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Statutes

1. Name and Headquarters Under the name, in four languages, of:

  • "Clubul antreprenorilor romani din Elveția" (RO)*

  • "Le Club des entrepreneurs roumains de Suisse" (FR)

  • "Der Rumänischer Unternehmer-Club der Schweiz" (D)

  • "The Romanian Entrepreneurs Club of Switzerland" (EN)

a non-profit association is established, governed by these statutes and, subsidiarily, by Article 60 and following of the Swiss Civil Code. It is politically neutral and confessionally independent.

The headquarters of the association is located in the Canton of Zug, Alte Landstrasse 29, 6314 Unterägeri. The headquarters may be transferred by a simple decision of the Executive Committee.

At the last General Assembly (14.03.2024), a new name was adopted: the Business Club of Romanians in Switzerland.

 

2. Purpose

The association aims to represent and support its members and Romanian communities with business interests in Switzerland.

To achieve this goal, the association commits to:

  • Representing Romanian entrepreneurship in Switzerland in relation to local and territorial institutions.

  • Promoting Romanian businesses in Switzerland.

  • Bringing entrepreneurs together for mutual support to foster partnerships and collaborations among entrepreneurs with business interests in Switzerland.

  • Promoting, organizing, coordinating, and/or participating in seminars, meetings, workshops, exhibitions, fairs, and other events for the development of the entrepreneurial community and business relations in Switzerland.

  • Collaborating with public and/or private institutions at the municipal, cantonal, and federal levels, as well as with similar associations within the country and abroad on matters of common interest.

  • Providing specialized assistance in the creation and development of companies, businesses, and associations through legal, economic, fiduciary, and other specific consulting services.

  • Engaging in local or national community projects.

The association does not pursue any economic purpose and does not seek profit. However, it may engage or commission third parties, with appropriate remuneration, to promote the achievement of its ideal purpose.

 

3. Resources

The association's resources come from:

  • Membership fees, as follows:

    • Ordinary members: 100% fee.

    • Founding members: 50% reduced fee.

    • Honorary members: 100% reduced fee.

  • Revenue from various activities organized to achieve its purpose (events, exhibitions, etc.).

  • Public and private subsidies.

  • Income from service agreements.

  • Sponsorships.

  • Donations and legacies.

  • Any other legally authorized resource.

Funds are used exclusively and in accordance with the social purpose. The association's assets alone are responsible for obligations contracted in its name. Any personal liability of its members is excluded.

 

4. Administrative bodies

The administrative bodies of the association are:

  • The General Assembly

  • The Executive Committee

  • The Auditing Body

5. General Assembly

The General Assembly is the supreme authority of the association. It consists of all members with voting rights. It meets once a year in an ordinary session. It may also meet in an extraordinary session whenever necessary at the request of the Executive Committee or 1/5th of the members. The General Assembly is validly constituted regardless of the number of members present. The Executive Committee informs members in writing of the date of the General Assembly at least four weeks in advance. The invitation, including the agenda, is sent at least ten days before the meeting.

The General Assembly has the following irrevocable powers:

  • Advisory opinion on the admission of new members.

  • Noting the admission, death, or resignation of founding, active, and associate members.

  • Confirming, upon the Executive Committee’s proposal, the loss of voting rights or membership status, deciding on member exclusions, and examining appeals of excluded members.

  • Electing or rejecting members of the Executive Committee and appointing at least a President, a Vice-President, a Secretary, and a Treasurer.

  • Reviewing the annual accounts and the Auditors' report, and approving the discharge of the Executive Committee.

  • Approving the annual budget.

  • Supervising the activity of other bodies, which it may revoke for valid reasons.

  • Electing or rejecting the auditors.

  • Setting the amount of annual fees.

  • Deciding on any amendments to the statutes.

  • Deciding on the dissolution of the association.

Decisions are taken by a simple majority of members present. In the event of a tie, the President’s vote counts double. Decisions on amendments to the statutes and the dissolution of the association require a two-thirds majority of the members present. Votes are conducted by a show of hands. Associate members may be invited to the General Assembly but have no voting rights.

The agenda of the annual General Assembly necessarily includes:

  1. Approval of the minutes of the last General Assembly.

  2. Report of the Executive Committee on the association’s activities.

  3. Treasury and audit reports.

  4. Setting membership fees.

  5. Adoption of the budget.

  6. Approval of reports and accounts.

  7. Election of Executive Committee members and auditors.

  8. Individual proposals.

6. Executive Committee The Executive Committee (EC) is authorized to take all actions related to the association’s purpose. It has the broadest powers for managing current affairs. The Executive Committee consists of at least three members elected by the General Assembly, including a President, Vice-President, Secretary, Treasurer, and 3-4 alternate members.

The mandate lasts three years and is renewable twice. Members can be replaced before the end of the term with General Assembly approval. The EC establishes internal regulations and may set up working groups. Decisions can be made in writing (including email) unless an oral discussion is requested.

The Executive Committee is responsible for:

  • Taking necessary measures to achieve the set goals.

  • Convening ordinary and extraordinary General Assemblies.

  • Deciding on member admissions, resignations, and exclusions.

  • Ensuring the application of statutes, drafting regulations, and managing assets.

  • Hiring personnel for essential work while complying with local labor laws.

  • Proposing sanctions, ranging from warnings to membership exclusion, for repeated statutory violations.

7. Auditing Body

The General Assembly annually appoints two auditors and one substitute (who may or may not be a member of the association). It may also entrust this task to a fiduciary firm. The auditing body reviews financial management and presents a report at the annual General Assembly.

 

8. Membership

Membership categories include:

  • Individual members (traders, legal entities, sole proprietors, national/multinational companies, financial institutions, research institutes, etc.).

  • Collective members (professional associations, foundations, NGOs, employer organizations).

  • Honorary members (public figures, academics, economists, legal experts, researchers).

Minors and individuals/entities under judicial control or with final criminal convictions are ineligible.

 

9. Right to Sign

The association is validly bound by the individual signatures of the President and Treasurer. For banking matters, it requires the collective signature of two Executive Committee members approved by the bank.

 

10. Final Provisions

In case of dissolution, assets shall be allocated to a public interest institution with a similar purpose. They may not be returned to the founders or members, nor used for personal benefit. These statutes were adopted at the General Assembly on May 24, 2023.

 

On behalf of the association:

The President                             The Secretary                                       The Treasurer

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