The Articles



Section 1
General Statements

§1

The Association named: Polish Endodontic Association, PTE in short, hereinafter referred to as the Association, has been established.

§2

The Association runs its activity on the ground of the provisions of an Act of 7 April, 1989, concerning the Law on Associations. (Journal of Acts 2001, No. 79, item 855, Journal of Acts 2003, No. 96, item 874) as well as the present Articles.

§3

The term of office of the Association is indefinite.

§4

The Association runs its activity in Poland and abroad. Kielce City is the seat of the Association.

§5

1. The Association has legal status.
2. The Association uses a round seal with the following inscription on its rim: Polish Endodontic Association.
3. The Association issues membership cards to its members.

§6

The Association can become a member of national, foreign and international organisations of the same or similar field of activity.

§7

The Association runs its activity on the basis of voluntary work of its members. It can employ personnel to deal with the matters connected with the Association's statutory activity.

§8

If no other provisions of the Articles occur, then the decisions concerning the Association's activity shall be made by the Association's authorities on the grounds of general legal regulations as well as the Constitution of the Republic of Poland.

Section 2
Objectives, assignments and forms of the Association's activity

§9

The Association's main objectives comprise:
1. the realisation and promotion of activities and research in the field of endodontics,
2. assisting in the development of endodontic movement through its organisation, support and promotion,
3. promotion of dental preventative activities and the benefits of endodontic treatment in comparison with traditional methods,
4. support in inspiration and assistance in the development of scientific research as well as promotion of endodontics,
5. promotion of scientific achievements in the field of endodontics,
6. organisation of meetings, seminars, symposia as well as conferences,
7. facilitating the exchange of information, experiences and achievements among dentists,
8. supervision of co-operative activities within the Association and of the cultural life of its members.

§10

In detail, the Association reaches its objectives through:
1. organisation and promotion of scientific achievements,
2. organisation of meetings, conferences, seminars, symposia and congresses,
3. organisation of courses and training programmes concerning professional development of the Association's members,
4. organisation of scientific research,
5. co-operation with other associations and organisations in Poland and abroad,
6. promotion and support of training activities aiming at the broadening of knowledge,
7. co-operation with medical academies, especially through organising professional training schemes in Poland and abroad,
8. defending individual and group interests of the Association's members,
9. issuing materials concerning the Association's statutory objectives,
10. other activities aiming at the realisation of its statutory objectives.

Section 3
The rights and duties of the Association's members

§11

1. Persons and legal entities can become members of the Association.
2. The members of the Association fall into three groups:
a) ordinary members,
b) honorary members,
c) supporting members.
3. A legal entity can become only a supporting member.

§12

1. An ordinary member of the Association can be a person (a citizen of Poland or a foreign country, including citizens with no permanent residence in Poland), who is a dentist following submission of a written declaration and its acceptance by the Association's Board of Management.
2. A member has the right to make an appeal to the General Meeting of Members regarding decisions concerning refusal to become the Association's member, within a fourteen-day period after the decision has been made.
3. The founders of the Association become its ordinary members on the day of its registration.

§13

The member of the Association is obliged to:
1) act for the benefit of the Association,
2) comply with the provisions of the Articles and the decisions of the Association's powers,
3) regularly pay membership fees in the amount defined by the General Meeting (excluding honorary members),
4) promote the Association's objectives.

§14

An ordinary member has the right to:
1) select and be selected to the Association's boards as well as have a casting vote,
2) submit written recommendations and conclusions to the Association's authorities,
3) participate in events organised by the Association,
4) take advantage of the membership rights resulting from the statutory activity of the Association.

§15

1. Ordinary membership terminates in the case of:
1) dissolution or liquidation of the Association.
2) exclusion of a member by the Board of Management following violation of the present Articles' provisions.
3) the death of a member.

2. Ordinary membership ceases in the case of:
1) the resignation of a member being submitted to the Board of Management in writing.
2) an individual being withdrawn from the list of members, on the basis of Board of Management's resolution.
3) failure to pay membership fees.
4) an individual being deprived of civic rights by means of a legally-binding court verdict.
5) an individual losing the rights to practise as a dentist.

§16

1. A member has the right to make an appeal to the General Meeting of Members regarding decisions concerning exclusion from the Association, within a fourteen-day period after the decision has been made.
2. During the period in which the appeal defined in clause 1 is being considered, the individual's membership is suspended.
3. Special provisions, defined in the present paragraph, shall apply to individuals who have been refused membership rights.

§17

1. Honorary membership is bestowed on individuals of merit at the instigation of the Association's Board of Management or General Meeting of Members.
2. An honorary member has the same rights as an ordinary member excepting the active and passive right to vote, and is exempt from the payment of membership fees.
3. Honorary membership terminates in the case of the member's death.
4. Honorary membership ceases in the case of:
1) voluntary resignation from the Association.
2) exclusion from the Association on the grounds of a resolution made by the General Meeting of Members.
3) an individual losing the rights to practise as a dentist.
4) an individual being deprived of civic rights by means of a legally-binding court verdict.

§18

A Polish or foreign legal entity producing dental materials and equipment used in endodontics can become a supporting member following submission of a written declaration and its acceptance by the Association's Board of Management.

§19

1. A supporting member has the right to submit written recommendations and conclusions to the Association's authorities, participate in events organised by the Association and in General Meetings (in the status of a guest).
2. Supporting membership ceases in the case of:
1) voluntary resignation from the Association.
2) liquidation of a legal entity.
3) failure to pay membership fees.

Section Four
System and Powers of the Association

§20

The Powers of the Association are:
1. General Meeting of Members hereinafter referred to as the General Meeting.
2. The Board of Management.
3. The Reviewing Committee.

§21

1. The body named the Convention of Authorities, comprising luminaries in the field, operates as a part of the Association.
2. The Convention constitutes the Association's advisory and scientific committee selected and operating in accordance with the rights and duties that apply to honorary members.

§22

1. The supreme authority within the Association is the General Meeting.
2. The General Meeting appoints the Association's Board of Management.
3. The General Meeting can be Ordinary or Extraordinary.

§23

1. The Association's Board of Management at least once every twelve months convenes the Ordinary General Meeting.
2. Members of the Association shall be informed about the date, place and agenda of the Meeting at least fourteen days before the Meeting.
3. An Extraordinary General Meeting can be convened at the instigation of the Association's Board of Management, the Reviewing Committee or at the recommendation of at least half of the members of the Association within two months of the submission being made to the Association's Board of Management.
4. The items on the agenda at the Extraordinary General Meeting must be restricted to those which relate to the reasons for which it was convened.

§24

The detailed duties of the General Meeting are as follows:
1. establishment of the main strategies of the Association.
2. appointment and dismissal of the Board of Management's members.
3. assessment of the Board of Management's performance.
4. appointment and dismissal of the Reviewing Committee's members.
5. acknowledgment of the duties performed by the Board of Management at the instigation of the Reviewing Committee.
6. consideration and approval of the reports of the Reviewing Committee and the Board of Management.
7. drawing up regulations concerning the activities of the Board of Management and the Reviewing Committee.
8. granting and refusal of the rights of honorary membership at the instigation of the Board of Management.
9. consideration of appeals against the Board of Management's decisions concerning membership issues.
10. making resolutions concerning the Association's finances including membership fees.
11. approval of the Association's Articles and changes to the Articles.
12. making resolutions in the case of joining another organisation.
13. making a resolution concerning the dissolution of the Association.
14. making resolutions concerning other material issues for which the provisions of the Articles do not apply.

§25

1. The General Meeting has the right to make resolutions and determine the Association's powers unless more than half of the members authorised to vote by ordinary majority of votes cast are present.
2. If there is no quorum, the General Meeting is convened for a second time, which could be half an hour later on the same day, irrespective of the number of people present.
3. The General Meeting has the right to make resolutions and determine the Association's powers during its second meeting, irrespective of the number of people authorised to vote.
4. Ordinary members with a casting vote as well as honorary members with a counselling vote participate in the General Meeting.

§26

1. The establishment of the Association's powers takes place by means of a secret ballot. Decisions concerning all other matters are made by means of an open ballot. If a third of members present express the wish for this ballot to be secret, it will be so.
2. Unless the provisions of the Articles state otherwise, the resolutions of the Board of Management and the Reviewing Committee are determined by the ordinary majority of votes cast, when at least half of the members authorised to vote are present. If the result is an even split, the decisive vote falls to the President of the Board of Management or the Chairman of the Reviewing Committee.

§27

1. The Board of Management consists of four members, including: the President of the Board of Management, the Deputy President, the Secretary and the Treasurer, all of whom are appointed by the General Meeting for a five-year term of office. The Board of Management is the executive body of the Association. The Board of Management's members can be appointed for subsequent terms of office.
2. If the membership of the Board of Management is reduced in number during its term of office, it can be co-opted by the remaining members via a secret ballot. No more than half of the Board of Management's members can be elected in such a manner.
3. The meetings of the Board of Management are convened when the need arises or else at the stipulation of two of the members. During the interim period following the end of a term of office, the authorities of the Association carry out the duties of the Board of Management.
4. The term of office of a member appointed prior to the expiry of the term of office, expires at the same time as the other members' term of office.

§28

In detail, the duties of the Board of Management are as follows:
1. external representation of the Association and acting on its behalf.
2. management of the Association's activities in accordance with the provisions of the Articles and the resolutions of the General Meeting.
3. organisation of meetings, seminars, symposia and excursions, as well as the promotion of the Association's achievements.
4. convocation of General Ordinary and Extraordinary Meetings of members.
5. applications to the General Meeting for the granting and refusal of honorary membership.
6. making decisions concerning the appointment or dismissal of the Association's members.
7. management of the Association's assets and supervision of its financial condition.
8. supervision of co-operative activities within the Association and of the cultural life of its members.
9. preparation of the Association's strategic plan.
10. making resolutions concerning involvement with national and international organisations.
11. settling disputes resulting from the Association's activities.
12. establishment of committees and other bodies as well as the definition of their objectives.
13. exchange of opinions concerning projects, actions, products and technologies.
14. making resolutions that are not reserved for other authorities of the Association.

§29

1. The Reviewing Committee is the body responsible for internal control within the Association.
2. The Reviewing Committee comprises three members selected by the General Meeting (including its Chairman).
3. The Reviewing Committee's term of office is five years.
4. If the membership of the Reviewing Committee is reduced in number during its term of office, it can be co-opted by the remaining members via a ballot. No more than two of the Reviewing Committee's members can be elected in such a manner.


§30

In detail, the duties of the Reviewing Committee are as follows:

1. controlling of the activities of the Association, that is, in accordance with the regulations, the provisions of the Articles and the resolutions of the General Meeting.
2. submission to the General Meeting of assessments of the Association's performance, as well as making motions connected with audits conducted internally by the Association.
3. making motions during the General Meeting, concerning the assessment of duties performed, as well as motions concerning the convocation of an Extraordinary General Meeting.

§31

The members of the Reviewing Committee cannot also be members of the Board of Management.

Section Five
The Funds and Assets of the Association.

§32

The Association's assets comprise membership fees, donations, bequests and gifts.

§33

1. The membership fee is determined by the General Meeting every year.
2. The membership fee must be paid by 30 January each year.

§34

1. The Association can purchase and sell assets, accept donations and bequests, enter into agreements, and contract liabilities in accordance with the regulations in force.
2. The Association's Board of Management can appropriate funds and grant scholarships, in accordance with the regulations in force.
3. The Association's funds and assets are managed by the Association's Board of Management.
4. Either the President of the Board of Management, or the President and the Deputy President and the Treasurer, or all of the above acting in concert, can represent the Association and contract financial, material and non-material liabilities.
5. The rights defined in clause 3 can be transferred to other individuals by means of written authorisation.

§35

All the Articles above conform to Article 20, clauses 6a, 6b and 7, of an Act of 23 April 2003 concerning public utility business and non-profit organisations (Journal of Acts 2003, No. 96, Item 873).

Section Six
Changes to the Articles and the dissolution of the Association

§36

1. Changes to the Articles of the Association require a resolution of the General Meeting made by ? majority of votes cast during its first meeting (so long as at least half of the individuals authorised to vote are present) or during its second meeting (irrespective of the number of individuals present).
2. The Association dissolves itself on the basis of a resolution of the General Meeting by ? majority of votes cast (so long as at least half of the individuals authorised to vote are present), or, in other cases defined by legal provisions.
3. When making a resolution concerning the dissolution of the Association, the General Meeting defines how it should be liquidated and how to allocate the Association's assets.
4. The provisions of legal regulations regarding associations shall apply for the matters not settled by the present Articles.





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