PREAMBLE
Section 1. Purpose of the Association
ICBC commits:
● To Represent the worldwide Circassian, Abkhazian and Chechen Business Community.
● To Promote a strong and responsive community.
● To Advocate for the rights of the Circassian community on all fronts.
● To Respect our Code of Ethics with our genuine, open, and encouraging interactions with one another, we shall succeed in achieving these objectives.
ARTICLE 1 - NAME AND LOCATION
Section 1 Name:
The name of this organization is the International Circassian Business Council, a not-for-profit organization incorporated in Istanbul Turkey.
Section 2. Location:
The Association's HQ is Istanbul, Turkey. Branches and/or representations in other locations may be chosen by the International Executive Board.
ARTICLE 2 - MEMBERSHIP
Section 1. Qualification
ICBC is aiming to have professionals of Circassian, Abkhazian, Chechen ethnicity who prioritize ethical, effective, and efficient communication in their business activities.
ICBC membership is open to Circassian businessmen and businesswomen who meets the membership eligibility criteria. All members are required to follow the Association's Code of Conduct and Code of
Ethics.
Global business leaders, political leaders and senior experts from finance, labour, academia and the media who have Circassian, Abkhazian, Chechen ethnicity are strongly invited to take part at ICBC.
To be accepted as a member,
One current member should be a reference for the nominee and the application of the nominee should be approved by the majority of the INTERNATIONAL EXECUTIVE BOARD.
Section 2. Member Rights
(a) Voting Rights: Professional Members of the Association are eligible to vote. Each professional member is a delegate-at-large.
(b) Open Meeting Attendance: Professional Members may attend and witness all Association open meetings as well as meetings and sessions of all Association boards, committees, task forces, work groups, and other subgroups. Some meetings may be charged a fee by the Association and its Regions, Chapters, and other subdivisions.
(c) Closed meeting attendance: Professional Members are not entitled to attend sessions of the International Executive Board and the Council Management.
Section 3. Membership Fee
(a) Professional Members: 1000 EUR Annually
(b) Length of Membership: Membership term is for a minimum of one year and dues are assessed on a yearly basis.
(d) Refunds: No membership dues will be reimbursed to any member whose membership is terminated for any reason.
Section 4. Member Resignation, Discipline and Removal
Membership is effective during the period for which dues have been paid.
(a) Resignation. Any individual who is a part of the association has the option to voluntarily terminate their membership by submitting a formal written resignation to the ICBC Council Management. Upon termination of membership, all rights, privileges, and interests that a member holds in or to the Association shall terminate. No dues shall be refunded.
(b) Discipline. Upon receipt of a disciplinary matter from the Ethics Committee, the International Executive Board will assemble within a period of 90 days, either through a physical gathering or an online meeting, to comprehensively evaluate all available evidence and make a decision regarding the imposition of disciplinary measures upon the member in question. Discipline may include a written censure, suspension for a specific period of time or expulsion from membership.
(c) Censure. Censure can only be imposed on a member through a majority vote of the International Executive Board. Censure is a formal admonishment that will be issued to the member within a period of 10 days subsequent to the Board's determination.
(d) Suspension. Membership suspension can be initiated by the International Executive Board through a two-thirds majority decision. The member shall receive a notice of suspension within a period of 10 days subsequent to the decision made by the Board. The notice of suspension shall encompass a comprehensive explanation of the grounds for the suspension.
(e) Expulsion. Membership termination can be initiated through a two-thirds majority decision by the International Executive Board, resulting in the expulsion of the respective member. The member will receive a notice of expulsion within a period of 10 days subsequent to the decision made by the Board. The notice of expulsion shall encompass a comprehensive explanation of the grounds for the expulsion. Any individual who is expelled from the Association will be prohibited from engaging in any Association activities or presenting themselves as a member of the Association.
(f) Reinstatement. A member who has been expelled from ICBC has the opportunity to request readmission following a duration of five years. The process of reinstating membership necessitates a two-thirds majority decision from the International Executive Board.
ARTICLE 3 - ORGANIZATIONAL STRUCTURE
Section 1. Administrative Year: The Association’s Administrative Year is the calendar year.
Section 2. Organization: As long as they serve the Association's goals, the International Executive Board can set up organizational groups like Regions, Committees, affiliates, and sections.
Section 3. Geographic Regions: The International Executive Board will decide from time to time how to divide the Association into geographical areas. All actions and events in the region must follow the ICBC Code of Ethics, bylaws, policies, and procedures.
ARTICLE 4 - MEETINGS
Section 1. Annual General Meeting The Association will organize an Annual General Membership Meeting to facilitate the election of directors for the International Executive Board and to address matters pertaining to the functioning of the Association.
Section 2. Special Meetings
Special meetings can be convened by the International Executive Board or the Council Management, as determined by the prescribed time and location designated by the Chair of the International Executive Board. Special meetings have the flexibility to be conducted at any given venue. A minimum of five percent of Professional Members have the authority to convene a Special Meeting. This can be done by submitting a written request to the International Executive Board Secretary or ICBC, who will then forward it to the International Executive Board Chair. The Special Meeting of the International Executive Board must be convened within a time frame of no less than 30 days and no more than 60 days following the receipt of the request.
Section 3. Voting
(a) Eligibility: Those eligible to vote at the Annual General Membership Meeting or Special Meeting shall be professional members.
(b) Allocation of Votes: Each International Executive Board member and Council Management Members shall have 2 votes. Each Professional Members shall have 1 vote.
(c) Conducting Votes: All legal methods of voting, such as mail, phone calls, telegrams, WhatsApp, e-mail, or other electronic or telecommunication transmissions, may be used to cast votes on any topic, including bylaw amendments and the election of directors or officers for the International Executive Board. However, each voting method must either specify or submit evidence proving that the vote was approved by the member.
ARTICLE 5 - INTERNATIONAL EXECUTIVE BOARD
Section 1. Authority and Responsibility
(a) Scope of Authority: The International Executive Board will have supervision, control, and direction of the affairs of the Association's operations; decide on any policies or modifications to them within the bounds of the law and the Articles of Incorporation; and enforce the ICBC Code of Ethics for Members.
(b) Special Assignments: The Chair has the authority to allocate specific tasks to committee directors as established periodically by the International Executive Board, and to define their respective roles and obligations. Directors responsible for overseeing special assignments are authorized, subject to the approval of the International Executive Board, to establish committees, work groups, or task forces of any magnitude, as deemed essential to fulfil their responsibilities. The selection of committee, work group, or task force members shall be conducted in accordance with guidelines that have been set by the International Executive Board.
Section 2. International Executive Board Composition
The composition of the International Executive Board shall comprise the Chair, the Immediate Past Chair, the Vice Chair, and the Secretary. The members of the Executive Council (Council Management) serve as the delegate-at-large for the International Executive Board.
Section 3. International Executive Board Meetings
(a) Meetings of the International Executive Board: The International Executive Board shall meet no less than three times during each Administrative Year on site or virtually.
(b) Special Meetings of the International Executive Board: Special Meetings of the International Executive Board can be convened by the Chair of the International
Executive Board or upon the request of two-thirds of the directors and officers of the International Executive Board.
Section 4. Compensation
Members of the International Executive Board will not get paid or receive any compensation for their work as members of the International Executive Board. However, Hotel & transportation expenditures of the Council management and the International Executive Board members (only limited with hotel and transfer [5 Stars Hotel bb & Economy Class Tickets) will be reimbursed from the association budget within the scope of all events and projects to be handled by the Association.
ARTICLE 6 - COUNCIL MANAGEMENT
Section 1. Authority and Responsibility
Scope of Authority:
The Council Management possesses the authority to act on behalf of the Association within the boundaries defined by organization rules (code of ethics) and laws. The Council Management is required to submit reports on their actions to the International Executive Board using various communication channels, such as mail, electronic methods, or any other kind of transmitted or recorded communication. Alternatively, they may present these reports during the next scheduled International Executive Board meeting.
Section 2. Composition and Selection
The Council Management shall consist of the officers and one International Executive Board director at large who also serves as Chair of the Audit & Risk Committee. The Chair of the International Executive Board shall chair the Council Management.
ARTICLE 7 – COMMITTEES
Section 1. Selection Criteria
The selection of committee, work group, and task force members shall primarily be based on the competency criteria provided by ICBC. The appointment of chairpersons for all committees, work groups, and task forces shall be carried out by the Council Management.
Section 2. Finance Committee
(a) Appointment and Composition: The Chair of the International Executive Board will choose a Finance Committee. As Chief Financial Officer, the Secretary will lead the Committee. The International Executive Board and Council Management Members may also be on the Committee.
(b) Duties: The Finance Committee's duty is to look over regular financial results, make sure that an operating budget for the fiscal year chosen by the International Executive Board is made, review ICBC's projects and events every year, and suggest reserve amounts for the Operating Reserve Fund and the Special Project Fund.
Section 3. Audit and Risk Committee
The International Executive Board Chair shall appoint Audit and Risk Committee. The committee will consist of 5 professional members. ICBC shall have its in house accounting and accountant. However, ICBC execute all financial audits by outsourcing from an Independent Audit Company.
Section 4. Other Standing Committees, Special Committees, and Task Forces
The International Executive Board Chair shall appoint such other committees, subcommittees, task forces, work groups, or advisory bodies that are necessary and which are not in conflict with other requirements.
ARTICLE 8 - FINANCE
Section 1. Authority
The International Executive Board will oversee, manage, and provide direction for the receipts and outlays.
Section 2. Usage of Funds
Funds may only be utilized by the Association for the purposes (events, projects, initiatives, etc.) that are specified in the "proposed activity report" and have received approval from the International Executive Board. No part of those funds can be transferred to any individual ICBC members for any reason.
However, Hotel & transportation expenditures of the Council management and the International Executive Board members (only limited with hotel and transfer [5 Stars Hotel bb & Economy Class Tickets) will be reimbursed from the association budget within the scope of all events and projects to be handled by the Association.
A proposed activity report will be generated at the conclusion of each six-month period, encompassing the upcoming six-month term.
Section 3. Operating Reserve Fund
The International Executive Board is responsible for creating policies and maintaining or increasing financial reserves in order to maintain the Association's reasonable financial stability and the ongoing operations of ICBC, which include event planning, member services, capital improvements, and facility maintenance. The International Executive Board will ratify the amount of the Operating Reserve Fund once it has been examined by the Finance Committee each year.
Section 4. Special Project Fund
The International Executive Board is responsible for creating policies and building up any financial reserves necessary to support special projects. The International Executive Board will ratify the amount of the Special Project Fund once it has been examined by the Finance Committee each year.
Section 5. Audit
ICBC shall have its in house accounting and accountant. However, ICBC execute all financial audits by outsourcing from an Independent Audit Company. The accounts of the Association shall be audited not less than annually by an independent Audit Company and a Certified Accountant, approved by the International Executive Board, who shall provide a report to the Audit and Risk Committee and the International Executive Board.
ARTICLE 9 - AMENDMENT OF BYLAWS
These bylaws may be amended only at an Annual General Membership Meeting
ARTICLE 10 - DISSOLUTION OF THE ASSOCIATION
Motion to Dissolve: The dissolution of the Association can only occur during an Annual Meeting of the Association, requiring a two-thirds majority decision from the Delegates.
Any questions? Please reach out to members@icbc.org.tr
