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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