THE ARTICLES OF ASSOCIATION – BY LAW
According to the reports of 10.03.1994, signed by the 23 founding members, it has been decided that Mr. Bere Stelian Ioan would certify these Articles of Association and would carry out all the necessary formalities requested by the law in order that the association could be registered.
Chapter I
Name, Legal Form, Registration Office, Objectives and Period of Functioning oArt.1 Name of the association: TRANSYLVANIA BUSINESS CENTER – abbreviated C.A.T.
o Art.2 Legal form: Non-political and non-profit association, set up according to the Law no. 21 of 1924 and that functions in accordance with the valid laws.
o Art.3 Registration Office: Cluj-Napoca, 4 Nicolae Titulescu Bvd., within the headquarters put at our disposal by the Company CIM S.A. The headquarters can be changed with the agreement of the majority of the C.A.T Board of Directors. The association is entitled to set up branches in other areas and to appoint representatives in the country as well as abroad.
o Art.4 The duration of the association: undetermined.
Chapter II
Objectives and Functions
o Art.5 The mission of the association is to support the development of the economic activity and of the investments. The association will accomplish this goal by means of a center – namely the Transylvania Business Center which has the following objectives:
- the development of the free market mechanisms;
- the support given to the public and private agents and to the natural persons in their economic activity;
- the increase of the economic relations between the local and foreign companies;
- the development of the relations with the governmental and non- governmental organizations existing in the country and abroad;
- the promotion of the interests of the associated companies;
- the acceleration of the private initiative and attracting foreign investors in the Transylvanian area;
- the support for the creation and expansion of the small and medium sized enterprises, especially the private ones;
- the activities and services generating funds necessary to the development of C.A.T.
o Art. 6 In order to carry out its objectives, C.A.T. has the following functions:
- creation and expansion of direct contacts between the business partners in the country and those from abroad, having in view to conclude commercial transactions and to attract investments;
- organizing training courses, research and consulting services;
- setting-up databases with the aim of supporting its activities and the activities of the economic agents concerned – creation of product design and re-design;
- organizing exhibitions or other activities for promoting the products on the market, advertising;
- publishing of informative brochures and of the monthly issue Transylvania Business Review http://e-cat.ro/transreviewengl.html . Chapter III
The Organization of CAT oArt. 7 The Association is organized in specialized departments that ensure the effective decisional activity of CAT.
o Art. 8 The departments are ran by directors, appointed by the General Assembly for a period of four years. The directors decide according to the Board’s decisions and to the valid laws.
o Art. 9 The departments conclude and issue documents each in its field of activity, according to the decisions of the General Assembly, of the board of directors and of the valid legislation.
o Art.10 The departments can employ specialists on the basis of an agreement for a period of three years or for shorter periods, and also for point actions.
Chapter IV
The Leading Bodies of the Association
o Art. 11 The leading body of the association is the General Assembly that is convened once a year and which appoints the Board of Directors and the president of CAT for a period of four years.
o Art. 12 The Board grants the status of founding member, observer and guest of CAT over simple majority, and decides their expulsion, according to the same procedure. The documents of adheration or expulsion are signed by the President.
o Art. 13 The President represents the Association on the local level and in the international relations. He summons and leads the sessions of CAT General Assembly.
oArt. 14 The Board of Directors functions and has attributions stated by the regulations of CAT, agreed upon by the General Assembly, over simple majority. This Board has attributions in the general administration and financial administration of the assets.
o Art. 15 The Board of Directors consists of: President/Director General, Vicepresident, Secretar General, the Directors of Departments and two members of the Association. To the meetings of the Board may also be invited the founding members of CAT. The Board takes decisions over simple majority of votes, in accordance with the decisions of the General Assembly and the valid laws. The Board administrates the Association patrimony.
o Art. 16 The General Manager convokes and leads the meetings of the Board, being held responsible for the carrying out of the decisions of the General Assembly.
o Art. 17. The accounting activity is submitted to the financial supervision of an auditor appointed by the General Assembly for a period of three years, but also to the external supervision of the legal bodies.
o Art. 18 The management of CAT is entrusted to the following authorized persons: President/Director General: Dr. Radu-Adrian Mlesnita, economist
Vice President: Mircea Fodoca, mathematician
Secretar General : Liana Pop, economist
Chapter V
Financial Resources of the Association
o Art. 19 The initial patrimony of CAT consists of the sum of 10,000,000 lei, provided by the contribution of the founding members. This asset will increase through:
a) monthly dues of the founding members, members and observers, in accordance with the Regulations of organizing and functioning of the Association;
b) donations, grants, sponsorships and others;
c) technical and financial assistance from the part of the governmental and non governmental organizations, Romanian and from abroad;
d) economical activities generating funds necessary to the development of CAT.
o Art. 20 The leading organs of the Association bear the responsibility for the correct use of the financial resources and of the assets.
o Art. 21 The funds of CAT are administered on the basis of a plan of income and expenditures, approved by the Board.
o Art. 22 CAT can develop economic activities generating funds, under the condition that all the revenues obtained should be used exclusively to serve the objectives of the association, objectives presented by the current Articles of Association.
Chapter VI
The Dissolution of the Association
? Art. 23 The association may cease its activity when its members agree on the following:
- the objectives of the Association were achieved;
- the objectives of the Association cannot be achieved any longer.
The initiative may come from the part of any of the founding members by a written note and presented to the Board of Directors. Chapter VII
Litigations o Art. 24 The litigations can be solved at the Court of Law from Cluj – Napoca