« Working together for better customs systems »

 

 

 

New Statute of A.G.E.

 

TITLE I – General provisions

 

 

Article 1 – Name

 

A non-profit association governed by the law of 1 July 1901 is hereby formed, having as its title "Association pour la gestion du Groupement Eurodouane", referred to as AGE.

 

Article 2 – Object

 

The association shall be responsible for the financial and administrative management of cooperation actions conducted by the Eurocustoms Consortium. The members of the Consortium shall be the customs administrations of the European Union (EU). The decisions of the Consortium shall be taken by the Directors General of the customs administrations of the Member States of the EU or by the Eurocustoms Policy Board which represents them.

 

The Consortium ‘s objective is  to provide a collective response to the needs for modernisation and operational and institutional reinforcement of the customs, direct and indirect tax administrations of non-EU countries.

 

Article 3 – Registered Office

 

The association shall have its registered office:

  • from 12 January until 30 April 2008 at Tour de l'Horloge, 4 Place Louis Armand, 75012 Paris

  • from 1 May 2008 until the closure of the association at 11, rue des Deux Communes 93558 MONTREUIL cedex

 

Article 4 – Membership

 

The association shall comprise ex officio members and honorary members who may be individuals or legal entities.

 

Ex officio members, representing the French state, are:

 

- the Director General of the Customs and Excise Service of the French Republic or his representative;

- the Chief of Staff (Deputy Director General) of the Customs and Excise Service of the French Republic or his representative;

- the Assistant Director of Personnel and Finance of the Customs and Excise Service of the French Republic or his representative;

- the Assistant Director of the Customs Union and International Co-operation of the Customs and Excise Service of the French Republic or his representative;

- the Head of the General Policy Division of the Customs and Excise Service of the French Republic or his representative;

- the Head of the Finance and Accounting Division of the Customs and Excise Service of the French Republic or his representative;

- the Head of the International Co-operation and Relations Division of the Customs and Excise Service of the French Republic or his representative.

 

The Directors General of the customs administrations of the other Member States of the European Union or EFTA or their representatives may be honorary members. Honorary members may take part in ordinary and extraordinary general meetings in an advisory capacity. Honorary members may also sit on the association's Management Board in an advisory capacity.

 

If, before the association is dissolved, an ex officio or honorary member should cease to hold office, his successor in such office shall be admitted to membership by right.

 

The Director General of the Customs and Excise Service of the French Republic shall be ex officio chairman of the association.

 

Article 5 – Resources

 

 The association's resources shall comprise:

 - any direct or indirect subsidies that may be granted to it by the French state, other EU Member States or other national, Community or international public authorities;

-  sums received in return for services provided by the association;

- other resources authorised by laws and regulations.

 

Any surpluses shall be allocated to the association on the express condition that they are used for the purpose set forth at Article 2.

 

 

 

TITLE II – Operation of the Association.

 

 

Article 6 – Organs of the Association

 

The organs of the Association are :

 

-         the General Meeting

-         the Management Board

-         the Chairman

 

Article 7 – Management Board

 

The Management Board shall comprise:

 

-         a voting body, comprising all the ex officio members, including the chairman of the association;

-         an advisory body, comprising:

-         up to 7 (seven) representatives of the honorary members, including 2 (two) vice-chairmen appointed by the Directors General of the customs administrations of the Member States of the EU

-         the chairman of Eurocustoms’ Policy Board

-         the director of Eurocustoms

-         the financial controller of the French ministry for economic affairs, finance and industry.

 

The 2 (two) vice-chairmen have an advisory role and a renewable one-year term of office.

 

The chairman of the association shall chair the Management Board.

 

It shall meet at least once a year, the meeting being called by the chairman. Notice of the meeting shall be sent at least 1 (one) month before the date of meeting.  Notices of meetings, together with the agenda and documents for review, shall be sent to the members of the Management Board and to the financial controller. Minutes of meetings shall be sent to them as soon as they have been drawn up.

 
Article 8 – Management Board's powers

 

The Management Board shall have the widest powers to authorise all acts of management in compliance with the object set forth at Article 2.

 

It shall base its deliberations on the decisions and guidelines of the Directors General of the customs administrations of the Member States of the EU and Eurocustoms Policy Board.

 

Decisions of the Management Board shall be taken by a majority of the ex officio members present. In the event of a tie, the chairman shall have a casting vote.

 

Minutes of meetings shall be taken. They shall be kept at the association's registered office.

 

Article 9 – Non-remuneration

 

Members of the Management Board may not receive any remuneration in respect of the duties entrusted to them.

 

Article 10 – Chairman's Powers.

 

The chairman shall call general meetings and management board meetings. He shall represent the association in all civil acts and shall have all powers to that effect. He may act in court proceedings on the association's behalf, as plaintiff or defendant.

 

The chairman shall appoint the director on a proposal from the Directors General of the customs administrations of the EU. The chairman shall also appoint the treasurer.  The chairman may appoint an expert or adviser to attend upon invitation a meeting of the management board, at which he may give his views in an advisory capacity.

 

The director and the treasurer shall be appointed for a renewable three-year term.

 

Should the position of director or treasurer fall vacant as a result of death or resignation, the chairman shall appoint an acting director or replacement treasurer. The acting director's or replacement treasurer’s term of office shall expire when a new director or treasurer is appointed.

 

The chairman may delegate all or some of his powers to the director, including in particular the power of representing the Association in all transactions with the European Commission or other contracting party.

 

The chairman shall authorise expenditure as chief authorising officer and shall permanently delegate his powers in the matter to the director.

 

In the event of the chairman's death or resignation, and only until a successor is appointed, his powers shall be exercised as of right by the Deputy Director General of the Customs and Excise Service of the French Republic, who is an ex officio member of the association.

 

 

Article 11 – Director's Powers

 

The director shall have permanent power of attorney in performance of his duties to prepare and carry out all actions of a technical nature to be taken within the context of the association's object, taking account of decisions and guidelines issued by the Directors General of the customs administrations of the EU Member States and of the Eurocustoms Policy Board, and in accordance with the decisions of the Management Board.

 

As secondary authorising officer, the director shall sign contracts with binding effect on the association and give payment instructions to the treasurer, who is responsible for preparing expenditure documents.

 

The director may sub-delegate his signature.

 

Article 12 – Ordinary and extraordinary General Meeting.

 

a)     Ordinary annual General Meeting

 

The ordinary annual General Meeting shall comprise all the members of the association.

It shall meet each year, meetings being called by the chairman. The notice of meeting shall be sent at least 1 (one) month before the date of meeting and shall include the agenda.

 

The meeting shall hear reports from the Management Board, the director, the financial controller and the auditor. It shall approve the association's accounts in order to give discharge to the chairman and director of the association.

·        At least a quarter of the ex officio members must attend the ordinary annual General Meeting for it to be quorate.

·        If a quorum is not reached, a new meeting shall be called within 15 (fifteen) days; there shall be no quorum condition for such meeting.

·        All decisions shall be taken by a qualified majority of three quarters of the ex officio members present or represented. Minutes of meetings shall be taken. The minutes shall be kept at the association's registered office.

 

b)     Extraordinary General Meeting

 

An extraordinary General Meeting may be called by the chairman, the director or at the request of a majority of the association's members.

·        When deciding an amendment to the by-laws or dissolution of the association, the meeting must comprise at least half the association's ex officio members. If the quorum is not reached, a new meeting shall be held within 15 (fifteen) days; there shall be no quorum condition for such meeting.

·        All decisions shall be taken by a qualified majority of three quarters of the ex officio members present or represented. Minutes of meetings shall be taken. The minutes shall be kept at the association's registered office.

 

 

TITLE III – Financial Control

 

 

Article 13 – Financial Controls

 

The association shall be subject to controls conducted by the European authorities and to the financial control of the French state. The financial control by the French state to which AGE is subject is carried out by the financial controller to the French minister for economic affairs, finance and industry. The financial controller may attend Management Board meetings in an advisory capacity. In carrying out his assignment, the financial controller may make all enquiries, requests and communications and inspect all documents on-site.

 

The financial controller's report shall be provided to the chairman, who shall send it to all the association's members together with the notice of the ordinary annual general meeting.

 

Article 14 – Certification and Approval of Accounts

 

The Association pour la Gestion du Groupement Eurodouane (AGE) shall use double-entry bookkeeping according to the rules set forth in the chart of accounts.

 

The chairman, after consulting the members of the management board, shall appoint an auditor whose assignment shall be to certify the annual accounts of the association.

 

The auditor shall prepare a report which shall be sent by the chairman to all the association's members together with the notice of the ordinary annual general meeting.

 

The ordinary annual general meeting shall hear reports from the financial controller and auditor and shall vote on a motion to approve the accounts and give discharge to the chairman and director.

 

 

TITLE IV – Term - Dissolution.

 

 

Article 15 – Term

 

The association is created for an indefinite term.

 

Article 16 – Dissolution

 

An extraordinary general meeting called according to the procedure set forth at Article 12b above may decide to dissolve the association.

 

The general meeting shall appoint one commissioner to liquidate the association, who shall realise the assets and liquidate the liabilities.

 

The extraordinary general meeting held to dissolve the AGE shall decide on the distribution of the liquidation balance.

 

Article 17 – Application

 

The terms and conditions for application of these by-laws shall be set forth in rules of procedure decided by the Management Board.