Articles of Association of The United Association of Food and Beverage Merchants of Macao
Chapter I
General Provisions
Article 1
Name
The Association is named "澳门餐饮业联合商会" in Chinese, The United Association of Food and Beverage Merchants of Macao in English and União das Associações dos Proprietários de Estabelecimentos de Restauração e Bebidas de Macau in Portuguese.
Article 2
Purpose
The purpose of the Association is to love the motherland, support the "one country, two systems" principle and love Macao; to unite the catering industry and protect the legitimate rights and interests of the industry; to promote the commercial exchanges and contacts of the industry in Macao and with other countries and regions so as to contribute to the prosperity, progress and development of the Macao Special Administrative Region.
Article 3
Address
The address of the Association is Units R, S & T, 8/F, Walorly, Alameda Dr. Carlos d'Assumpção 335-341, Macao. The address may be relocated to other places in Macao by resolution of the Standing Council when necessary.
Chapter II
Member
Article 4
Member Categories and Qualifications
Members of the Association are divided into the two categories of corporate members and individual members, the qualifications of which are as follows:
1) Corporate members: Catering corporations holding various catering licenses issued by the Macao Government Tourism Office and the Civic and Municipal Affairs Bureau may apply for corporate membership of the Association. Each corporate member must designate a person as its representative; if the representative of the corporation changes, the corporation shall apply for the replacement of the representative in the form of a letter. Corporate members are divided into Class A and Class B. Members holding catering licenses issued by the Tourism Office are Class A members and those holding catering licenses issued by other public authorities are Class B members.
2) Individual members: Any person in charge of finance or any leader of any of the above-mentioned corporations, such as shareholder, director, manager or senior officer, may apply for individual membership of the Association.
Article 5
Application for Membership
Any corporation or individual that applies for membership must be introduced by a member of the Association and approved by the Council before full membership is obtained.
Article 6
Membership Rights
Members of the Association enjoy the following rights:
1) To vote and to be elected;
2) To participate in activities organized by the Association;
3) To enjoy the welfare and benefits provided by the Association, etc.
Article 7
Membership Obligations
Members of the Association assume the following obligations:
1) To abide by the Articles of Association and resolutions of the Association and safeguard the rights and interests of the Association;
2) To promote affairs of the Association and develop mutual cooperation between members;
3) To pay membership funds and membership fees as scheduled.
Article 8
Delay in Membership Fund and Membership Fee Payment
A member that delays membership fee payment for more than six months and still fails to make the payment upon being urged shall cease exercising all rights of the members of the Association; if the member still fails to make the payment for another six months or more, its membership will be automatically withdrawn, and its previously paid membership funds and membership fees will not be refunded.
Article 9
Punishment
A member that conducts any acts that undermine the reputation of the Association in violation of the Articles of Association thereof shall be punished by the Council with advice, warning or dismissal from membership depending on the severity of such acts. If the member is dismissed from membership, its previously paid membership funds and membership fees will not be refunded.
Chapter III
Organization
Article 10
General Assembly
1. The General Assembly is the highest authority of the Association, composed of all members, and presided over by the president. The president group of the General Assembly has one president and several vice presidents. The president is the supreme leader of the Association and represents the Association externally; the vice presidents are responsible for assisting with the work of the president. The president and vice presidents may attend the meetings of the Council and the Standing Council, as well as the joint meetings of the president group, the Council and the Board of Supervisors and shall have the right to speak at such meetings.
2. In addition to other authority provided for in the law and the Articles of Association, the General Assembly also has the following authority:
1) To formulate or amend the Articles of Association of the Association;
2) To elect all members of the president group of the General Assembly, the Council, the Standing Council and the Board of Supervisors;
3) To determine the work guidelines, tasks and work plans;
4) To review and approve the Council's reports on the affairs of the Association and the reports of the Board of Supervisors.
Article 11
Council
1. The Council is the executive body of the Association, composed of a chairman, several vice chairmen and several council members that are elected by the General Assembly. The total number must be singular. The chairman shall assist the president with external affairs; internally it shall convene and preside over meetings of the Council and the Standing Council and shall be responsible for major affairs of the Association. The vice chairmen shall assist the chairman with its work; if the chairman is absent, the vice chairmen shall perform the duties of the chairman by order.
2. In addition to other authority provided for in the law and the Articles of Association, the Council also has the following authority:
1) To implement resolutions of the General Assembly;
2) To plan and develop affairs of the Association;
3) To report its work to the General Assembly and offer suggestions.
3. The Council may, depending on the needs of its work, engage a number of consultants and employ a number of salaried secretaries and staffs.
4. The Council may, by resolution, delegate its authority to the president of the Association, the chairman and/or several standing council members.
Article 12
Standing Council
1. The Council has a Standing Council that is composed of a chairman, a vice chairman and several standing council members that are elected by the General Assembly, responsible for the management of the Association and the handling of daily affairs of the Association. The total number must be singular.
2. The Standing Council has departments such as general affairs, labor relations, liaison, sports and recreation, welfare, finance, membership, law, public relations, youth committee, women and cooking skills. Each department has one department head, several deputy department heads and several members. The Council shall elect a chairman, a vice chairman and standing council members assuming corresponding responsibilities.
3. In addition to other authority provided for in the law and the Articles of Association, the Standing Council has the right to decide whether to sell or make an appointment to sell, whether to purchase or make an appointment to purchase, whether to rent out or lease the immovable property of the Association, or whether to set a mortgage or other encumbrances thereon.
4. The Standing Council may, by resolution, delegate its authority to the president of the Association, the chairman and/or several standing council members.
Article 13
Representative of the Association
The Association is an organization with legal-person qualifications. Whenever it signs a document or contract with the Macao Special Administrative Region, any relevant public institution or any private entity, any bank account incomings and outgoings involved therein shall be signed by the representative of the president or chairman, or the representative appointed by a resolution of the Standing Council.
Article 14
Board of Supervisors
1. The Board of Supervisors is the supervisory organ of the Association, composed of a chairman, several vice chairmen and several supervisors that are elected by the General Assembly. The total number must be singular.
2. In addition to other authority provided for in the law and the Articles of Association, the Board of Supervisors also has the following authority:
1) To supervise the implementation of resolutions of the General Assembly by the Council and the Standing Council;
2) To review accounts on a regular basis;
3) To review relevant annual reports of the Council and to prepare annual reports on the supervisory activities to be submitted to the General Assembly for consideration and approval.
Article 15
Tenure
The tenure of the members in the organizational structure of the Association is three years and the members may serve consecutive terms if reelected upon expiration of such tenure.
Article 16
Honorary Position
Through a resolution of the Standing Council, the Association may employ social celebrities as Honorary Chairman, Honorary President, Association Consultant, Consultant and other positions.
Chapter IV
Meeting
Article 17
Meetings of the General Assembly
1. A regular meeting of the General Assembly shall be convened on a yearly basis by the chairman in accordance with the Articles of Association. If the Council deems it necessary, or if more than one third of the members make a joint request, an extraordinary meeting of the General Assembly shall be convened.
2. The convening of a meeting of the General Assembly shall be notified by registered mail or by signature as confirmation eight days prior to the meeting. If the meeting is convened for the first time, it must be attended by half or more of the members; if the quorum is not reached, the meeting will be convened for the second time more than thirty minutes after the time specified in the notice and the meeting will be held regardless of the number of attendees, unless otherwise provided by law.
3. A member of the Association may, by a duly signed written letter of authorization, authorize a member of the Association or an office holder to attend and vote at a meeting of the General Assembly.
Article 18
Other Meetings
1. A regular joint meeting of the president group, the Council and the Board of Supervisors must be held every six months and may be convened by either the president or the chairman and presided over by the president, without prejudice to the convening of an extraordinary joint meeting by the president or the chairman when it deems it necessary. If the president is absent, the chairman shall preside over the meeting.
2. A regular meeting of the Council must be held every three months and shall be convened and presided over by the chairman, without prejudice to the convening of an extraordinary meeting by the president or the chairman when it deems it necessary. If the chairman is absent, the vice chairmen shall preside over the meeting by order.
3. A regular meeting of the Standing Council must be held every three months and shall be convened and presided over by the chairman, without prejudice to the convening of an extraordinary meeting by the president or the chairman when it deems it necessary. If the chairman is absent, the vice chairmen shall preside over the meeting by order.
4. A regular meeting of the Board of Supervisors must be held every three months and shall be convened and presided over by the chairman, without prejudice to the convening of an extraordinary meeting by the chairman when it deems it necessary. If the chairman is absent, the vice chairmen shall preside over the meeting by order.
5. Meetings under the preceding paragraphs may be held only in the presence of a majority of office holders.
6. Resolutions adopted by the Council and the Standing Council must be agreed or endorsed by the president or will not take effect.
Article 19
A Majority of Votes to Pass a Resolution
1. Except as otherwise provided in the law and the Articles of Association of the Association, resolutions of all meetings of the Association shall be subject to the affirmative votes of a majority of the members present.
2. A resolution to amend the Articles of Association of the Association must obtain the affirmative votes of three-fourths of the members present or member representatives.
2. A resolution to dissolve the Association must obtain the affirmative votes of three-fourths of all members.
Chapter V
Funding
Article 20
Membership Funds and Membership Fees
Members are required to pay their membership funds when they join the Association and must pay their membership fees on a monthly basis. The standards for the membership funds and membership fees shall be notified to the members for implementation upon decision by a meeting of the Council.
Article 21
Income
The Council may, when it deems it necessary, accept sponsorships, grants, donations or bequests from the government, organizations, societies or individuals.
Chapter VI
Supplementary Provisions
Article 22
Effectiveness Date
The Articles of Association may be implemented upon adoption by the General Assembly.
