| Part I: Associations
Chapter III
Machinery of
the Association
Board of Directors
Article 32:
Each association
shall have a BOD composed of an odd number of at least five and at most fifteen directors
as may be decided by the statute. The directors shall be elected by the general assembly
for a term of six years. One third of the directors shall be re-elected by lot on a
biennial basis to replace directors whose membership has terminated.
The first BOD shall be appointed by the
founders' assembly for a period of maximum three months.
In associations involving foreign members,
the percentage of Egyptian directors shall be at least similar to their percentage to
total members of the association.
Article 33:
A candidates to the directorship of an
association shall be required to enjoy his civil rights. Other conditions shall be
determined by the statute of associations.
Article 34:
The BOD shall have in display at the
association's headquarters on the day following closing date for candidature, a list of
candidates, names. The administrative body shall be notified with the list within the
following three days, sixty days prior to the date of elections.
The administrative body as
well as any party concerned may notify the association with those deemed to be excluded
due to failure to satisfy candidature conditions. Should, within fifteen days from
date of advising the association, candidature
Not be proved to have been relinquished,
the administrative body may submit the matter to the committee set forth under Article 7
hereof.
Challenge to the committee's resolution
shall be made before the competent court before the scheduled date of elections.
Article 35:
It is prohibited to combine the
directorship of an association and employment in the administrative body or any other body
conducting supervision, directing, controlling or financing the association, unless so
authorized by the prime minister or whosoever authorized thereby for reasons related to
public interest.
Such ban shall not apply to associations,
whose membership is restricted to one of the said bodies.
Article 36:
A director may not perform any work for
account or in the interest of an association, where he has a personal interest. This shall
not prejudice his right to be paid for works performed for the association wherever the
statute allows so subject to approval by the BOD and ratification by general assembly of
such approval at the first meeting that follows.
In all cases, the director shall have the
right to be paid for the actual expenses incurred thereby for performing business of the
association.
A director may not cast vote on a
resolution for granting him fees or reimbursement of costs incurred.
Article 37:
The board of
directors shall manage the affairs of the association. To this end, it may perform any
kind of function except those required under this law and the association's statute to be
first ratified by the general assembly.
The board of directors should have a
chairman who represents the association before courts and third parties.
Article 38:
The
association's board of directors shall hold at least one meeting every three months.
Meeting shall be valid only if attended by the majority of its members.
Resolutions shall be issued by absolute
majority of members present unless otherwise stipulated by the statute.
In case of equal votes, the chairman's
shall be the casting vote.
The board of directors shall advise the
administrative body with the resolutions issued thereby or the general assembly within
thirty days of the date of issuance.
Article 39:
The
board of directors may appoint one of the directors or otherwise as a manager of the
association. The appointment decision shall define the administration functions assigned
thereto.
Article 40:
Subject to the provisions of the
association's statute, in case the member of directors is not sufficient for a valid
meeting to be held, the Minister of Social Affairs may, if necessary, subject to
consultation with the General Federation of NGO's and Associations appoint, under a
justifiable decision, a commissioner from among the rest of directors or otherwise, who
shall be vested with board of directors' terms of reference.
The commissioner shall convoke the general
assembly, within sixty days, to elect a new board of directors. Otherwise, the assembly
shall be deemed to be invited by virtue of law that is on the next Friday following the
unfulfilled date referred to.
The conditions for such meeting shall be
governed by the executive regulations of this law.
The commissioner 's mission shall end up
with the election of the new board of directors. |