According to Articles 10. and 11. of the Law on Associations and Foundations of Bosnia and Herzegovina („Službeni glasnik BiH“, number 32/01, 42/03 and 63/8) the General Assembly of the Geotechnical Society of Bosnia and Herzegovina held on 12th December 2008. issues the

STATUTE OF THE GEOTECHNICAL SOCIETY OF BOSNIA AND HERZEGOVINA

1.  GENERAL REGULATIONS

Article 1.

The association The Geotechnical Society of Bosnia and Herzegovina is a nonparty-related, non-political and non-governmental organisation (hereafter: the Association) whose main activities are development and advancement of geotechnical engineering, achievement of the first rate results in this profession and international cooperation.

Article 2.

According to Article 12. of the Law on Associations and Foundations of Bosnia and Herzegovina (hereafter: the Law), the Statute regulates the following:

• the name, seat and logo of the Association
• the objectives and activities of the Association
• procedures of admission to membership and removal of members
• bodies of the Association, the way of their election, their authorities, quorum and election rules, terms of office, the person authorised to convene the Assembly meeting, conditions and the way of dissolving the Association, in other words termination of its activities
• rules concerning acquiring, use and disposal of the Association assets, as well as the body authorised to oversee the use of the assets
• public nature of the Association activities
• procedure for alteration and amendments to the statute and issuing other general documents and official papers
• representing the Association
• conditions for joining, separation, transformation or dissolving the Association
• procedure for the disposal of the assets remained in case of dissolution or termination of the Association activities
• other issues of importance to organising and functioning of the Association

II    NAME AND SEAT

Article 3.

The name of the Association is:

GEOTECHNICAL SOCIETY OF BOSNIA AND HERZEGOVINA

Article 4.

The Association may change its name and seat.

The General Assembly of the Society decides on any name and seat alterations.

Article 5.

The headquarters address of the Society is:Urfeta Vejzagića 2, 75000 Tuzla, at the premises of Faculty of Mining, Geology and Civil Engineering.

Article 6.

The Association acquires the status of a corporate body the day it makes its entry in a register at the authorised ministry.

III  DESCRIPTION AND SHAPE OF THE SEAL

The Association has its seal.

The seal is round in shape, with 3 cm diameter and with the name of the Association : Društvo za geotehniku u Bosni i Hercegovini, written semicircularly in both Latin and Cyrillic scripts.

IV  OBJECTIVES AND ACTIVITIES OF THE ASSOCIATION

Article 8.

The objectives and activities od the Association are the following:

• to create conditions for development and advancement of organized work in all fields of geotechnical engineering
  • to organise and promote professional seminars in BiH as well as attending professional seminars in other countries
  • to publish professional literature related to geotechnical engineering
  • to advance cooperation with other non-governmental and economic organisations which are of interest to the Association
  • to cooperate with other authorities in order to protect and evaluate scientifical achievements in the field of geotechnical engineering
  • to share experiences with other related societies abroad

Article 9.

The Association carries out related business activities which are directly connected with the achievement of the basic statutary objectives and activities of the Association, as stated in Article 10 of this Statute (publishing activities), provided that the complete amount of profits is reinvested into the basic non-profit statutory activities of the Association.

The Association may conduct business activities which are not related to the statutory goals and activities as stated in Article 10 of this Statute only through an especially formed corporate body in comformity with the Law.

II    PROCEDURE FOR ADMISSION AND REMOVAL OF MEMBERS

Article 10.

The membership in the Association is voluntary.

The founders acquire their membership on the day of the registration of the Association. Any individual with BiH citizenship as well as any foreigner with his/her residence in BiH may become a member of the Association provided that they accept the Statute and the Association objectives.

Any corporate body from BiH or any foreign corporate body registered in BiH may become a member of the Association provided that they accept the Statute and the Association objectives.

The membership of the Association is acquired by filling in an application form and paying membership fees for the current year.

Article 11.

The rights and duties of the Association members are the following:

• to elect and be elected into the Association bodies
• to participate in the Association activities
• to analyze and evaluate the work of the Association bodies
• to raise the matter of responsibility and recall of the Association members
• to be timely informed about the Association activities
• to have certain rights and privileges in accordance with the decisions and other acts of the Association
• to abide by the regulations of this Statute
• to pay the membership fees regularly
• to participate in achieving the goals and completing tasks of the Association
• to protect the reputation of the Association
• members of the Association are equal in terms of exercising their rights and duties

Article 12.

The membership in the Association may be terminated due to the following reasons:

• voluntary quitting the Association by a member
• removal of a member from the Association because he/she damages the Association reputation or does not abide by the Statute regulations
• non-payment of annual membership fees
• termination of the corporate body status
• death of a member
• dissolution of the Association

Any member of the Association may terminate his/her membership on voluntary basis provided that they make a personal statement about quitting the Association in writing and submit it to the Management Board of the Association. The membership shall be terminated the day the written statement is submitted.

Article 13.

A member of the Association who violates the Association Statute, fails to to meet his/her obligations towards the Association or damages the Association in any way by his/her actions or damages its reputation may be removed from the Association.

Prior to the removal decision being made, the Association member must be notified in writing about the removal proposal and the reasons why it is proposed.

The decision to terminate the membership of an Association member is made by the Management Board.

The member who is not satisfied with the decision may appeal to the Assembly of the Association within the period of 15 days, from the day of receiving the decision notification. The decision of the Assembly is final.

Article 14.

The Assembly of the Association may pass a general act regulating the way and procedure of admission and removal of the members in more details, in accordance with the Law and this Statute.

Article 15.

The member is deprived of all his rights and duties the moment his membership is terminated but he/she is obliged to fulfill all the obligations emerged before the termination of his membership.

Article 16.

The member against whom the removal proceedings have been started may not perform his/her duties in the Association bodies until the final decision is made.

Article 17.

The member of the Association whose membership has been terminated or who has been removed from the Association may become a member of the Association again, at his own request or at the request of the Management Board of the Association, following the procedure for admission of members to the Association.

II       BODIES OF THE ASSOCIATION

Article 18.

The bodies of the Association are the following:
1. The Assembly
2. The Management Board
3. The President

1.      ASSEMBLY OF THE ASSOCIATION

Article 19.

The Assembly of the Association (hereafter: the Assembly) is the highest body of the Association.

The Assembly consists of all members of the Association.

Article 20.

The Assembly of the Association:

• issues the Statute, its alterations and amendments, and other general acts of the Association specified by the Statute
• elects the President of the Association
• decides on any alterations concerning the name, seat and logo of the Association
• gives its opinion on the Statutes of the associations and unions, the member of which is the Association itself
• elects, appoints to office and relieves the President of the Association of his duties, the Management Board members, and the President of the Management Board
• decides on the appointment of individuals who will act on behalf of and represent the Association
• analyzes and adopts the reports of the Management Board and the President of the Association
• analyzes and adopts the programme and plan of the Association activities
• approves of the Association financial plan and adops the report on the financial plan fulfillment

• decides on joining unions, merger, disjoining, transformation, dissolution and other statutary changes of the Association
• decides on members appeals on the second instance
• decides on the Association logo
• decides on awards and acknowledgements
• decides on the issues which do not come within the competence of other Association bodies

Article 21.

The Assembly meeting is held when required, at least once a year.

The Assembly meeting is convened by the Assembly President at least 15 days prior to its session. It is the President’s duty to convene the Assembly at the request of at least 1/3 of the Assembly members or at the request of any other Association body.

If the President does not convene the Assembly meeting in 30 days time in cases stated in the previous subsection, the decision to call the Assembly meeting shall be made by the Management Board President.

Article 22.

The qourum needed for the Assembly meeting must be comprised of more than 50 % of all the members of the Association.

The decisions are made by a majority of votes of the Association members present at the meeting.

Minutes are kept during the Assembly meeting. All the basic information about the Assembly proceedings, especially the decisions made at the meeting, conclusions and vote figures are recorded in the minutes.

The decisions which are statutory (merger, joining, transformation, dissolution of the Association) are made by a majority of 2/3 of the votes of the members present at the meeting.

Article 23.

The Assembly President chairs the Assembly meeting.

The President of the Management Board substitutes for the Assembly President in case of his/her absence.

The Assembly President:

• organises and convenes the Assembly meetings
• prepares material needed for the Assembly meetings
• proposes agendas for the Assembly meetings
• presides over the Assembly meetings
• signs acts issued by the Assembly
• sees to the implementation of decisions, conclusions and other acts reached and issued by the Assembly
• coordinates the work of the Assembly bodies
• performs other duties that are assigned to him /her by the Assembly of the Association in accordance with the Law and this Statute

The Assembly reaches its decisions by open voting, and only exceptionally by secret ballot..

Article 24.

The Assembly issues Rules of Procedure of the Assembly.

Rules of Procedure regulate issues of internal organisation and proceedings of the Assembly, working conditions of the Assembly representative, decision making procedure and issuing of other general acts, voting procedure concerning certain issues of importance to the Assembly functioning.

2.      MANAGEMENT BOARD

Article 25.

The Management Board is the executive body of the Association.

The Management Board has a president and eight members of the Management Board.

Article 26.

Management Board members and the President of the Management Board are elected and removed from office by the Assembly of the Association.

Management Board members are elected for a term of 4 years, and they may be reelected.

Article 27.

Management Board meetings are held once a year, or more than once if necessary. Decisions are made by a majority vote of the Management Board members present at the meeting.

The Management Board and each of its members are accountable to the Assembly of the Association.

Article 28.

The Management Board of the Association:

• prepares a statute draft, its alterations and amendments and other acts issued by the Assembly
• carries out the determined policy, conclusions and other decisions made by the Assembly
• manages the Association assets
• gives suggestions, opinions and initiative for achievement of the Association objectives
• submits annual and periodical reports on its activities to the Assembly for consideration and adoption
• sets up commissions, boards and professional teams for the purpose of achieving the objectives of the Association
• prepares and determines the report on its activities for each calendar year, for the period between two Assembly meetings and submits it to the Assembly for consideration

• determines the annual and semi-annual statement of accounts concerning realization of income and expenditure plan of the Association
• takes measures and introduces activities for the purpose of realisation of the Association programme
• prepares analysis, information and other material for the Assembly
• carries out the financial plan of the Association and decides on the use of assets
• decides on members appeals on the first instance
• issues Ordinances, ordinances of commissions and other bodies
• performs other duties if assigned by the Assembly in accordance with the Law and this Statute

Article 29.

Members of the Management Board may be removed from office before their term has expired:

• at their own request
• if their actions concerning the Management Board functioning damage the Association reputation
• in other cases specified by the Law, this Statute and acts of the Association

Article 30.

The President of the Management Board of the Association:

• manages the Management Board activities
• calls the Management Board meetings on his/her own initiative or at the request of at least 1/3 of the Management Board members and presides over them
• sees to the realization of the programme of activities and implementation of the decisions, conclusions and guidelines established by the Assembly of the Association
• prepares the annual report on the Management Board activities and submits it to the Assembly for consideration and adoption
• signs acts issued by the Management Board
• substitutes for the Assembly President in case of his/her absence

Article 31.

The Management Board may, for the purpose of more efficient and rational management of affairs and completing tasks, set up commissions, working groups, professional teams and sections, by issuing a separate decision.

The structure, sphere of action, number of members and matters of accountability of these working groups are determined by the decision from the previous subsection.

Article 32.

Rules of Procedure issued by the Management Board of the Association may regulate and give a closer description of the functioning and holding meetings of the Management Board.

3.      PRESIDENT OF THE ASSOCIATION

Article 33.

The President of the Association is elected by the Assembly for a term of 4 (four) years, with the possibility of being reelected.. The President of the Association is accountable to the Assembly.

The President of the Association is at the same time a member of the Management Board and there is no possibility for him/her to be the Assembly President or the Management Board President.

Article 34.

The President of the Association is obliged to manage affairs of the Association in accordance with positive legal regulations, Statutory regulations of the Association and decisions of the Association Assembly.

Article 35.

The President of the Association has the rights, duties and responsibilities to do the following:

• to represent the Association in legal matters
• to be responsible for legality of running business affairs of the Association
• to act on behalf of the Association in its relations with third parties, public and private ones
• to prepare the budget proposal for the Management Board and submit it to the Assembly for consideration and adoption
• to maintain steady contacts with the public and promote the Association objectives
• to oversee the realization of the financial plan of the Association
• to participate in activities of other Association bodies
• performs other duties defined by this Statute and the decisions of the Assembly

II          PUBLIC NATURE OF ACTIVITIES AND PUBLIC RELATIONS

Article 36.

The activities of the Association and its bodies are public by nature. Public nature of the Association activities is maintained in the way determined by the Law and this Statute.

Article 37.

The Association bodies have an obligation to make information, data and documents concerning the functioning of the Association available to the Association members and authorised representatives of the media. Media representatives have a right to be present at the Assembly meetings and to inform the public about the Association activities.

Article 38.

Members of the Association have a right to be regularly informed about the activities of all Association bodies. The President of the Association is responsible for keeping the Association members informed.

Article 39.

Exceptionally, it may be determined by a general act that certain information, data and documentation are considered a business secret. Information which must be made public according to the law and other regulations as well as information on violation of the law and other regulations may not be made a business secret.

Article 40.

The Association bodies may reach a decision to issue a regular or periodical bulletin for the public.

VII ASSOCIATION ASSETS

Article 41.

The assets of the Association consist of the rights, items and money which are acquired by the Association in accordance with the Law and this Statute.

The complete amount of the Association assets is a guarantee for fulfilling its obligations towards third parties.

Article 42.

The Association income is acquired from:

• membership fees
• voluntary contributions and gifts of physical persons and corporate bodies, domestic and foreign ones as well
• income acquired through the realization of the objectives and activities of the Association in accordance with the Law and the Statute of the Association
• assets acquired from the municipal, cantonal, federal and state sources
• other sources in accordance with the Law

Article 43.

The Association is obliged to keep records of its assets in accordance with the valid regulations.

The Association is obliged to keep financial records in an orderly manner in accordance with the generally accepted principles of accountancy and to make financial reports in accordance with the law.

Article 44.

The Association assets may be used only for the purpose of realization of the Association goals and terms of reference determined by the Statute.

Article 45.

Acquiring, using and disposal of the Association assets are determined by the financial plan which is issued by the Assembly at the proposal of the Association President.

The Management Board of the Association decides on the use of the assets in accordance with the financial plan.

Article 46.

The Assembly supervises the use of the Association assets.

The Assembly is authorised to supervise all the documents which are concerned with the finance of the Association, especially the final financial report.

The documents stated in the previous subscription are considered by the Assembly at the regular annual meeting, or at an extraordinary Assembly meeting as necessary.

Article 47.

The President of the Association is obliged to submit his/her report to the Assembly, at least once a year, with information on the Association assets, income, expenditure, and other issues concerning the assets disposal and the finance of the Association.

IX  JOINING, DISJOINING, TRANSFORMATION

Article 48.

The Association can be joined, disjoined or transformed only into another association or foundation.

The decision on the statutory alterations from the previous subsection is reached by the Assembly by a 2/3 majority of the members of the Association Assembly.

This decision regulates the name and the seat of the Association, distribution of the assets, rights and duties, and other issues concerning statutary alterations of the Association.

X  REPRESENTING AND ACTING ON BEHALF OF THE ASSOCIATION

Article 49.

The President of the Association, within the scope of his/her authority determined by the law and the Statute, acts on behalf of and represents the Association in legal matters.

Article 50.

The President of the Association conducts affairs concerned with making the entry of the Association in a register at the authorised ministry.

Article 51.

The President may give an authorisation in writing to an attorney or some other competent person, for the purpose of his/her acting on behalf of the Association in procedures in which the Association is involved as a party realizing its rights, duties and responsibilities before the proper authorities.

Article 52.

Besides the Statute the Association bodies may pass some other general acts as follows:

-decisions

-ordinances

-rules of procedure

General acts of the Association must be in accordance with the Law and the Statute of the Association.

Article 53.

Decisions , as general acts, shall be made in cases explicitly defined by the Law and this Statute, as well as in other cases when generally dealing with issues of importance to achievement of the Association goals.

Article 54.

Ordinances regulate relations between members of the Association, as well as mutual relations of the Association bodies in fulfilling their duties.

Article 55.

Rules of Procedure regulate the functioning of the Association bodies more specificly.

Article 56.

The master copies of the Association general acts are kept in the Association Record Office.

XII    ALTERATIONS AND AMENDMENTS TO THE STATUTE

Article 57.

Each member of the Association may submit a proposal of alterations and amendments to the Statute.

The proposal is submitted to the Management Board in writing and with the appropriate argumentation.

The confirmed proposal is submitted to the Assembly, at least 30 days prior to the Assembly meeting.

XIII    DISSOLUTION OF THE ASSOCIATION

Article 58.

The Association is dissolved in case if:

• it is confirmed that the Association has stopped carrying out its activities
  • the authorised ministry reaches a decision on dissolution of the Association in accordance with the Law
  • the Assembly decides to dissolve the Association

The Association may merger, separate or transform in any other way if it is the decision made by 2/3 of the Assembly members.

Article 59.

The Assembly decides on the alterations and amendments to the Statute by a majority of 2/3 of the votes of the Association Assembly members present at the meeting.

The Assembly President signs decisions on alterations and amendments to the Statute, which are considered master copies and are kept in the Association Records Office.

Article 60.

The Association is dissolved on voluntary basis if the Assembly reaches the Decision on Dissolution of the Association by a majority of 2/3 of the votes of the Association members present at the meeting.

The Association dissolution initiative may be given by 1/3 of the Association members in the following circumstances:

• if the number of the Association members reduces under three
  • if the Association Assembly meeting has not been held and twice as much time has passed from the time it should have been held as determined by the Statute
  • in other cases determined by the Law.

Article 61.

At the same time of reaching the Decision on Dissolution of the Association the Assembly issues the plan of the Association liquidation which regulates arrangement of the assets, rights and reponsibilities of the Association. The Assembly appoints a liquidator of the Association whose responsibility is to see to the execution of the liquidation plan and who is authorised to represent the Association in the liquidation procedure and in the procedure of submitting the request for registration of the Association dissolution to the proper authorities. When the Association is dissolved, after all legal obligations have been fulfilled, the assets of the Association shall be allocated to some other association which is in the same or similar field of activities, on the basis of the decision reached by the Association Assembly.

Article 62.

The Association is dissolved according to the Law, in accordance with Articles 50. and 51. of the Law.

Article 63.

Interpretation of the regulations in this Statute is done by the Assembly of the Association.

XIV    TRANSITIONAL AND FINAL REGULATIONS

Article 64.

This Statute shall enter into force on the day of its issuing.

Article 65.

This Statute shall enter into force on the day of its issuing, and it shall be put into use from the day of making its entry into the register at the authorised ministry.

Number: 02/2008.

Tuzla, 12 December 2008.

President of the Assembly:

(Sc.D. Rešad Husagić, graduate mining engineer)