General Assembly of Members
The highest governing body of the Association is the General Assembly of Members, while the management of the Association is carried out through the General Assembly and the Board of Directors. Only full members of the Association have the right to attend the General Assembly, participate in discussions, and make decisions. The General Assembly is held at least once a year, while the right to convene an ordinary or extraordinary meeting belongs to no fewer than two members of the Board of Directors, the President of the Association, or at least one fifth of the full members of the Association. The convening and holding of the General Assembly is financed from the Association’s funds.
The General Assembly of Members is authorized to elect and recall members of the Board of Directors and the Ethics Committee, elect and dismiss the President of the Association, approve the Association's charter and amendments thereto, approve the Code of Professional Ethics, regulations on disciplinary responsibility and disciplinary proceedings, as well as approve the annual reports submitted by the Board of Directors and the Ethics Committee.
Each full member of the Association has one vote at the General Assembly. The right to vote may be restricted for any member who has not fully or partially paid their membership fee; however, such a restriction must be indicated in advance in the notice convening the meeting.
The number of Association members, including both full and associate members, is variable and does not require registration with the National Agency of Public Registry. The Board of Directors is responsible for maintaining and updating the membership register.
The General Assembly has a quorum if more than half of the total number of full members are present. If this quorum is not met, the convening authority is entitled to call a repeat meeting, which will have a quorum if at least one third of the full members are present. If the repeat meeting also fails to reach a quorum, a third meeting may be convened, which is authorized to make decisions regardless of the number of members present.
Participation in the General Assembly is possible either in person or through a representative, on-site or remotely, using electronic communication means. Authorization of representation is granted in writing, including by a signed power of attorney or via email. In the case of issuing a power of attorney via email, the message must be sent to the Association’s official email address and must include the member’s identification details, an indication of the desire to participate in a specific meeting through a representative, and the representative’s identification details. The representative may also be another full member of the Association; however, one person may simultaneously represent no more than three members in addition to themselves.
A decision of the General Assembly is considered adopted if it is supported by more than half of the full members present at the meeting, except in cases of electing members of the Board of Directors and the President. Members of the Board of Directors and the President are elected by secret ballot, by a majority of votes, meaning that the candidate who receives more votes than the other candidates is considered elected.
A protocol (minutes) is drawn up for the proceedings and decisions of the General Assembly, which is signed by the chairperson of the meeting and, if appointed, the secretary. The protocol must include the Association’s legal name and identification number, the place and date of the meeting, information confirming compliance with the meeting’s convening procedures and quorum, the identification details of the chairperson and secretary, the meeting agenda, the decisions made, and the voting results.
The General Assembly is held no sooner than seven calendar days after the publication of the notice regarding its convening. Additionally, the initiator of the meeting is required to further ensure that full members are informed through an electronic communication channel that allows for confirmation of receipt. Publication of the notice is considered to be the posting of the relevant information on the authorized user’s page of the unified electronic portal of the registering authority. The invitation must include the meeting agenda, and full members have the right to request additions to the agenda within three days of receiving the notice. The location, time, and format of the General Assembly must not restrict the ability of full members to participate in the meeting.
The person or persons who convene the General Assembly are responsible for its proper notification and conduct. Decisions made by the General Assembly within its scope of authority are binding on all members and bodies of the Association.
If the procedure for convening the General Assembly is violated, decisions may still be made if all full members are present at the meeting and agree to hold the meeting and make decisions. It is also considered consent from a full member if, despite the procedural violation, they do not request that the General Assembly be held at another time.