The Charter was approved
at the Constituent Conference
on February 1th, 2003
OF THE INTERREGIONAL PUBLIC ORGANIZATION
«THE SCIENTIFIC MEDICAL SOCIETY OF ANATOMISTS, HISTOLOGISTS AND EMBRYOLOGISTS»
Amendments to the Charter were adopted at the
V All-Russian Congress of Anatomists, Histologists and Embryologists
in Kazan city on September 18th, 2004
President of the SMSAHE, academician of RAMS,
Professor Lev Kolesnikov
Chief Scientific Secretary of the SMSAHE,
Professor Pavel Kruglyakov
1. GENERAL PROVISIONS
1.1. Interregional public organization «Scientific Medical Society of Anatomists, Histologists and Embryologists», hereinafter referred to as «SMSAHE», is a member-based, voluntary, open, self-governed, non-profit public community of scientific, pedagogical workers, doctors and biologists, facilitating to the improvement of research and practical work in the field of Anatomy, Histology, Cytology, Embryology, Anthropology and allied disciplines, established for joint implementation of objectives and tasks, envisaged by this Charter.
1.2. SMSAHE in its activity relies on principles of willingness, equality of all its members, self-governing, legality and publicity, obligation of decisions of superior executive bodies of SMSAHE within their authority for inferior ones, independence of structural subdivisions of SMSAHE in organizing its activity in the framework of this Charter and other normative acts of the organization.
1.3. SMSAHE is a legal entity from the moment of the state registration, on the right of property possesses solitary property, which is necessary to carry out statutory activity and is answerable for its obligations with all its property, can on behalf of its name acquire and enjoy property and personal non-property rights, fulfill responsibilities, can be the plaintiff and defendant in court, arbitration and mediation courts.
1.4. SMSAHE has a seal, stamps and forms with its name, as well as the symbol registered in the established procedure, independent balance, operating, currency and other accounts in banks and other credit institutions.
1.5. SMSAHE implements its activity in conformity with the Constitution of the Russian Federation, the Civil Code of the Russian Federation, the Federal Law «Of public societies», the Federal Law «Of charity and charity organizations», and other legislative acts, the present Charter and is an All-Russian public organization.
1.6. SMSAHE is responsible for its liabilities with its own means and property, on which a claim can be levied.
1.7. SMSAHE does not strive to gain profits. The profits from the entrepreneurial activity of SMSAHE are not liable to distribution among the members of SMSAHE.
1.8. SMSAHE is entitled to carry out entrepreneurial activity to achieve goals, for which it has been set up, and agrees with these goals.
1.9. SMSAHE is not entitled to set up local and regional organization in the order established by law, as well as its own representative offices and subsidiaries.
1.10. The state and members of SMSAHE are not responsible for the liabilities of SMSAHE, as well as SMSAHE and members of SMSAHE are not responsible for the liabilities of the states.
1.11. The location place of the permanent governance — The SMSAHE Board is the city of Moscow.
1.12. SMSAHE is able to carry out its activity on the territory of more than half of the subjects of the Russian Federation.
1.13. The full name of SMSAHE—Interregional Public Organization «Scientific Medical Society of Anatomists, Histologists and Embryologists». The abbreviated name - «SMSAHE».
1.14. The name in English is «Scientific Medical Society of Anatomists, Histologists and Embryologists» (SMSAHE).
2. OBJECTIVES AND TASKS OF SMSAHE
2.1. Objectives of SMSAHE are:
- to assist in solving urgent problems in the field of health care, medical science and education, manufacturing and medical equipment assimilation, anatomy, histology, cytology, embryology, anthropology and allied disciplines, in the moral principles formation in society life, and up-to-date achievements of domestic and international medicine, creating conditions for implementing national Russian charity and humanitarian activity.
2.2. Tasks of SMSAHE are:
- to contribute to scientific development of theoretical and practical issues of anatomy, histology, cytology, embryology, anthropology and allied disciplines;
- to raise qualification skills among the members of SMSAHE, to expand and deepen their specific knowledge, as well as their ideological upbringing and to promote the best traditions of domestic medicine and natural science;
- to promulgate the achievements of medical and biological science in the field of morphology among a wide medical and biological public and population;
- to render scientific and methodical, practical help to health care agencies;
- to contribute to introduction into practice up-to-date achievements of science and engineering;
- to develop and prepare for consideration to the Ministry of Health Care of the Russian Federation and local health care agencies proposals on organization of the teaching process and research work in the field of anatomy, histology, embryology, cytology, anthropology;
- to generalize best practices of teachers' work, work of scientists in the field of anatomy, histology, embryology, cytology, anthropology;
- to participate in developing proposals on practices improvement, curricula and programs of morphological disciplines in higher medical, dental, pharmaceutical educational institutions, at universities of the post-degree training of doctors, universities, pedagogical, agricultural and veterinary institutions;
- to assist in establishing and developing international ties;
- to combine efforts of the federal executive bodies of the state power, state agencies of all levels of the Russian Federation, state institutions, workforce, non-commercial and commercial organizations, citizens of the Russian Federation and other countries, willing to facilitate work of SMSAHE, for the purpose of solving medical, social and other problems;
- to contribute to legal assistance for SMSAHE members;
- to attract actively medical workers and scientists, doctors and other specialists to work in SMSAHE;
- to accumulate real and financial assets of SMSAHE from the non-government sources for the realization by SMSAHE of training, social and charity programs;
- to assist financially, ethically and judicially the initiatives aimed at the Public Health programs' realization;
2.3. SMSAHE is entitled to:
- distribute freely the information about its public activity;
- participate in decision making by state and local government entities in accordance with the procedure specified by Federal law «Of public societies» and other laws;
- introduce means of mass media and perform publishing activities;
- represent and maintain its rights, legitimate interests of its members, as well as other citizens in the state and local government entities and public associations;
- exercise comprehensively the powers and authority as specified by the laws concerning the non-governmental associations;
- advance the initiative concerning various problems of social life, introduce changes to the state governmental entities;
2.4. In order to achieve the stated goals and accomplish the specified tasks, as well as to fulfill its rights SMSAHE:
2.4.1. Conducts practical work on cooperation with foreign and international health and charity organizations. SMSAHE participates in international congresses, conferences, founds its subsidiaries and representative offices in the Russian Federation and foreign countries, contributes to specialists' exchange, maintains direct international contacts and ties, concludes agreements with foreign non-profit public associations; can enter international public associations with similar tasks and objectives, acquire rights and fulfill responsibilities, conditioned by the status of these international public associations;
2.4.2. Performs educational, publishing, advertising, academic activity, arranges the release of the audio-, video-, photo-, TV- products (in accordance with the SMSAHE objectives and laws concerning Mass Media);
2.4.3. Also is renders the assistance in the sphere of education, science and culture.
2.4.4. Also is contributes to the field of the preventive and public health care, to the healthy lifestyle promotion, as well as to amelioration of moral and psychological condition.
2.4.5. Develops, introduces and carries out its own programs aimed at the social and medical problems' solution.
2.4.6. Carries out local and international business activity; founds commercial entities provided that SMSAHE is the sole founder of this commercial entity; founds public associations and institutions.
2.4.7. Exchanges the experience and cooperates with other public associations of the Russian Federation as well as foreign organizations capable to contribute to the solution of the SMSAHE statutory tasks.
2.4.8. Also is becomes a member of the international public associations acquiring the rights and responsibilities, specified for the members of these international public associations.
2.4.9. Performs the international cultural exchanges, arranges educational trips abroad.
2.4.10. Organizes and conducts theme-based expositions, symposia aimed at the statutory tasks solution.
2.4.11. Specifies the SMSAHE scholarships for the academic, scientific and creative activity within the frames of the SMSAHE tasks;
2.4.12. Organizes and conducts scientific and technical, economic, social, and legal examinations of the projects and programs offered, performs targeted development in various fields of medicine, health care and ecology based on individual orders preparing specific materials, conclusions and recommendations;
2.4.13. Also is performs other activities not contradicting with the applicable law concerning the public societies.
2.5. SMSAHE applies forms and means of international scientific exchange, which are accepted by international practice, including arrangement of business trips abroad and acceptance of foreign scientists, specialists, and students at its own expense in accordance with the established procedure; establishes the connections with the foreign computer networks and data banks.
2.6. SMSAHE is liable for responsibilities only within the frames of its vested property that can be distrained in accordance with the Law of the Russian Federation.
2.7. SMSAHE is liable for responsibilities of the founded incorporated ventures and organizations; such organizations are liable for SMSAHE responsibilities.
2.8. In order to reach its statutory objectives and fulfill the tasks resulted from them SMSAHE performs the business activity correspondent to its statutory objectives. SMSAHE is entitled to establish the commercial partnerships, associations or other commercial organizations and purchase property for business activity. SMSAHE business income is not redistributed among its members (participants) and is used for achievement of the statutory objectives only.
2.9. SMSAHE carries out the rights and fulfils responsibilities, as provided by the articles 27, 29 of the Federal Law of the Russian Federation "About of public societies".
3. SMSAHE MEMBERSHIP
3.1. SMSAHE membership is voluntary.
3.2. The SMSAHE members are the Russian individuals with high education in the field of medicine, biology, veterinary science and other specialties: academic researchers, academic teaching employees and others with an experience in the field of morphology over one year.
3.3. The SMSAHE members are the Russian legal entities - public association interested in the cooperative achievement of the SMSAHE objectives and tasks, and financially assisting SMSAHE.
3.4. The SMSAHE members - individuals and legal entities - possess equal rights and fulfil equal responsibilities in accordance with the terms of this Charter.
3.5. For the special merits to the society an individual can be awarded with the title of "Honorary Member of the scientific medical society of anatomists, histologists and embryologists" as decided by the Congress. The citizens of the Russian Federation as well as of other countries, having made outstanding contributions in the field of morphology, can be elected as the SMSAHE honorary members. Individuals, who are the SMSAHE honorary members and are not the Council members, are invited to participate in congresses and plenary assemblies of the SMSAHE Council.
3.6. The SMSAHE membership is granted providing there is a personal application or the decision of the public association's executive body, i.e. legal entity, submitted either to the Council of the regional or local organization, or to the SMSAHE Council. The decision on the SMSAHE membership granting is made by a majority vote among the Council members.
3.7. The SMSAHE members possess equal rights and fulfill equal responsibilities.
3.8. The SMSAHE members is entitled:
- to elect and be elected to the SMSAHE elected executive body;
- to participate in work of SMSAHE in its principal activity fields;
- to contribute suggestions to SMSAHE regarding the SMSAHE activity;
- to withdraw freely from SMSAHE;
- to approach to the executive bodies and the internal control executive bodies of SMSAHE with applications and proposals, and demand a substantive answer;
- to receive information on modern technologies in medicine.
3.9. The SMSAHE member societies are entitled to forward their representatives to participate in scientific conferences, meetings and discussions conducted by SMSAHE.
3.10. The SMSAHE member society is entitled to delegate its representatives to the SMSAHE Congress.
3.11. The SMSAHE member is liable:
- to follow the SMSAHE Charter, the decisions of its executive bodies;
- to contribute to the SMSAHE tasks and goals' achievement, to execute orders and instructions of the SMSAHE Council;
- to participate actively in work of SMSAHE;
- to contribute to the establishment of the SMSAHE primary organizations as well as to their fruitful work environment;
- to pay entrance and membership fees in the amount of 3% from the official salary. During the congress time the delegators - the SMSAHE members – make lump sum payment in the amount specified by the SMSAHE Council.
- the SMSAHE member societies are to pay yearly membership fee in the amount specified by the SMSAHE Council.
3.12. One can voluntary cease to be the SMSAHE member based on a written application submitted either to the Council of the local or regional organization, or to the SMSAHE Council. Moreover, the SMSAHE membership can be ceased due to violation of the Charter terms, nonpayment of membership fee within two years for no good reason. The question of ceasing of the SMSAHE membership is discussed at the local or regional organization's Council meeting with the SMSAHE member's personal attendance, or else in his/her absence providing there is a recurrent absence without valid excuse. The person, expelled from the SMSAHE membership, is entitled to lodge an appeal to the superior executive bodies of SMSAHE within two months.
3.13. The decision on expulsion from the membership is considered as made providing there is a simple majority of votes (at the open voting) among the Council members.
3.14. The withdrawal from SMSAHE shall be voluntary in accordance with the will of every member as well as in the cases when the SMSAHE Charter is violated, or actions discrediting the title of the SMSAHE member have been made. As a rule, the decision on expulsion from the SMSAHE membership is made either by the executive body admitting the person to SMSAHE or by the SMSAHE Council directly.
3.15. The membership and entrance fees, as well as the property handed over to SMSAHE as an entrance fee or a special-purpose contribution is not returned upon the withdrawal from SMSAHE.
3.16. The honorary members of the SMSAHE are excused from paying any fees and contributions.
4. STRUCTURE OF SMSAHE
4.1. Being an All-Russian non-profit organization SMSAHE works on the territory of the Russian Federation subjects and independently specifies its executive bodies, internal structure, objectives, forms and means of activity in accordance with the Russian legislation in force. The basics for the SMSAHE structure are formed by its regional subsidiaries and representative offices acting on the basis of the present Charter; the basics for the regional subsidiaries and representative offices are formed by the provisions and assignments.
4.2. In order to fulfill the statutory objectives in the subjects of the Russian Federation the republican, regional and other local, as well as Moscow and Saint-Petersburg municipal (regional) organizations are founded by the SMSAHE Council decision.
4.3. The regional organizations operate with or without legal entity status. The regional organizations with a legal entity status act on the basis of both the SMSAHE Charter and their own Charters approved by the SMSAHE Council, which shall not contradict with the SMSAHE Charter.
4.4. The subsidiaries and representative offices are not the legal entities and act on the basis of the Regulation approved by the SMSAHE Council.
4.5. The rights, responsibilities, and functions of regional subsidiaries, representative offices and local organizations of SMSAHE are specified by the present Charter, the Charter of the regional and local organizations, as well as by the Regulation on subsidiaries and representative offices.
4.6. SMSAHE, its regional and local organizations act as the SMSAHE representatives in the federal, regional, and local government and administration executive bodies respectively.
4.7. The local organizations are founded providing there are more than 10 members of SMSAHE.
4.8. The local organizations are able to operate with or without legal entity status. The local organizations with a legal entity status act on the basis of either their own Charters approved by the Council of the regional organization, or the Charter of the regional organization.
4.9. The local organizations not possessing their own Charter are to register at the judicial authorities in accordance with the applicable Laws on the Council notification.
4.10. Yearly the local organizations allocate to the SMSAHE Council 50% of the annual receipts from the overall entrance and membership fees.
5. EXECUTIVE BODIES OF SMSAHE
5.1. The highest SMSAHE executive body is the All-Russian Congress.
5.1.1. The congress is convened once in five years. The congress date and agenda are to be announced not later than two months before the congress opening.
5.1.2. The SMSAHE Council specifies the representation quota; meanwhile, there shall be over one person (delegator) from each executive body, who is the SMSAHE member.
5.1.3. The extraordinary congress can be convened by the Council initiative, or by the request of more than 3 regional organizations or the 1/4 of all the SMSAHE members. The extraordinary congress upon the request is convened by the Council within two months starting from the day when such request has been received. Providing the extraordinary congress is not convened within the specified period, the SMSAHE Council power for convening the congress shall be transmitted to the congress initiators.
5.1.4. The congress decisions are considered to be made providing there are more than a half of the affirmative votes among the present delegators.
- elects the Congress Chairman;
- hears and discusses statements on morphology and allied disciplines, as well as statements on all issues within the Society competence as according to the Charter;
- hears the reports of the Council and the auditorial committee and estimates their work;
- specifies the objectives and directions for the development of the Society; considers and confirms long-term programs for the SMSAHE activity;
- approves the SMSAHE Charter, amends and complements it;
- resolves any other questions related to the SMSAHE activity;
- elects members of the Council and the auditorial committee in the amount specified by the congress;
- decides on the Society disestablishment or its reorganization.
5.1.6. Solution of issues specified in the Clause 5.1.5. constitutes the exclusive competence of the congress and cannot be transmitted for consideration by another SMSAHE executive body.
5.1.7. Decisions on altering and complementing the Charter, as well as on the SMSAHE termination through reorganization or disestablishment require a majority of the congress delegators' votes.
5.2. All SMSAHE executive bodies are elected for the term of 5 years.
5.3. The Council is a standing SMSAHE executive body that exercised the rights of a legal entity on behalf of SMSAHE and fulfills its responsibilities.
5.3.1. The Council reports to the Congress, about of their managements works of SMSAHE in time between the congresses. The Council meetings are held upon necessity. The extraordinary meeting can be convened upon the request of the 1/3 of the Council members.
5.3.2. The SMSAHE Council:
- convenes the Society congress;
- determines the amount of delegators for the congress from republican, regional, city and other local SMSAHE subsidiaries;
- invites people working in the field of Morphology, who are not the Society members, to participate in the congress;
- performs its functions until a new membership is elected on the next All-Russian congress;
- elects the Board which consists of President, Vice-Presidents, Chief Academic Secretary, Treasurer and the Board members.
- as according to the Russian Federation legislation in force and the SMSAHE Charter the Board makes decisions, approves regulations, confirms instructions and other internal acts, which are compulsory for all SMSAHE structural subdivisions and executive officers;
- executes the owner's rights on behalf of SMSAHE;
- focuses the SMSAHE activity on solving the tasks specified by the Charter;
- approves the SMSAHE budget and the budget execution;
- determines the implementation means for congress regulations, considers proposals from regional organizations and other SMSAHE structural subdivisions;
- makes decisions on reorganization or disestablishment of the operating SMSAHE commercial units, publishing offices, SMSAHE print media and other enterprises possessing the legal entities rights, confirms their Charters and their further alterations;
- arranges the SMSAHE entrepreneurial activity aimed at enforcement of the Charter's tasks;
- makes decisions on foundation of commercial associations and non-profit organizations;
- specifies terms and conditions for the SMSAHE institutions funding;
- studies the situation in regional organizations and other SMSAHE structural subdivisions, specifies the measures on work improvement;
- performs publishing activity, approves the Chief Editors and the editorial board and other print media upon the Editors' recommendation;
- works on improvement of the SMSAHE organizational and management structure;
- arranges the financial analysis of the SMSAHE commercial associations, public associations and institutions;
- recommends candidates for delegators to the international conferences, congresses and symposia according to the specialization;
- specifies the amount of entrance and annual membership fees for the SMSAHE members;
- decides on admission to a membership of and expulsion from SMSAHE, establishment and disestablishment of the SMSAHE subsidiaries, representative offices in the Russian Federation and abroad, approves the Regulations (Charters) on them;
- considers an appeal for expulsion from SMSAHE by the subsidiaries.
5.4. President performs operative management of SMSAHE, arranges the implementation of the Council regulations.
- represents SMSAHE in the highest representative and executive authorities of the Russian Federation when solving the questions concerning the SMSAHE activity;
- acts on behalf of SMSAHE without a power of attorney, represents its interests in the relationships with the third party;
- enjoys the property of SMSAHE, makes transactions on behalf of SMSAHE within the scope of his/her competence and according to the Council's decision;
- arranges the SMSAHE financial and economic activity;
- arranges the SMSAHE international economic activity;
- maintains and develops cultural, humanitarian and scientific ties with domestic and foreign organizations;
- establishes an operating account or other accounts, issues powers of attorney;
- performs the SMSAHE human resources management;
- forms the SMSAHE Council working apparatus, approves its structure and number;
- issues orders on the Council working apparatus;
- issues regulations;
- acts as a Chairman on the Council meeting;
- signs up regulations and other Council decisions;
- approves the unified forms for a membership card, seals and stamps for all SMSAHE structural subdivision;
- performs other executive and regulatory functions within the frames of the SMSAHE Charter.
Providing the President is absent, his/her responsibilities are performed by one of the Vice-Presidents or the Council members.
5.5. SMSAHE Board.
5.5.1. The SMSAHE Board reports to the Council.
5.5.2. The SMSAHE Board shall:
- convene the Council of SMSAHE;
- run the current SMSAHE activity;
- put the regulations and decisions of the All-Russian Congress into force;
- participate in arranging and conducting of scientific conferences, symposia, workshops and etc.;
- plan, arrange and hold the events specified by the Clause 3 hereof;
- manage the activity of the local Society's subsidiaries, review their reports and approve their work plans;
- prepare the works of the Society members for publishing; recommend candidates for delegators to international conferences, congresses and symposia according to the specialization;
The SMSAHE Board members represent SMSAHE in state and public organizations.
5.5.3. The expenditure connected to the activity of the SMSAHE Board is undertaken by the Society.
5.6. By the Congress decision the following executive bodies operate under the SMSAHE Council:
5.6.1. The SMSAHE scientific Commissions on Anatomy, Histology and Embryology:
- on organizational and methodological issues;
- on training of specialists in Morphology;
- on awarding of honorary diploma and prizes;
- on propagating the medical and sanitary intelligence among the people;
- on ties with the scientific medical associations and organizations in and outside the country;
- on human ecological morphology;
- on development of scientific programs and plans on integrative teaching of human morphology;
- on digital morphology.
5.6.3. Branch of neurohistology and neuroimmunoendocrinology.
5.6.4. Associations of clinical and veterinary anatomists.
5.7. The SMSAHE subdivisions are established with regard to the administrative territorial division of the Russian Federation and documented by the Subdivision members' Meeting minutes. They operate in accordance with objectives and tasks of the present Charter. The decision on subdivision foundation and its addition to the SMSAHE structure is made by the SMSAHE Council.
5.7.1. The highest executive body of the regional subdivision is the members' meeting, which, in the manner and for the term specified by the meeting, elects the Head of the subdivision (Chairman, Vice-Chairman, Secretary, Accountant (Chief Financial Officer) – depending on the number of the members in the subdivision), determines the authority of the executive body. The meeting is held not less than once a year and convened by the subdivision's executive body. Extraordinary meetings are convened either upon the request of the 1/3 of the subdivision members or upon the initiative of the subdivision's executive body of the SMSAHE Council. Extraordinary meeting upon the request is convened within two weeks. Providing the meeting is not convened within the specified period the subdivision's executive body's power for convening the meeting is transmitted to the meeting initiators.
5.7.2. The regional subdivision meeting determines the regional subdivision's activity as well as the means and measures for implementation of the SMSAHE superior executive bodies' decisions, resolves other issues at the regional subdivision.
5.7.3. The regional subdivision meeting is entitled to make decisions on all matters of its activity, providing more than a half of its members participate in it. The decisions are made by the simple majority vote. This refers to the questions on admission to and expulsion from the subdivision of its members. The decision on expulsion can be appealed at the SMSAHE Council to the extent of the SMSAHE congress.
5.7.4. General regional subdivision meeting:
- approves the regional organization's Charter;
- determines the organization's activity, proposals and the address of the superior executive bodies, as well as the means of the present task solutions;
- hears the reports of the regional organization's Chairman, estimates the work;
- elects the delegators to the SMSAHE congress;
- elects the Chairman of the auditorial committee;
- elects the members of the auditorial committee;
- makes decisions on reorganization or disestablishment of the regional organization with a further approval of such decision by the SMSAHE Council;
- resolves any other questions related to the regional organization's activity;
5.7.5. All the executive bodies of the regional organization are elected for the term of 5 years.
5.7.6. The subdivision's meetings are convened upon the necessity. The Chairman of the regional organization performs operative management of the organization and arranges implementation of the Council regulations.
5.8. Congresses, general meetings, and Council meetings on all the levels of SMSAHE are considered to be eligible, providing 1/2 of the delegators from the nominal list participated in them.
5.9. The decisions at congresses, general meetings, and Council meetings on all levels of SMSAHE shall be made either via secret or open voting, including the roll call voting. The decisions are considered to be made providing there are more than a half of affirmative votes.
5.10. The election procedure for congress delegators, members of the governing and auditorial executive bodies of SMSAHE on all levels, SMSAHE President and Vice-Presidents, Chairmen of the auditorial committees, Chairmen of the regional organizations is determined by the Councils on the correspondent level of SMSAHE.
5.11. The early election of any governing and auditing executive body of SMSAHE can be held upon request of either the 1/3 of its joined members or the 1/3 of its organizations' members, as well as by the decision of the SMSAHE superior executive body.
5.12. Providing a member of the SMSAHE executive body violates the SMSAHE Charter, abuses his/her official position or ceases any communication with SMSAHE, he/she can be expelled from the SMSAHE executive body.
5.13. The decision on the Council members' expulsion from the Council, auditorial committee on all levels of SMSAHE is made at the Councils' meetings, auditorial committee's meetings of the correspondent level of SMSAHE via either open or secret voting.
5.14. The SMSAHE President can be suspended from work by the SMSAHE Council providing it is impossible to fulfill his/her responsibilities, or his/her actions are unlawful and contradict with the statutory objectives and damage the SMSAHE.
5.15. The SMSAHE Council decision on suspension of the President is approved by the SMSAHE congress. In order to elect a new President the extraordinary congress is be convened not later than within a three months period.
5.16. The premature release of the Chairmen of the regional subdivisions and auditorial committees of all levels shall be made either by the executive body or by the auditorial committees of the correspondent level with further consideration of this issue at the extraordinary meeting of those organizations that have been elected not later, than three months ago.
5.18. The members of the SMSAHE Council and corporate executives are not entitled to hold established posts at the Administration of the commercial and non-profit organizations, the founder (member) of which is SMSAHE.
6. PROPERTY AND PROPERTY MANAGEMENT
6.1. SMSAHE and its regional subdivisions can own land lots, buildings, constructions, housing facilities, vehicles, equipment, inventory, venues of cultural and educational, and sanitary purposes, funds of domestic and foreign currency, shares and other bond papers, as well as recently established, purchased or founded production associations, training and production facilities, health recreational, rehabilitational, cultural and educational, informational, scientific, and academic entities, public associations and commercial entities, publishing offices and other property required to provide financial security to the SMSAHE activity.
6.2. The property of SMSAHE and its regional subdivisions is also the property handed over by the SMSAHE members, citizens and legal entities to ensure compliance with statutory tasks SMSAHE.
6.3. SMSAHE, as well as its regional subdivisions may purchase other property for entrepreneurial activities to generate income in order to fulfill the statutory tasks.
6.4. The property of SMSAHE and its regional subdivisions is formed at the expense of:
- entrance and membership fees;
- voluntary monetary and other contributions and donations;
- revenues from entrepreneurial activities of commercial organizations and regional organizations;
- revenues from charity events including the organization of recreational, cultural and other events, fundraising campaigns, auctions, raffles and other events;
- income from publishing, civil transactions, international economic activity, lease or sale of the property, including income from shares and other securities and from other revenues which is not prohibited by law.
6.5. SMSAHE, as well as its regional subdivisions can receive funds and other property from organizations, enterprises, institutions and citizens of the Russian Federation, as well as from abroad in accordance with the procedure established by law.
6.6. All income received by SMSAHE and its regional subdivisions, are used only to carry out statutory activities, and may not be distributed among the SMSAHE members.
6.7. Commercial organizations created by SMSAHE and the regional subdivisions, make contributions from the amount of profits to the respective budgets, according to the procedure and amount established by the legislation of the Russian Federation.
6.8. The SMSAHE property is protected by law.
6.9. Owner of the property is SMSAHE and its regional subdivisions. The SMSAHE Council exercises the property owner's rights on behalf of SMSAHE. The Council of the regional organization exercises the rights on behalf of the regional organization owner.
6.10. SMSAHE can transfer its property to the regional subdivisions in ownership or operational administration.
6.11. Property and funds received by the regional subdivision in accordance with paragraph 6.2 of this Charter, is its property and cannot be withdrawn by the decision of the SMSAHE parent executive bodies.
6.12. Each SMSAHE member, enterprises, institutions and organizations created by SMSAHE and regional subdivision do not have ownership of the share of property owned by SMSAHE and its regional organizations.
6.13. The size of entrance and annual membership fees of members of the regional subdivisions is set annually by the SMSAHE Council.
6.14. Collection and use of membership fees is determined by the Regulations approved by the regional organization.
6.15. Funds of SMSAHE and all its structural units are stored in banks.
6.16. All financial and legal documents (checks, bank orders, contracts, obligations, powers of attorney, etc.) signed by the SMSAHE President, the chairmen of the regional subdivisions without a special power of attorney according to the protocols on their election to the post.
6.17. Branches and offices are funded from SMSAHE.
6.18. Property transferred to SMSAHE by its members, is the property of SMSAHE. The SMSAHE members are not liable for the SMSAHE obligations and SMSAHE is not liable for the obligations of its members.
6.19. Losses caused to SMSAHE by the infringement of its property rights by citizens, legal persons and government organizations, are reimbursed to SMSAHE by the court or arbitration court.
6.20. SMSAHE liable for the obligations only to the extent of his property.
6.21. The competence SMSAHE include:
- logistical support and equipment of its activities carried out within its own financial resources;
- attraction of additional sources of financial and material resources, including the use of bank credit, to carry out its statutory activities;
- entering into any contractual relationship with any of the executive bodies of state power and administration, economic entities and citizens with the purpose of carrying out the SMSAHE tasks;
- acquisition of shares, bonds, debentures, other categories of securities;
- Committing any legal action in Russia and abroad, not prohibited by applicable law and the Charter SMSAHE provided that these actions are directly or indirectly aimed at the realization of the goals and objectives SMSAHE;
- selection, recruitment and placement of key personnel and support staff responsibility for the level of their qualifications;
- establishment of the structure of SMSAHE activities management, staffing, distribution of official duties;
- development and adoption of internal regulations and other local acts;
- assistance to the activity of other non-profit organizations and associations, whose activities correspond to the statutory goals and objectives of the organization.
6.22. SMSAHE may not use more than 20 percent of funds being spent SMSAHE for the fiscal year for salaries of administrative and managerial staff. This restriction does not apply to salaries of persons involved in charity programs.
6.23. SMSAHE property cannot be transferred (in the form of sale, payment of goods, works, and services and in other forms) to the SMSAHE founders (members) on more favorable conditions for them than for others.
6.24. SMSAHE may not direct donations made for specific purposes, for other purposes, including charitable, without the consent of the donator.
7. RESPONSIBILITIES OF SMSAHE
7.1. SMSAHE is obliged to:
- observe the legislation of the Russian Federation, generally recognized principles and norms of international law relating to the scope of its activities, as well as the rules provided by the present Charter;
- inform annually the executive body which registering public associations, to continue its activities with the actual location of a permanent executive body, its name and information about the leaders of public associations in the amount of information included in the Unified State Register of Legal Entities;
- represent the decisions of the executive bodies and officials, annual and quarterly reports on its activities in the amount of information submitted to the tax authorities, at the request of executive body which registering public associations;
- allow the representatives of the executive body which registering public associations, to events held by the company;
- assist the representatives of the executive body registering which public associations, to familiarize with the activities SMSAHE in connection with the achievement of statutory goals and compliance with the legislation of the Russian Federation;
- provide the donator documented information on the use of his/her donations.
7.2. Failure to provide updated information for inclusion in the Unified State Register of Legal Entities for three years entails an appeal of executive body that registered the organization in court claim for recognition SMSAHE ceased its activities as a legal entity and about its exclusion from the Unified State Register of Legal Entities.
8. INTERNAL CONTROL OF EXECUTIVE BODIES OF SMSAHE
8.1. The executive bodies of the SMSAHE public control are the SMSAHE Audit Commission and the Audit Commission of regional and local organizations. Members of the relevant SMSAHE permanent executive body cannot be elected to the executive body of the SMSAHE social control.
8.2. Audit Commission is entitled to require the SMSAHE officials with appropriate level to provide them all the necessary materials, accounting and other documents and personal explanations.
8.3. Audit Commission supervises the relevant structural subdivisions SMSAHE:
- fulfillment of the Charter SMSAHE;
- the state of financial and economic activity;
- the state of accounting, reporting, control of execution of decisions and resolutions of the higher organs of the organization and of its own decisions;
- the timeliness and accuracy of the consideration of letters, complaints and applications, and other vital issues.
8.4. Audit Commission takes its decisions by a simple majority of votes in an open or secret ballot.
8.5. Audit Commission supervises the work of the SMSAHE Council, his staff, as well as other SMSAHE structural units, financial and economic activities of companies, public associations and institutions of SMSAHE.
8.5.1. Audit Commission is entitled to make proposals on non-compliance position and the dismissal of any SMSAHE official for violations of legislation of the Russian Federation, the SMSAHE Charter and other regulations.
8.6. Audit Commission accountable to the executive bodies which elected them (SMSAHE Congress, meetings the regional subdivisions). They periodically inform about their work relevant executive bodies of SMSAHE.
8.7. Audit Commission provides methodological assistance to the Audit Commission of subordinate organizations.
9. AMENDMENTS AND ADDITIONS TO THE SMSAHE CHARTER AND THE CHARTER OF REGIONAL ORGANIZATIONS OF SMSAHE
9.1. Changes and additions to the Charter shall be made by the Congress SMSAHE.
9.2. Changes and additions to the Charter SMSAHE shall be deemed adopted if they have received votes from more than half the payroll of delegates.
10. ORDER OF SMSAHE REORGANIZATION AND LIQUIDATION
10.1. SMSAHE can be reorganized by merger, consolidation, division, separation, transformation. Reorganization of SMSAHE entails the transfer of rights and duties which belong to the organization, to its legal successors.
10.2. Liquidation or reorganization of SMSAHE can be implemented by the decision of Congress SMSAHE adopted by a qualified majority of the listed delegates or by court order.
10.3. SMSAHE liquidation or reorganization is carried out in accordance with the current legislation.
10.4. SMSAHE activities may be terminated in a different order and on other grounds, in accordance with applicable law.
10.5. Property and assets of SMSAHE after its liquidation by decision of the Congress, after satisfaction of creditors' claims are directed to statutory objectives.
10.6. SMSAHE documents on staff after the liquidation shall be deposited in the established procedure to the State Archives.