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STATUTES OF THE ASSOCIATION OF MEDITERRANEAN DELTAS (DELTA-MED).

PART THREE:
CONCERNING THE GOVERNING BODIES OF THE ASSOCIATION

Article 16º.- The Governing Bodies.

The following are the governing bodies of the Association:
a) The General Assembl.
b) The Executive Board.
c) The Chairmane.


CHAPTER ONE
CONCERNING THE GENERAL ASSEMBLY

Article 17º.- Composition and Rules regarding the Meetings.

1. The General assembly is composed of the representatives of all the ordinary members and the representatives of all the extraordinary members or, in the event that the latter are physical persons, these persons themselves. They will normally meet once a year on being summoned by the Chairman, who will stipulate the place of the meeting, the date and the agenda. Of necessity, one of the points on the agenda will be the presentation of the work done by the Chairman and the Executive Board since the last meeting of the General Assembly.
2. An extraordinary meeting will be convened when this is agreed to by the Chairman or the Executive Board or when a fifth of the members of the Assembly request this in a written notification addressed to the Chairman and authorised by the relevant signatures and explaining the reason for the summons and providing the agenda.
3. The posts of Chairman and Secretary of the General Assembly will be those of the Executive Board.

Article 18º.- Distribution of the Votes and Voting Procedure.

1. Each one of the delta areas represented in the Association will have five votes. Each one of the Coastal Wetlands represented in the Association will have three vote.
2. In order to express the wishes of each delta area or each marsh, through an internal vote the ordinary members of these areas will decide how to use the votes available to them and will appoint a spokesperson to make their position public. In the event of a discrepancy concerning the position, the votes will be attributed proportionally and can be expressed in decimal figures.
3. The extraordinary members will jointly have a total of votes equivalent to a third of their number with a maximum of five votes. In order to express their wishes, they will decide by internal voting how to use the votes available to them and will appoint a spokesperson to make their position public. In the event of a discrepancy concerning the position, the votes will be attributed proportionally and can be expressed in decimal figures.
4. The members can authorise other members to represent them as regards voting. They will do so in writing which will be submitted to the Executive Board before the voting on the corresponding point on the agenda or proposal begins. The Executive Board will examine the document and, if they consider it to be correct, they will inform the Assembly. Any member may examine the document authorising representation.

Article 19º.- Competence of the General Assembly.

The General Assembly has the following Competencies:
1º) The reading and approval of the minutes of the previous meeting and the Annual Report containing the activities carried out.
2º) To elect the members of the Executive Board as laid down in these Statutes.
3º) To approve the annual budget and its liquidation.
4º) To agree to the dissolution of the Association.
5º) To agree to the exclusion of the members of the Association in the cases laid down in these Statutes.
6º) To approve the modifications to the Statutes.
7º) The establishment of quotas and the decision on exemption for extraordinary members.
8º) To approve the plan of activities.
9º) Any other competencies attributed to it by these Statutes.

Article 20º.- Rules for Agreements.

1. No agreement may be adopted on matters which do not appear in the agenda unless all the members belonging to the Association unanimously agree.
2. The agreements will normally be adopted by a simple majority of votes except in the cases in which the Statutes state otherwise. In the event of a draw, the Chairman will have a casting vote.

Article 21º.- The Minutes.

1. Minutes will be kept of the meetings and these will be signed by the Secretary with the approval of the Chairman. They will contain a brief explanation of the agreements reached with the opinions against when those who have expressed these opinions wish them to be recorded.
2. Certificates of the agreements which are recorded in the minutes may be issued by the Secretary with the approval of the Chairman.


CHAPTER TWO
CONCERNING THE EXECUTIVE BOARD AND THE CHAIRMAN OF THE ASSOCIATION

Article 22º.- The Executive Board. Members and Voting.

1. The Executive Board will be composed of the Chairman and a representative of the ordinary members of each delta area elected by each area. The members from all the Coastal Wetlands will elect two representative to the Executive Board.
2. Each member of the Executive Board, including the Chairman, will have one vote. The Chairman’s vote will be a casting vote in the event of a draw.
3. From among the members of the Executive Board the Chairman will appoint a Vice-Chairman who will substitute him when for reasons of illness, absence or another justified reason, he cannot exercise his powers. The Executive Board will appoint a Treasurer and the post of Secretary will be regulated by what is stipulated in article 26.
4. The duration of the post of member of the Executive Board will be for three years and the members may be re-elected.
5. The members of the Board will carry out their functions unpaid apart from the compensation they must receive for the expenses incurred while carrying out their functions.

Article 23º.- The Meetings of the Executive Board.

1. The Executive Board will meet on being convened by the Chairman, who will state the place of the meeting, the date and the agenda in the summons.
2. The Executive Board will hold, at least, two ordinary meetings each year, and can hold an extraordinary meeting when three members request this.
3. The decisions of the Executive Board will be adopted by a simple majority of votes.
4. The Executive Board can delegate the exercise of some of its competencies to the Chairman.

Article 24º.- The Competencies of the Executive Board.

The following are the competencies of the Executive Board:
a) The adoption of a plan of activities and its submittal to the Assembly for approval.
b) The approval of the Budget Plan for the Association and, in general, the plans for any activities which require the agreement of the General Assembly.
c) To be informed by the Chairman of the activities he carries out regularly in representation of the Association.
d) To receive information from the Chairman concerning the execution of the Budget.
e) Any other competencies corresponding to it in accordance with these Statutes.

Article 25º.- Concerning the Chairman.

1. The Chairman represents the Association and promotes its work.
2. The Chairman is elected by the Executive Board from among its members who represent the delta areas by an absolute majority. Once two ballots have been taken and such a majority has not been reached, the Chairman may be elected by a simple majority.
3. The Chairman will hold the post for three years and can be re-elected.
4. The Chairman orders payment and can spend an amount which does not exceed 20% of the annual budget. In other cases competence corresponds to the Executive Board.
5. Due to reasons of urgency the Chairman can carry out any action in defence of the interests of the Association including appearing in court, file actions and reply to all kinds of notifications. In any event, he must inform the Executive Board as soon as possible and the Board must ratify his actions for them to be deemed to be valid.

Article 26º.- Concerning the Secretary.

1. The Secretary assists the Chairman in the exercise of his functions. He keeps minutes of the meetings of the Assembly and the Executive Board and looks after and keeps the Minutes Books of these bodies.
2. The convening of the meetings of the Board and the Assembly will be done by the Secretary on the order of the Chairman.
3. The Secretariat of the Association has been established and is located at the Instituto Agroambiental de las Terras del Ebre, whose address is Passeig del Canal 43-49, Amposta.
4. The work of the Registry will be carried out by the member appointed by the Chairman in accordance with the Instituto Agroambiental de las Terras del Ebre. The Institute will provide the Secretary with the assistance required so that he may carry out his functions.


Article 27º.- The Minutes.

1. Minutes will be kept of the meetings of the Executive Board and will be signed by the Secretary with the approval of the Chairman. They will contain a brief explanation of the agreements reached with the opinions against when those who have expressed these opinions wish them to be recorded.
2. Certificates of the agreements which are recorded in the minutes may be issued by the Secretary with the approval of the Chairman.e.

Article 28º.- Concerning the Treasurer.

1. The Treasurer controls the income and expenditure of the Association and the relationships of a financial nature established with public and private institutions.
2. He is responsible for effective payment within the framework of the competencies attributed to other bodies by these Statutes on condition that the Chairman or the Secretary have signed.
3. He is also responsible for submitting the Budget Plan and its liquidation to the Assembly in representation of the Executive Board.
4. For reasons of efficiency and during the first years of the existence of the Association, the Executive Board can agree to the work of the Treasurer being carried out by the Secretary.

Article 29º.- Concerning the Members.

The members of the Executive Board may, by agreement of the Board, distribute their functions among several areas for work and action.