Charter

на  АСОЦИАЦИЯ НА БЪЛГАРСКИТЕ МОДНИ ДИЗАЙНЕРИ

ASSOCIATION OF BULGARIAN FASHION DESIGNERS

I. GENERAL APPLICATIONS

Art. 1. / 1 ​​/ ASSOCIATION OF BULGARIAN FASHION DESIGNERS written in Latin “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” is a non-profit legal entity for carrying out public benefit activity, established and functioning in accordance with the provisions of The Law on Non-Profit Legal Entities and the Articles of Association and the Decision of the Constituent Assembly.

/ 2 / “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” is a voluntary and self-governing organization carrying out public benefit activities.

/ 3 / The members of the association are not responsible for its obligations.

/ 4 / The headquarters of the organization is the city of Sofia, 9A Yastrebets Str.

/ 5 / The existence of the organization is not limited in time.

 

II. GOALS OF THE ASSOCIATION. MEANS FOR ACHIEVING THEM.  ACTIVITY.

Art. 2. / 1 ​​/ “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” is self-defined as an organization for carrying out public benefit activity, according to Art. 2, paragraph 1 of the Law on Non-Profit Legal Entities.

/ 2 / “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” has the following goals:

  1. To help increasing the authority of fashion designers and the development of their activity in the country and abroad;
  2. To provide information to the society about its activity and its results and to contribute to the realization and development of its goals by taking the place of an authoritative factor in the economic life of the country;
  3. To encourage the development of education and talents related to the development of fashion design in order to prosper the industry in Bulgaria;
  4. To work for the unification of Bulgarian and European designers and to assist in creating new working positions in Bulgaria;
  5. To work for the establishment of professional and social relations between the members of similar organizations from different countries;
  6. To work for raising the qualification of its members in all possible and permitted by law ways;
  7. To show the direction, new technologies and tendencies of its members regarding the field in order to reach useful information to a large number of people;
  8. To protect the rights of its members in front of state authorities and institutions, as well as in front of other similar organizations in the country and abroad;
  9. To defend the interests of its members, related to the development of their professional activities, to take care of their material interests;
  10. To develop and participate in programs for development and popularization of the activity of its members in view of the membership of the Republic of Bulgaria in the European Union;
  11. To monitor compliance with professional ethics and fair competition.

Art. 3. /1 / In order to achieve the goals, “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” develops the following activities:

  1. Collects donations and spends funds for the development of fashion design in Bulgaria and job creation;
  2. Represents in front of the institutions of Republic of Bulgaria and the countries of the European Union to promote and achieve its goals, participates in governmental, non-governmental and professional organizations, commissions, etc., electing persons to represent it;
  3. Selects and disseminates statistical and other information useful to its members and promotes the development of the industry;
  4. Organizes meetings, exhibitions, seminars and others to achieve its goals;
  5. Carries out other activities for realization of its goals, which are not prohibited by law and do not contradict the present statute.

Art. 4. /1 / “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” may carry out economic activity /Art. 3, para. 3 of the Law on Non-Profit Legal Entities/, related to the main activity of the organization, as the revenues will be used for realization of the goals and it will spend for the socially useful activity of the association and in compliance with the requirements of Art. 41 of the Law on Non-Profit Legal Entities.

/ 2 / The subject of economic activity is:

  1. Consulting, information and advertising services;
  2. Marketing research and analysis;
  3. Vocational training and qualification.

 

III.  MEMBERSHIP, RIGHTS AND OBLIGATIONS, ACCEPTANCE OF NEW MEMBERS

Art. 5. /1/ The membership in the “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” is voluntary and individual.

/ 2 / Bulgarian and foreign legal and able-bodied natural persons can be members of the association, carrying out activity in the field of fashion design and related activities.

Art. 6. The admission of new members in the “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” is carried out by the Management Board, on the basis of a written request, to which evidence is attached, regarding the lawful nature of the occurrence /in case of legal entities/ of the respective member and after the payment of the respective entrance fee.

Art. 7. Members shall have the right:

/ 1 / To elect and be elected in the governing authorities of the “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” and its structures;

/ 2 / To participate in the General Assembly and the holding of events of the “ASSOCIATION OF BULGARIAN FASHION DESIGNERS”;

/ 3 / To ask issues of common interest for solving;

/ 4 / To discuss and seek protection on fundamental issues related to the implementation of the activities of the “ASSOCIATION OF BULGARIAN FASHION DESIGNERS”;

/ 5 / To leave voluntarily “ASSOCIATION OF BULGARIAN FASHION DESIGNERS”.

Art. 8. Members are required to:

/ 1 / To observe the Statute of the “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” and the decisions of the General Assembly;

/ 2 / To assist in achieving the goals of the association;

/ 3 / To pay an entrance fee upon receipt and to pay their annual membership fee regularly;

/ 4 / Not to use in any way “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” for purposes contrary to the Statute;

/ 5 / To assist in the promotion of the activity of the association.

Art. 9. The annual membership fee is BGN 720, payable once or in equal monthly installments.

Art. 10. /1 / The membership in the association is terminated on one of the following grounds:

  1. With a request to leave voluntarily;
  2. Death or placement under guardianship or termination of the legal entity – member of the association;
  3. Dropping out of membership;
  4. In case of failure.

/ 2 / The dropping out of a member is present in case of non-payment of the annual membership fee by December 31 of the current year or in case of systematic non-participation in the work of the association, which is established with the relevant documents by the Management Board.

Art. 11. A member of the association is expelled with a motivated decision of the Management Board in the following cases:

/ 1 / In case of systematic violation of the Statute of the association;

/ 2 / In case of systematic violation of the rules for carrying out the activity of the association;

/ 3 / Undermining the prestige of the association;

/ 4 / The decision of the Management Board for expulsion can be appealed in front of the General Assembly of the association.

 

IV. STRUCTURE

 Art. 12. Authorities of “ASSOCIATION OF BULGARIAN FASHION DESIGNERS”:

/ 1 / General Assembly;

/ 2 / Management Board;

/ 3 / Chairman.

 

V. GENERAL ASSEMBLY

Art. 13. The General Assembly is the highest authority of the association.  It consists of all its members. Each member of the association has the right to one vote.

Art. 14. /1 / The General Assembly is convened at a regular meeting at least once a year by the Management Board in the settlement where the seat of the company is located.

/ 2 / An extraordinary meeting of the General Assembly may be convened by the Management Board on its initiative or at the request of one third of the members of the association. If in the latter case the Management Board does not convene a General Assembly within one month, it is convened by the court at the seat of the association at the written request of the interested members or the person charged by them.

/ 3 / The invitation for convening the General Assembly must contain the agenda, date, time and place for holding the General Assembly and on whose initiative the assembly is convened.

/ 4 / The invitation for convening the General Assembly is handed personally to each of the members of the association at least one month before the meeting.

/ 5 / The General Assembly is considered legal if more than half of the members with voting rights are present. If the required number does not appear, the meeting is postponed for one hour later with the same agenda and is considered legal as many members appear.

/ 6 / In the General Assembly each regular member has the right to one vote. Voting is allowed on the basis of an explicit written power of attorney, in which the agenda is indicated, as well as the manner of voting on it. Each proxy may represent one regular member. Re-authorization is not allowed.

/ 7 / The decisions of the General Assembly are taken by a simple majority of the votes of the present members of the association, and to amend and supplement the Articles of Association, to transform and/ or terminate the activities of the association, it requires a majority of 2/ 3 of the votes of the present members.

/ 8 / The voting is obvious.

Art. 15. The General Assembly:

  1. Defines the main directions for the development of the association;
  2. Amends and supplements the Charter of Association;
  3. Determines the number, elects and dismisses the members of the Management Board, Elects and dismisses the Chairman of the Association, who is a member of the Management Board by right;
  4. Approves the report of the Management Board;
  5. Takes a decision for transformation and/ or termination of the activity of the association;
  6. Approves the decisions of the Management Board when required by the Charter of Association;
  7. Approves the budget of the association;
  8. Approves the report on the activities of the Management Board;
  9. Cancels decisions of the other bodies of the association, which contradict the law, the statute or other internal acts, regulating the activity of the association.

 

VI. MANAGEMENT BOARD

Art. 16. /1 / The Management Board is the highest executive authority of the association, whose number and composition are determined by the General Assembly and consists of 3 individuals and/ or legal entities – regular members of the association.  The Chairman of the association is a member of the Management Board by right.

/ 2 / The Management Board is elected by the General Assembly.

/ 3 / The Management Board adopts rules for its work.

 Art. 17. /1 / The Management Board:

  1. Makes decisions for participation in commercial companies, as well as for its termination;
  2. Plans, organizes and ensures the current work of the association, develops and proposes guidelines for its development;
  3. Manages the association in the period between the meetings of the General Assembly;
  4. Represents the association, as well as determines the scope of the representative power of the Chairman;
  5. Takes decisions on current issues related to the costs of acquiring rights and fulfilling the obligations of the association;
  6. Takes decisions for admission of new members, expulsion of members and ascertains their resignation, in accordance with this Statute and the Instruction adopted for this purpose;
  7. Determines the order and organizes the performance of the activity of the association, including the activity in general benefit and is responsible for that;
  8. Prepares the meetings of the General Assembly and reports to it for its activities;
  9. Organizes, implements and is responsible for the implementation of the decisions of the General Assembly;
  10. Determines the order and the way to stimulate activists and members of the association;
  11. In connection with its activity it establishes commissions, working groups and other auxiliary activities;
  12. Disposes of the real estate and movable property of the association.
  13. Discusses and resolves all issues, except those that are within the competence of other authorities of the association.

/ 2 / The Management Board is convened at least once a month. The convening is done by invitation sent by the Chairman of the Association to all members of the Board.

/ 3 / Extraordinary meetings of the Management Board are convened by the Chairman of the Association on his initiative or at the request of one third of the members of the Management Board. In the latter case, the Chairman of the Association is obliged to convene the Management Board within one week.

 Art. 18. /1 / The meetings of the Management Board are regular if more than half of its members are present.

/ 2 / The decisions of the Management Board are taken by a simple majority of those present, and the decisions under Art. 14, para 2 and under Art. 31, para 3 and para 6 of The Law on Non-Profit Legal Entities are taken by a majority of all members.

/ 3 / The members of the Management Board have the right to one vote.  Voting by proxy is allowed, with an explicit written power of attorney. A member of the Council may represent only one absent member.

/ 4 / The Management Board may take decisions in absentia, if all members of the Board sign the protocol for the respective decision, without remarks and objections.

/ 5 / A person is also present with whom it has a two-way telephone or other connection, guaranteeing the establishment of his/ her identity and allowing his/ her participation in the discussion and decision-making. The vote of this member shall be certified in the protocol by the Chairman of the Assembly.

/ 6 / The members of the Management Board are obliged to perform their duties in the interest of the association and to participate regularly in the meetings of the council.

 

VII. CHAIRMAN OF THE ASSOCIATION

Art. 19. /1 / The Chairman of the association is elected by the General Assembly by open voting.

/ 2 / The Chairman of the association:

  1. Represents the association in front of third parties, within its representative authority determined by the Management Board;
  2. Convenes and chairs the meetings of the Management Board;
  3. Disposes of the funds of the association within the approved budget and the decisions of the Management Board;
  4. Appoints and dismisses full-time employees of the association;
  5. Manages the current work of the association and keeps a register of the members of the association;
  6. Performs other activities in accordance with the Charter of Association, which are not within the direct competence of the other management authority of the association.

 

VIII. FUNDS AND PROPERTY

Art. 20. /1 / The property of the “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” consists of money, property, real rights, intellectual property rights and other rights, in accordance with applicable law.

/ 2 / The property is formed by introductory and annual membership fee, by donations, wills, sponsorship agreements, as well as by additional economic activity, in the sense of Art. 2, para 2 of this Statute.

/ 3 / The manner of property management is determined by the Management Board.

/ 4 / The Association may also form target funds by decision of the General Assembly, which determines the manner of their spending.

 

IX. TERMINATION AND LIQUIDATION

Art. 21. The association is terminated in the following cases:

  1. By decision of the General Assembly – by a majority of 2/3 of all members of the association;
  2. In case of transformation of the association, when this is required by the current legislation;
  3. By decision of the competent court:

– in case the association develops an activity that contradicts

the law or it is either contrary to public order or morals;

– in case the association is declared bankrupt.

Art. 22. /1 / Upon termination of the association, liquidation shall be carried out.

/ 2 / In case of liquidation the provisions of the Law on Non-Profit Legal Entities shall apply.

/ 3 / The liquidation is carried out by the Management Board or by a person appointed by it.  The distribution of the remaining property is carried out in accordance with the decision of the General Assembly of the association.

 

X. ADDITIONAL PROVISIONS

/1/ For the issues not settled in this Statute, it shall apply the current legislation and in particular the Law on Non-Profit Legal Entities.

/2/ The statute of “ASSOCIATION OF BULGARIAN FASHION DESIGNERS” was adopted of the Constituent Assembly of the association, held on 10.09.2021.

 

FOUNDERS:                                                             SIGNATURE:

For Estrela Couture EOOD – manager Irena Vucheva Velkovska;

For Panitex, EOOD – manager Alexandra Mitkova Chelebiyska;

For Maison Tangerine EOOD – manager Eric Dobromirov Velkovski.