BYLAWS of Civic Association Central and Eastern Europe Citizens Network 1. Name Central and Eastern Europe Citizens Network (abbreviation: CEE CN) 2. Registered Office Kapitulska 13 974 01 Banska Bystrica 3. Mission The mission of CEE CN is to promote citizen participation in Central and Eastern Europe and provide opportunities for grassroots initiatives in this region to learn and exchange experiences and ideas. 4. Objectives Increase awareness of the general public through Central and Eastern Europe on the potential and impact of citizen initiatives Increase skills and capacities of citizens to more effectively participate in local and national development Actively promote citizens participation throughout Central and Eastern Europe 5. Membership The membership in the Association is voluntary. The Association is open organization and its member can be natural persons who are older than 18, capable of conducting their own legal matters, without criminal record for capital offenses, who have been active in promoting citizen participation in Central and Eastern Europe and demonstrate agreement with the mission and objectives and legal entity, that we can consider as non government organization or other organization who have been active in promoting citizen participation in Central and Eastern Europe and demonstrate agreement with the mission and objectives. If the member of Association is a legal entity, they will be asked to designate someone who is authorized to act on their behalf and represent them. Coordinating Team approves members based on a written application. 6. Rights and Obligations The rights of members are as follows: - to participate in the activities of the Association - to elect, be elected or nominated to the bodies of the Association - to be informed about activities and plans of the Association The obligations of members are as follows: - to follow the Bylaws - to fulfill the resolutions of Association bodies 7. Civil Association Bodies The bodies of Association are: Representative Team, Coordinating Team and Statutory. 8. Representative Team 1. Representative Team (RT) is the highest authority for the Association. 2. The RT consists generally of one person per member country but if there are three or more members from one country, the Coordinating Team can approve a second representative for the RT from that country. 3. The RT resolves on basic questions regarding the Association; namely: a. Decides on changes to the By-laws and approves internal regulations of Association and their changes b. Elects and recalls members of Coordinating Team c. Approves its annual budget and annual report d. Approves plan of activities e. Decides about strategic direction of Association f. Establish other permanent or temporary bodies g. Decides about its dissolution or merger 4. Decision making process in Representative Team will attempt to reach consensus of all RT members. If it will be not achieved, then a simple majority of the present members must agree. At least 50% of its members need to be present to be able to make decisions. 5. The RT meets minimum once a year. 9. Coordinating Team 1. The Coordination Team (CT) serves as the Executive body of the Representative Team. Members of CT are also the legal incorporators for the Association. The CT is authorized to make decisions on behalf of the RT. As the RT meets only once a year, the CT is authorized to make decisions throughout the year on behalf of the RT. Decisions made between RT meetings will be discussed in advance by the CT. 2. The CT elects and recalls a director and a coordinator of Association. 3. Composition, way of decision-making and duties of CT are covered in a separate document that is part of the organizational rules of the CEE CN 4. The CT prepares annual report, draft of annual budget and approves financial statements. 5. The CT approves new members of the Association 6. The CT meets at least twice a year. They can also make decisions through telephone, e-mail contact or through other technically possible ways. When decisions are made via telephone, they must be followed up in writing. Special meetings can be called at the request of at least two members or by the Director. The special meeting should be held within 30 days of this request. 10. Statutory 1. The statutory body of the Association is the Coordinator of the Association. 2. The Coordinator is entitled to represent the Association, to act and sign on behalf of the Association. 11. Financial Management Guidelines The Association operates the assets that consist of grants, sponsorship and donations from domestic and foreign natural persons and legal entities, income from membership fees and contributions, income from activities of the Association and other income acquired in accordance with Slovak legislation. The assets of the Association can only be used for the purpose of the Association’s objectives and for assurance of the Association’s activities. The assets of the Association, revenues from assets and income from the activities must not be used in favor of any private person or non-charitable organization. 12. Dissolution The Association can be dissolved based on voluntary dissolution or based on the merger with any other association or based on a valid decision regarding its dissolution issued by the Slovak Ministry of Interior. If the Association is liquidated all the association liabilities must be settled first of all. Any and all surplus assets will be transferred to another NGO or public institution for charitable, scientific, educational or religious purposes. If the Association is liquidated, the Coordinating Team will be responsible for the appointment of a liquidator. 13. Final regulations The By-laws were approved by members of RT in November 2004. The Associations originate by registration at Slovak Ministry of Interior. The first meeting of RT will be held in 6 month after registration.