EASSC STATUTES

Articles of Association of THE EUROPEAN ASSOCIATION OF STEEL SERVICE CENTERS (EASSC) Art. 1   ASSOCIATION 1.1                   An Association is constituted between national and supranational companies and/or organisations of the European Steel Service Center Industry for an unlimited duration. It is an association according to Art. 60 of the Swiss Civil Code. 1.2         The Association is called European Association of Steel Service Centers (EASSC). 1.3         Its registered office is in Basel, Switzerland. The office and/or the secretariat may be transferred at any time by decision of the Presidency. Art. 2   OBJECTIVES 2.1         The Association objectives are advice and service to the benefit of its members and more specifically: 2.1.1           to represent and promote the general interests of the members in one identifiable, professional organisation representing the European Steel Service Center Industry within EUROMETAL, the European Federation of Associations of Steel, Tube and Metal Distribution. 2.1.2           to establish and maintain appropriate working structures to serve the sector's needs regarding regional markets and/or different steel consuming industries. 2.2                   The Presidency will decide on the details of the objectives which will be reviewed every year. 2.3                   The Association shall refrain from any activity not in line with European Community Regulations. Compliance Guidelines will be decided upon by the General Assembly. Art. 3   Membership 3.1         The Association unites national and supranational companies and/or organisations meeting the following requirements: 3.1.1           They or their members engage in commercial activities which are mainly defined by the processing and distribution of steel products originating from own slitting and cutting activities, serving directly or indirectly the market supply of steel consuming industries. 3.1.2                      They or their members come from one of the EU-countries or one of the European countries having made trade agreements with the European Union. 3.1.3                      The members meeting both requirements above are regarded as full members. By decision of the General Assembly companies and/or organisations meeting only the requirements according to Art. 3.1.1. may become associate members with no institutional rights according to these statutes. 3.2         Applications for membership should be made to the Presidency to be ratified by the General Assembly. In the case of a rejection of an associate membership no reasons have to be given.   3.3         Notice of termination of membership will become effective on 31st December from receipt of the related registered letter by the President of the Association provided a minimum of six month notice has been given. 3.4         On the proposal of one of the bodies of the Association, a member may be excluded from the Association by decision of the Presidency to be ratified by the General Assembly in case of late payment of subscription, violation of the articles of association or other substantial reasons. Art. 4   ORGANISATION 4. 1        The organisational structure of the Federation consists of the General Assembly (Art. 5) and the Presidency (Art. 6). 4.2         All Association officials are subject to election every two years. Their reelection is possible. Any person who leaves the company or organisation he represented at the time of his election, ceases to hold his official appointments with the Association. Art. 5   General Assembly 5. 1        The General Assembly is the meeting of the delegates of the full members of the Association. Each member may only appoint one delegate. It is held at least once every two years. The date and place of the meeting are proposed by the Presidency which also draws up the agenda to be approved by the General Assembly. 5.2         The invitation to the meeting and the agenda will be sent to each delegate by the President at least four weeks before the meeting. Any items which delegates wish to see added to the agenda must be notified in writing to the President at least two weeks before the meeting. The General Assembly may add items to the agenda during the meeting which are approved by 30% or more of the delegates present. 5.3         The General Assembly constitutes the highest authority of the Association and 5.3.1           determines the general policy of the Association according to its Articles of Association, 5.3.2                      elects the President and from among its members the Vice Presidents of the Association, 5.3.3           ratifies applications for admission to and exclusion of members from the Association, in accordance with Art. 3, 5.3.4           adopts the budget, fixes the amount and subscriptions by members and  approves or rejects the accounts and annual reports, 5.3.5           amends the articles and decides on the dissolution of the Association. 5.4                       Each delegate is entitled to vote on all resolutions. The number of votes is directly linked to the basic fee each member has agreed to pay under the separated regulations of financial contributions. Should a delegate be prevented from attending the meeting, he may appoint in writing another representative to the meeting. 5.5                   The quorum of the General Assembly consists of 50% of the delegates entitled to be present or represented. If there is no quorum, the General Assembly can be convened again within two months by the President at the request of the Presidency giving one month's notice. Regardless of the number present or represented there shall be a quorum. 5.6                   All decisions not covered by Art. 8.2 are taken on a simple majority of the votes present or represented, the President's vote being the casting vote in the case of a tied vote. Art. 6   Presidency 6.1                   The Presidency of the Association consists of the President and Vice Presidents as elected by the General Assembly. 6.2                   The President represents the Association in all circumstances and presides over the General Assembly. In the event of impediment, he will be represented by one of the Vice Presidents. Art. 7   FINANCES 7.1         The Federation's resources are made up of the subscriptions from its members contributions, donations and subsidies of any kind. 7.2         The amount of the member's subscription is fixed by the General Assembly on the proposal of the Presidency, for the year following the General Assembly or for the two following years, if the next General Assembly is held only in two years time. 7.3                   The member's subscription is payable on notification by the President, for a whole year commencing on 1st January, in advance and to an account of the Association indicated by the President. The whole of the year's subscription is to be paid for the year in which a member acquires membership, as well as for the year in which a member terminates or loses his membership. 7.4         All offices in the Federation are taken by the delegates in an honorary capacity. The following expenses are borne or refunded by the Association:  the work of the Presidency,  expenses incurred with missions ordered by the Presidency, Art. 8   VariouS 8.1         In general the working language is English. Upon request the Executive Committee may decide on the use of further working languages. 8.2         Amendments to these articles of Association may be made only at the General Assembly and by a majority of three-quarters of the present and represented votes. This regulation is likewise applicable on the pronouncement of the dissolution of the Association and the decisions regarding its remaining assets and liabilities. 8.3         Legal relations between the Association and its members as well as between its members are regulated by the related dispositions of the Swiss law in the matter of associations. Exclusive jurisdiction for all disputes between the Association and its members is at the place of domicile of the Secretariat. 8.4         The original Articles of Association were approved by the General Assembly held in Brussels on 7 October 2005 and became effective from 1 January 2006 onwards. They were amended by the General Assembly held in Linz on 25 September 2009 and became effective the same day.