| 5.2 The Council of SEEPAD |
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5.2.1 Composition and powers 5.2.1.1 The Council is the highest governing body of SEEPAD between the meetings of the General Assembly. 5.2.1.2 The Council of SEEPAD is composed of one person representing each Full Member, the head of the Membership Committee, and the President of SEEPAD, who also serves as President of the Council, with an additional person representing a Full Member of the President's country of residence. 5.2.1.3 The candidates for Council membership, except for the additional candidate to represent the President's country of residence, are nominated by the Member Bodies of the countries of registration once every two years and elected at the meeting of the General Assembly. 5.2.1.4 Each Council representative may be accompanied to Council meetings by two technical advisors, who shall not be entitled to vote at such meetings. 5.2.1.5 The Council may admit international organization as non-voting observers. During the first three years from the date of registration, the Council includes as non-voting Observers, one representative of the Organization for Economic Co-operation and Development (OECD), and one representative of the U.S. Agency for International Development (USAID). |
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5.2.2 Powers of the Council
5.2.2.1 The Council elects a President, Vice-President and Treasurer from amongst its members. Upon election of the President, the Council elects an additional member of Council to represent the President's country of residence from candidates of Full Members of that country. The head of the Membership Committee is elected by Council and serves as a member of Council.
5.2.2.2 Upon the nomination by the President, the Council appoints an Executive Director.
5.2.2.3 The Council:
a) Adopts a two-year strategic plan for SEEPAD and makes decisions on proposals
submitted to it by the Administrative Office;
b) Confirms the Internal Rules of Procedure, presented by the Administration
Office, which establish working procedures for the Council, Administrative Office,
Committees and General Assembly;
c) Decides the date, place and nature of any event of SEEPAD, such as seminars,
conferences, congresses, etc.;
d) Recommends to the General Assembly the professional bodies of accountants
and/or auditors to be admitted to membership of SEEPAD;
e) Suspends membership in SEEPAD in the following cases:
f) Non-payment of its annual financial contribution in accordance with the provisions
of Article 3.2.3; and
g) Acts bringing the profession into disrepute.
h) Recommends to the next ordinary meeting of the General Assembly the exclusion
of any Member Body and recommends to the General Assembly any amendments to
these Articles;
i) Recommends to the General Assembly the amounts of membership fees to be paid
annually by each Member Body of SEEPAD, along with other financial contributions
that may be determined as necessary to maintain the activities of SEEPAD;
j) Recommends to the General Assembly the budget for the next year and determines
the allocation and use of funds within budget limits;
k) Distributes to all Member Bodies an annual report on the activities of SEEPAD,
including the audited annual financial statements;
l) Gives notice of the ordinary and any special meetings of the General Assembly;
m) Takes any action which is in the general interest of SEEPAD and which is
not expressly denied to it by these Articles, provided that it does not involve
itself in the domestic affairs of a Member Body;
n) Appoints external auditors and determines their remuneration;
o) Approves the symbols of SEEPAD and organizes the membership Register of SEEPAD;
and
p) Makes decisions on the establishment of foundations or commercial enterprises
and approves their Charter.
5.2.2.4 The Council has the power to decide on the setting up and dissolution of Committees to assist in the achievement of SEEPAD objectives and may delegate some of its powers to such Committees, with exception of the authority to make and amend legal documents regulating the affairs of SEEPAD.
5.2.3 Quorum and majority
5.2.3.1 Each member of the Council has one vote. The President shall have the right to vote only in the event of an equality of votes. The meeting of the Council is deemed to have a quorum if at least two-thirds of the representatives are present or represented by proxy.
5.2.3.2 Council decisions are adopted by a majority
of the votes cast by all those Council members, present or represented by proxy.
A two-thirds' majority is required for the following decisions:
a) Proposals to the General Assembly on amendments and changes to these Articles;
b) Proposals to the General Assembly on decisions to admit and exclude Member
Bodies from SEEPAD;
c) Proposals to the General Assembly on the dissolution of SEEPAD; and
d) Proposals relating to the suspension of membership.
The Executive Director records the decisions of the Council in the minutes signed by the President.
5.2.3.3 In the event of a Council member being prevented from attending the meeting, the representative is empowered to appoint a proxy, who is a Full Member. The President must be informed of the appointment of this proxy no later than the beginning of the meeting.
5.2.4 Meetings of the Council
5.2.4.1 The Council conducts meetings no less than two times every year.
5.2.4.2 Convening of the Council
A meeting of the Council may be called at any time:
a) By the President; or
b) At the written request of one-third of Council members.
5.2.4.3 Notice of meetings of the Council
The members of the Council shall receive notice in writing of a meeting of the
Council no less than 30 days before the meeting. Such notice shall specify the
place, time, date and general nature of the business to be transacted at the
meeting.