities and trade companies;

  4. dispose of the property of the Chamber;

  5. form Consultative Councils and Specialized Committees, if necessary

  6. determine the address of the Chamber;

  7. submit a report on the activity to the General meeting .

 

(3) In addition, the Board of Directors shall take decisions on all matters which are not, according to these Statutes, expressly presented to the General meeting.

SESSIONS

Article 32. (1) The sessions of the Board of Directors shall be held at least twice in a year.

(2) The sessions of the Board of Directors shall be chaired by the President, one of the Vice-Presidents or the Manager.

SUMMONING OF BOARD OF DIRECTORS SESSIONS

Article 33. (1) The sessions of the Board of Directors shall be summoned by the Manager, the President оr one of the Vice-Presidents. The invitations for the session should be sent in written form to all members of the Board of Directors at least thirty days before the date of the session; it should include the agenda, the date, the time and place of the session. Under special circumstances the invitation may be sent in a shorter time. Any member of the Board of Directors may put forward questions for discussion without any limitations. After the election of the Board of Directors its first session shall be held immediately after the general meeting.

(2) The Manager may summon additional sessions of the Board of Directors at the written request of one third of the members of the Board of Directors or may be appointed at sessions of the Board of Directors.

QUORUM

Article 34. The Board of Directors may pass resolutions in case that more than a half of its members shall be presented at the session.

RESOLUTIONS ADOPTING

Article 35 (1) The Resolutions shall be deemed adopted by an open voting with an ordinary majority of the present members. The resolutions on accepting and dismissing regular members shall be deemed adopted by an open voting with a majority of two thirds of the present members.The resolutions under Article 31, paragraph 2, item 4 shall be deemed adopted by an open voting with an ordinary majority of all members of the Board of Directors.

(2) The Board of Directors may pass resolutions without holding a session provided in case when all members of the Board of Directors sign the Minutes of the passed resolutions without any remarks and objections.

(3) The Manager or a representative appointed by him shall maintain a Minutes of the sessions of the Board of Directors which shall be subsequently sent to all members of the Board of Directors.

FINANCIAL MATTERS ARRANGEMENT

Article 36. (1) For the management of the Chamber's financial matters the Board of Directors shall elect a Treasurer out of its members.

/(2) The Treasurer shall organize and supervise the financial matters of the Chamber. The Treasurer shall advise the Manager on the budget execution shall perform operating checks of the accountancy and shall help with consultations during the execution of the balance sheet.

REPRESENTATION

Article 37. (1) The Chamber shall be represented before third parties in the country and abroad by the President, the Vice President or the Manager, jointly and severally.

(2) If necessary, the Board of Directors may appoint another member or members of the Board who shall individually or otherwise, represent the Chamber.

PRESIDENT. VICE PRESIDENTS

FUNCTIONS

Article 38. (1) The Board of Directors shall elect among its members a President and a Vice President for the duration of its mandate. The President may be reelected for one more mandate only. The position of the President may be occupied on a rotary principle by men of note that are held in high esteem in the bulgarian society or in the societies of the countries in the Scandinavian region. The President shall be a prominent person in the filed of economics and shall contribute to the good name of the Chamber in the country and abroad. He shall personify the unity of the Chamber.

(2) The President and the Vice Presidents shall:

  1. assist for the achievement of the purpose of the Chamber along with the Manager;

  2. take strategic decisions within the main directions of the Chamber 's activity;

  3. provide advice, identify problems and support their solving.

(3) In case when the President shall not be able to perform his duties he shall be replaced by one of the Vice Presidents but only for a period not exceeding the time remaining to the next general meeting .

(4). The individuals elected under paragraph 1 shall continue to perform their duties till the election of their substitutes;

HONORARY PRESIDENT

Article 39. (1) The General meeting with a majority of two thirds of the present and represented members may elect a Honorary President who shall not be entitled with the rights of a President under these Statutes and he may not have the capacity of a member of the Board of Directors.

(2). The title “Honorary President” has a moral value only.

MANAGER

ELECTION

Article 40. The Board of Directors shall elect a Manager among its members or outside of them.

POWERS

Article 41 (1) The Manager shall perform all current activities of the operative management of the Chamber under these Statutes, shall monitor the observation of the main directions of the Chamber's activity determined by the Board of Directors. He shall be particularly charged with the execution of the budget and the current control of its implementation.

(2) The decisions concerning the personnel of the Chamber shall be taken by the Manager.

(3) The Manager and all employees of the Chamber shall be obliged to perform their duties in compliance with the principles of strict objectivity, political detachment and confidentiality.

(4) Along with the aforementioned rights the Manager shall:

1. summon the sessions of the Board of Directors;

2. participate in the general meeting, the sessions of the Consultative Councils and the Specialized Committees personally and/or through a proxy;

(5) The Manager may authorize other employees of the Chamber of third parties to perform particular actions.

AUXILIARY BODIES OF THE CHAMBER

CONSULTATIVE COUNCIL

Article 42. The Board of Directors may appoint regular members in a Consultative Council which shall support the operation of the Board. The Consultative Council shall dispose with a consulting function. The sessions of the Consultative Council shall be summoned and chaired by the President or, when he shall not be able, by the Vice President. The details about the activities of the Consultative Council shall be provided in the Regulations on the Activity of the Consultative Council adopted by the Board of Directors.

SPECIALIZED COMMITTEES 

Article 43. The Consultative Council may form Specialized Committees for the purposes of implementation of certain activities which shall include members of the Chamber. The sessions of the Specialized Committees shall be chaired by a member of the Chamber appointed by the President who shall report to the Board of Directors the work of the respective Committee.

HONORARY REGIONAL REPRESENTATIVES 

Article 44. Upon a decision of the Board of Directors, honorary regional representatives may be appointed in the countries in the Scandinavian region and the Republic of Bulgaria. The honorary regional representatives shall also be members of the Consultative Council, if such has been appointed.

SUPERVISORY COMMITTEE

Article 45. (1) The Supervisory Committee shall be obliged to audit the accounting books, accounting documents and the annual financial statement of the Chamber.

(2). The Supervisory Committee shall be elected by the General meeting for a period of three years. One of the members of the Supervisory Committee should be elected out of the circle of the certified public accountants. The Supervisory Committee shall consist of an odd number of auditors and the majority of them should be members of the Chamber. Members of the Board of Directors may not be elected to serve as members of the Supervisory Committee.

(3) The Supervisory Committee shall establishe the condition of the ready cash and the bank accounts every year till thirty first of December with a Record signed by its members. A written report should be executed for the audit of the annual financial statement. The results of the audit should be announced and explained to the members of the Chamber on the regular general meeting.

PROPERTY OF THE CHAMBER

Article 46. (1) The property of the Chamber may consist of an ownership right and other real rights over immovable and movable properties, intellectual property rights and takings with respect to third parties. The sources of the Chamber's property shall be: the annual membership fees, voluntary fees, target resources, financial aids, donations, sponsorship, fees for the Chamber's services, incomes from real estates owned by the Chamber, and from the contribution of the Chamber in the capital of trade companies, testaments, funds provided to the Chamber by countries in the Scandinavian region or other organizations and establishments, as well as any other sources permissible by law.

(2) The Board of Directors shall dispose of the Chamber’s property. As far as the Chamber shall receive target financial aid, the funds therefrom may be used only for the purposes they were intended.  

(3) The property of the Chamber may be used only for the purpose set out in the Statutes. The Chamber shall not allocate profit. Its members shall not receive dividends, or any other property benefits from the Chamber's funds.The members of the Chamber shall not have, according to the Bulgarian legislation, any rights over the Chamber’s property.  

 

CHAMBER TERMINATION

GROUNDS AND ORDER OF TERMINATION

Article 47. The Chamber may be terminated exclusively upon a decision of the special general meeting summoned with this purpose only. The motion for termination of the Chamber may be presented by the Board of Directors or by at least one third of the regular members. The motion for termination of the Chamber should be presented to the Board of Directors in writing. Upon presentation of a motion for terminating the Chamber, the Board of Directors must summon a special general meeting within four weeks. The invitation of the special general meeting should include an explicit indication of the general meeting's purpose. The special general meeting may adopt regulations provided more than a half of all of its members is present or duly represented respectively. The resolution on terminating the Chamber may be adopted exclusively with a majority of two thirds of the present and represented members. The General meeting shall pass a resolution on transferring the property of the Chamber pursuant to Article 49 of these Statutes with an ordinary majority of all members of the Chamber.

 

LIQUIDATION

LIQUIDATION

Article 48. (1) Upon termination of the Chamber liquidation shall be carried out, except in case that the Chamber shall be transformed.

(2) The liquidation of the Chamber shall be performed by the Board of Directors or by a liquidator appointed by the Board of Directors.

(3) The funds for the liquidation proceedings and in particular the remuneration of the liquidator shall be determined by the Board of Directors.

(4) To the overall liquidation proceedings, especially to the powers of the liquidator, the provisions of the Bulgarian legislation shall be applicable.

PROPERTY CONSEQUENCES AFTER CHAMBER TERMINATION

Article 49. Upon a decision of the special general meeting the property which shall be available upon termination of the Chamber, after having performed all its duties, shall be transferred to association with the same or similar purpose or shall be allocated among other institutions aimed at encouraging or supporting development of the economic relations between the Republic of Bulgaria and the countries in the Nordic region.

FINAL PROVISIONS

CALENDAR YEAR

Article 50. The first calendar year shall start with the establishment of the Chamber and shall end on thirty first of December in the same year.

COMPETENT COURT

Article 51. All disputes arising from the members' powers or in connection with the activity and the legal status of the Chamber's bodies shall be settled by the competent court in the City of Sofia.

CORRESPONDENCE LANGUAGE

  Article 52. All discussions, correspondence, negotiations, etc., as well as all documents shall be maintained, respectively executed, in Bulgarian and/or English language.

These Statutes was approved at the constituent meeting of the Chamber held on 26 September 2006, amended and supplemented at a regular General meeting of the Chamber held on 24 September 2009, amended at a regular General meeting of the Chamber held on 22 November 2011.

 

© 2017 Bulgarian-Nordic Chamber of Commerce, created by Drow Ltd.