Article 5. Organs
5.1 Organs of FIATA comprise the following:
a) the General Meeting;
b) the Presidency;
c) the Extended Board;
d) the Auditors.
5.2 The General Meeting
5.2.1 The obligations of the General Meeting comprise:
a) Amendment of the Articles of Association;
b) Admittance and exclusion of Association and Group members;
c) Approval of the annual report on the activities of FIATA;
d) Approval of the financial statements, the budget and the acceptance of the auditors’ report;
e) Extensions to and amendment of the agenda;
f) Grant of discharge to the Presidency;
g) Election and dismissal of the members of the Presidency, the President, the Secretary General and the Treasurer;
h) Election and dismissal of the elected members of the Extended Board;
i) Election of the Auditors;
j) Confirmation and dismissal of the Chairmen of the Institutes, the Regional Committees, the Standing Committees and their deputies;
k) Granting and cancellation of Honorary membership;
l) Determination of category of membership and the amount of the various contribution rates;
m) Approval of business conditions and regulations;
n) Establishment, liquidation and merger of institutes;
o) Dissolution of FIATA;
p) Distribution of the FIATA assets in the event of dissolution.
5.2.2 The General Meeting shall be convened once a year by the President; the written invitations must be sent to the Association and Group Members at least six weeks before the meeting stating date, time and the agenda.
5.2.3 Motions for extensions to or modifications of the agenda must be submitted to, and received by, the secretariat at least two weeks before the start of the meeting.
5.2.4 The President shall take the chair at the General Meeting - in the event of his being prevented, the Immediate Past President. The chairman of the meeting shall sign the minutes taken by the Director of the significant deliberations of the General Meetings.
5.2.5 Votes shall be taken by a majority of the votes present. An amendment to the Articles or the resolution to dissolve FIATA requires a two thirds majority of the votes present. The regularly convened General Meeting is empowered to pass resolutions irrespective of the number of votes present.
5.2.6 An Extraordinary General Meeting shall be convened by the Presidency as required or on written application, setting out the reasons therefore, by at least 20% of the members with voting rights within eight weeks of such application.
5.2.7 Every Association member is entitled to four votes which shall be exercised by up to four delegates. If a country or a region shall have two Association members, each of these Association members shall have two votes only. Every Group Member shall hold two votes.
One delegate may exercise a maximum of twelve votes including his own.
5.2.8 Details of the procedure for conduct of voting and elections, together with the procedure for the nomination of candidates, shall be set out in election regulations which must be approved by the General Meeting.
5.3 The Presidency
5.3.1 The Presidency comprises the President, the Immediate Past President who is simultaneously the President’s deputy, the Secretary General, the Treasurer and up to three other members (Senior Vice Presidents). Care should be taken to provide a representative cross-section of international forwarding in the constitution of the Presidency. Each member of the Presidency shall be responsible for one or more specialised sectors.
5.3.2 The Presidency is responsible for the executive management of FIATA and the fulfilment of the tasks incumbent on it pursuant to the Articles of Association and the resolutions of the General Meeting. It shall represent FIATA towards third parties; as a general rule representation shall be exercised by two members of the Presidency. The Presidency shall similarly be responsible for approving the budgets of Institutes, Regional Committees, Standing Committees and ad hoc Working Groups.
5.3.3 The Association and Group Members shall inform the secretariat in writing of the names of candidates for the office of the President, the Secretary General, the Treasurer and the other members of the Presidency no later than four months before the General Meeting, stating the specialised sector which the candidate for the Presidency is prepared to take-over.
Term of office for a member of the Presidency is two years. Office shall start and end with the General Meeting.
On completion of their term of office the President shall become Immediate Past President for a further term of two years. After expiry of this term they shall be eligible for election to the Presidency like any other member of the Presidency but not to the office of President.
Membership of the Presidency shall lapse if the member ceases to be representative of an Association or Group member. Stepping down prematurely or being voted out implies simultaneous exclusion from office in the Presidency. A member of the Presidency may serve no more than five terms in a single office, or more than ten years in total in an elected office of the Presidency.
5.3.4 The Presidency constitutes a quorum when at least four members are present including either the President or his deputy. The Presidency shall decide by a majority of votes present. In the event of an even result the President shall have the casting vote. The Director shall record the minutes of the resolutions of the Presidency and these shall be signed by the President. The Presidency may take resolutions by correspondence insofar as this mode is not contested by 50% of the members. Resolutions taken in this way shall be included in the minutes of the next meeting.
5.3.5 The Presidency shall meet as necessary, as a rule at least twice a year.
5.3.6 Details shall be set out in business regulations compiled by the Presidency and the same shall be approved by the General Meeting.
5.4 Extended Board
5.4.1 The Extended Board comprises members of the Presidency, the chairmen of the Institutes, Regional Committees and Standing Committees. In addition to these “ex-officio members”, the General Meeting shall elect a maximum of twelve further “elected members” (Vice Presidents) who shall be proposed by the Association or the Group Members. Each Association or Group Member may propose one candidate per position; the nomination shall be submitted to the secretariat no later than four months before the General Meeting. No member shall be nominated for more than one position at a time.
The Extended Board shall be constituted to reflect as representative a balance with respect to geographical structure and importance of international forwarding as possible. Membership is an honorary office and the members are bound to observe confidentiality. The Extended Board shall meet at least twice a year. The President shall convoke the meetings via the secretariat.
5.4.2 All chairmen of the Institutes, Regional Committees, Standing Committees, and Vice Presidents are elected for a term of two years and may serve no more than five terms in a single office.
5.4.3 The Extended Board is chaired by the President. Their deputy shall chair the meetings of the Extended Board. The deputy shall be elected by the Extended Board from among its elected members for a term of two years by a simple majority of the votes present. Re-election is possible. The Director shall take minutes of resolutions and the same shall be signed by the person chairing the meeting.
5.4.4 The obligations of the Extended Board shall comprise:
a) Advising the Presidency;
b) Supporting the secretariat in branch-specific and regional tasks;
c) Acceptance of the annual report;
d) Compilation of the work programme for the Institutes and Standing Committees;
e) Co-ordination of the work of the Institutes;
f) Co-ordination of the work of the Standing Committees;
g) Correlation of the joint work of the Institutes, the Regional Committees and the Standing Committees;
h) Safeguarding of regional interests and appointment of certain members for activities in the various regions and appointment of certain members to represent FIATA in various international bodies and to report thereon;
i) Other work delegated to it by the General Meeting.
5.4.5 The Extended Board shall take its resolutions by a majority of the votes present, in the event of an equal result the President shall have the casting vote.
5.4.6 The Extended Board shall compile business regulations for itself which shall be approved by the General Meeting.
5.5.1 The General Meeting shall select chartered public accountants to perform an annual audit of the association books and the annual accounts and report to the General Meeting on the conformity of the books and accounts with the laws.
5.5.2 The Auditors shall be selected for a term of two years; re-selection is possible. The term of office shall start and end with the General Meeting.