1. GENERAL PROVISIONS
1.1. The Union of legal entities “National pasture users’ Association of Kyrgyzstan “Kyrgyz Jayity”, hereinafter referred to as – “Association” is a voluntary non-profit organization established upon the initiative of legal entities of the Kyrgyz Republic on the basis of the community of interests for the realization of common goals provided by the present Charter.
1.2. In the course of its activity, the Association shall be guided by the requirements of the current legislation of the Kyrgyz Republic, by the present Charter.
1.3. The Association shall act on the basis of voluntary participation, equality of its members, self-management, legitimacy and publicity. The Association members shall retain their self-independence and rights of the separate participants to business transactions.
1.4. The Association is a legal entity of the Kyrgyz Republic, it has separate property, acts as an independent accounting entity, has its own seal and stamp with its name, company’s letterhead papers and another attributes, opens settlement and other accounts in the bank institutions, including the accounts in a foreign currency.
1.5. Full name of the Association:
- in the state language: «Кыргыз Жайыты» Кыргызстандын жайыт пайдалануучулар Улуттук Ассоциациясы» Юридикалык жактардын бирикмеси;
- in the official language: Объединение юридических лиц «Национальная Ассоциация пастбищепользователей Кыргызстана «Кыргыз Жайыты»;
- abbreviated name: in the state language - «Кыргыз Жайыты» Кыргызстандын жайыт пайдалануучулар Улуттук Ассоциациясы» ЮЖБ;
- in the official language: «Национальная Ассоциация пастбищепользователей Кыргызстана «Кыргыз Жайыты» ОЮЛ.
1.6. Location of the Association: bld. 1 “A”, Akhunbaev str., Bishkek city, Kyrgyz Republic.
1.7. The members of the Association are the legal entities of the Kyrgyz Republic having entered into and signed the Deed of incorporation of the Association in the order established by law.
2. TASKS AND PURPOSES OF THE ASSOCIATION’S ACTIVITIES
2.1. The Association shall carry out its business activities for the purposes of:
- practical, methodological and technical assistance for prevention, revealing and analysis of the current conflicts and settlement of disputes, conflict situations between the pasture users, pasture users’ associations /pasture committees (hereinafter – PUA/PC), local self-governing bodies (hereinafter – LSGB), territorial administrations of forestry management and environmental protection.
- Facilitation in the formation and increase of the potential of pasture users’ associations, district associations of PUA and the other interested parties included into the rows of the Associations.
- Facilitation in creation and development of innovative demonstration measures to demonstrate reasonable practicality and economic efficiency of the sustainable use of pasture resources.
- Facilitation in spreading successful practical experience of sustainable use of pastures both within the country and in the other countries.
- Monitoring and assessment of the PUA/PC activities, operations support, communication with donors and promotion of the Association’s interests at the republican level.
2.2. The main tasks of the Association are:
- coordination of activities and development of the Association’s members in the sphere of effective management and use of pastures, pasture resources and infrastructures;
- facilitation in the development and realization of the effective plans of management and use of pastures of the Kyrgyz Republic;
- rendering of organizational, legal, methodological and consultative support to the Association’s members;
- development of collaboration with the public authorities;
- granting and protection of rights and legal interests of the Association’s members in the state, public, judicial and the other bodies of the Kyrgyz Republic and far beyond;
- rendering of legal, informative and other services to the Association members;
- attraction and assignment of financial means for the Association’s activity development;
- establishment and support of the international links and direct contacts regarding the effective use of natural resources within the territory of the Kyrgyz Republic and far beyond;
- study and spreading of the national and international experience of management and use of pastures;
- facilitation/assistance in compliance and implementation of the legislation of the Kyrgyz Republic, the law of the Kyrgyz Republic “On pastures” and the other regulatory legal acts regulating the legal relations on management and use of pastures, including the internal regulatory/guiding documents of the Association;
- facilitation in the development of agriculture of the Kyrgyz Republic.
- To fulfill its purposes and tasks, the Association shall:
- interact with the international organizations, non-profit and commercial organizations, centres, Associations, legal entities and natural persons, state bodies in the Kyrgyz Republic and far beyond;
- organize and hold, also take part in seminars, “round tables”, conferences and other events in the field of management and use of pastures;
- coordinate the efforts of the Association’s members in the field of creation and implementation of new ways and methods in the field of cattle breeding and other kinds of pastures’ use;
- effect cooperation with the native and foreign non-profit and commercial organizations to establish direct contacts and attract financial means and grant assistance;
- forward the relevant proposals and recommendations on the improvement of legislation in the sphere of management and use of pastures;
- creation of data bases containing the information in all directions of the Association’s members activities (for example, data base of experts, specialists, consultants) with the specialized knowledge for the purpose of assuring the implementation of projects, programs and plans on management and use of pastures, including the commercial contracts; data base of the state of pastures and their infrastructure, areas of pastures and livestock number in view of rural councils, information of cattle vaccination, average income of pastures and others.
- attract required labour (intellectual) resources for qualitative fulfillment of the obligations in the realization of projects and programs and strengthening the Association’s potential, including its members;
- issue informative, methodological and educational guides, posters, brochures and etc.
- carry out any other activities, which do not contradict the legislation of the Kyrgyz Republic and which is connected with the realization of tasks and purposes of the Association.
3. LEGAL STATUS OF THE ASSOCIATION
3.1. The Association is a legal entity from the date of state registration at the judicial bodies of the Kyrgyz Republic.
3.2. The Association has the right to determine the internal organizational structure, rules and procedures, production and economic, financial and other activities at its own discretion.
3.3. The Association shall independently own, use and dispose its property, can sue and be sued in a court, conclude contracts and make other transactions that are not prohibited by the legislation of the Kyrgyz Republic.
3.4. The Association has the right to join international public organizations and maintain direct international relations.
3.5. The Association has the right to establish mass media and carry out publishing activities in accordance with the legislation of the Kyrgyz Republic.
3.6. The Association has the right to determine the procedure for using its revenues, the forms and amounts of remuneration for labor and reward of its employees at its own discretion.
3.7. The Association has no right to distribute the revenue earned between its members, officials and employees. The revenue earned is directed to the realization of its statutory purposes and tasks.
3.8. The Association has the right to carry out entrepreneurial activity in accordance with the legislation of the Kyrgyz Republic through the establishment of commercial organizations in order to implement statutory tasks without distributing the revenue earned between the members and officials of the Association.
3.9. The Association has the right to establish representative offices and branches.
3.10. The Association has the right to establish foundations necessary for its activities, including:
- social development and promotion;
- reserve (insurance) and others.
3.11. The Association has the right to establish and participate in the establishment of legal entities with different organizational and legal form both in the territory of the Kyrgyz Republic and far beyond.
3.12. The Association has the right to determine the use of loans and grants at its own discretion.
3.13. The Association may also take other actions that are not prohibited by the legislation of the Kyrgyz Republic.
4. ASSETS AND MEANS OF THE ASSOCIATION4.1. The Association has independent assets and stand-alone balance sheet.
4.2. The property of the Association is formed for account of material and financial receipts from the following sources:
- members’ contributions;
- revenues from the production and economic activities, which is carried out in accordance with statutory purposes of the Association;
- non-repayable and charitable contributions, grants, technical and sponsor support of the citizens and legal entities, national and international organizations;
- short-term and long-term loans and credit lines;
- other revenues that are not prohibited by the legislation of the Kyrgyz Republic in force.
4.3. Assets and means of the Association are used and directed to:
- implementation of the statutory purposes and tasks of the Association;
- payment for labor to the employees of the Association;
- acquisition of property, office supplies, equipment and any other inventory required for the Association’s activity;
- charitable and any other purposes that are not contrary to the legislation of the Kyrgyz Republic and present Charter.
4.4. The Association shall possess, use and dispose the property it owns: buildings, facilities, housing funds, equipment, transport, inventory, property of cultural-educational and recreational purpose, monetary funds, shares, other securities and another property required for material support of statutory activities.4.5. The Association is liable for its debts to the extent of all assets belonging to it in accordance with the legislation of the Kyrgyz Republic in force.
4.6. Real property (buildings, structures, facilities and others) of the Association can be alienated only upon the decision of the General meeting of the Association members.
5. MEMBERSHIP IN THE ASSOCIATION
5.1. Membership in the Association is voluntary. Members of the Association can be legal entities, public associations, foundations and other non-profit organizations recognizing the charter of the Association and being able to contribute to the implementation of the purposes and tasks of the Association.
5.2. The Association does not act as a parent body in relation to its members.
5.3. The Association is open to new members.
5.4. The members of the Association shall bear subsidiary liability for the obligations of the Association of their assets in the amount of the entry fee they paid.
5.5. The Association shall not be liable for the obligations of its members.
5.6. The members of the Association do not retain the rights to the transferred property, including the membership fees.
5.7. The members of the Association shall pay mandatory entry and periodic membership fees. The General Meeting of the Association members shall establish the amount and frequency of contributions.
5.8. The members of the Association have the right to make voluntary special-purpose contributions aimed at the achievement of the statutory purposes and tasks of the Association.
5.9. Admission to the Association’s membership shall be carried out on the basis of a written application submitted in the name of the Chairman of the Association’s Council. The Council shall consider the written application of the member joining the Association within one month, in the case of refusal, there is issued a motivated decision indicating the reason for rejection.
5.10. The decision on admission to the Association’s members shall be made at the meeting of the Association Council by a simple majority vote of the present members of the Council, which is recorded in the minutes of the Association Council meeting.
5.11. A candidate for the Association’s membership shall acquire the status of the Association’s member from the date, on which there was made full payment of the entry fee.
5.12. The membership in the Association is recorded in the register of its members, which is kept by the Secretary of the Association’s Council.
5.13. The Chairman of the Council shall determine and the General Meeting of the Association members shall approve the procedure for payment of entry and membership fees, as well as the amount of contributions and their frequency.
5.14. A member of the Association may be excluded from its membership in the following cases:
- violation of the Charter, the Deed of incorporation of the Association;
- non-payment of membership fees in the time limits established for this purpose;
- failure to comply with the decisions of the management and control bodies of the Association;
- performance of actions (inactivity), which caused material or other non-material damage to the Association;
- commission of offenses entailing criminal and other liability in accordance with the legislation of the Kyrgyz Republic.
5.15. The decision to exclude a member from the Association body shall be made at the meeting of the Association's Council by a simple majority vote of the members present, as recorded in the minutes of the meeting of the Association's Council., The rules relating to the secession from the Association shall be applied to the liability and asset contribution of the expelled member of the Association in accordance with the legislation of the Kyrgyz Republic.
5.16. Each member of the Association has the right to withdraw from the membership of the Association on a free basis, having previously notified the Association Council 15 calendar days before its withdrawal.
5.17. The withdrawal from the membership of the Association shall be carried out on the basis of a written application submitted in the name of the Chairman of the Association Council.
5.18. The moment of cessation of membership in the Association in connection with its withdrawal shall be considered the moment, on which the Chairman of the Council received and registered a written application for withdrawal from the membership of the Association.
6. RIGHTS AND LIABILITIES OF THE ASSOCIATION’S MEMBERS
6.1. The Association members have the right to:
- elect and be elected in the bodies of the Association;
- take part in all events organized by the Association and represent it in relations with the other organizations and citizens tasked by the Association;
- participate in case management of the Association in the order provided by the present Charter;
- get full information about the Association’s activities;
- use services the Association renders;
- submit for discussion the suggestions and comments to all issues regarding the Association’s activity;
- have recourse to the Association for the protection if its rights and legal interests;
- use means of the Association to perform the assignments of the Association’s bodies;
- the Association’s member has the right to withdraw from the Association upon completion of a fiscal year at its own discretion. In this case, it shall bear subsidiary liability by the obligations of the Association in proportion to its contribution within two years from the date of withdrawal;
- use the marks of the Association (name, emblem and others) with a written consent from the Association’s Council.
6.2. The Association members shall be obliged to:
- comply with the provisions of the present Charter;
- carry out decisions of the Association bodies, which were made in accordance with the present Charter;
- take active participation in the implementation of purposes and tasks of the Association;
- give advices to the Association’s members;
- make obligatory membership contributions in due time;
- facilitate strengthening of the Association’s physical infrastructure;
- provide the Association with the information required for the solution of issues related to the Association’s activities;
- refrain from actions, which can harm moral and material damage to the interests of the Association.
7. BODIES OF THE ASSSOCIATION
The bodies of the Association are:
- General Meeting of the Association members – supreme management body;
- Association Council – supervisory and coordinating authority;
- Director General – executive authority;
- Review Committee - Association’s financial and economic activity control body.
8. GENERAL MEETING OF THE ASSOCIATION MEMBERS.
8.1. The General Meeting of the Association members is the supreme management body (hereinafter – General meeting) convened not less than once a year. The Association Council shall determine the time, place and procedure for the conduct of the Association Council.
8.2. The General Meeting is convened to determine the prospect and priority directions of the activity, immediate tasks at the coming stage, summarizing of the previous activity and solution of the other issues included in the sphere of the Association’s activities.
8.3. The Extraordinary General Meeting may be convened by the Association Council, the Director General of the Association or at the request of, at least, two thirds of the Association's members.
8.4. The organization of the General Meeting is entrusted to the executive body, which informs the members of the Association of the time, place and agenda of the meeting not less than 20 (twenty) days before the date of conducting the General Meeting.
8.5. The general meeting has a quorum and is considered to be eligible with the participation of at least two-thirds of the members of the Association.
8.6. The Chairman of the Association Council is presiding over the General Meeting.
8.7. Decisions of the General Meeting are taken by a simple majority of votes of the members present.
8.8. The voting is by show of hands. Voting by secret ballot can be taken at the initiative of majority of the attending members.
8.9. The following issues comprise the exclusive competence of the General meeting:
- approval of the Association’s Charter, introduction of amendments and additions in the Association’s Charter;
- determination of priority directions of the Association’s activities;
- making decisions on alienation of immovable property (buildings, facilities, structures and others) belonging to the Association;
- determination of the amount of entry and periodic membership fees;
- election and withdrawal of the members of the Association Council and Chairman of the Association Council; - assignment and withdrawal of the Chairman and members of Review Committee;
- approval of annual report of the activity and annual balance;
- establishment, reorganization and liquidation of branch offices, representative offices and other legal entities of the Association;
- reorganization and liquidation of the Association.
8.10. Decisions can be made through holding the sessions of the general meeting and through the written querying of the members. The Association Council shall determine the procedure for holding the sessions of the general meeting and written querying.
9. ASSOCIATION COUNCIL
9.1. The Association Council (hereinafter referred to as Council) is the supervisory and coordinating body of the Association, which determines the main activities of the Association in the period between the General Meetings. Members of the Council shall carry out their activities on a voluntary basis. The Council consists of 7 (seven) people.
9.2. The members of the Council are elected by the General Meeting for a term of 5 (five) years with the right of subsequent re-election. The General Meeting shall approve the quantitative composition of the Council. Only the members of the Association can be elected the members of the Council.
9.3. Meetings of the Council are held as necessary, but not less than once a year. Any member of the Council, the Director General and the Chairman of the Review Committee have the right to convene the Council. A notice on the convocation of the Council shall be made at least 7 (seven) days before the date of the meeting.
9.4. Each member of the Council has only one vote.
9.5. The meeting of the Council shall be recognized eligible and it has the right to take decisions on issues submitted for discussion in the event that at least two-thirds of the members of the Council take part in it.
9.6. The executive body of the Association shall organize the Council meetings, notify the Council members on holding a meeting, and keep the minutes of the Council meeting.
9.7. The decisions of the Council shall be taken by a simple majority vote of the participants present at the meeting who have the right to vote by open or secret ballot on each item on the agenda. In the event of a tie, the Chairman or other presiding officer shall be entitled to a casting vote.
9.8. The course of the Council meeting and its results shall be reflected in the minutes signed by the members of the Council and the Director General of the Association.
9.9. The members of the Council who do not agree with its decision have the right to request the inclusion of their special opinion in the minutes of the meeting.
9.10. The minutes of the Council meeting shall be retained and given to the members of the Association upon their first request during the entire term of the Association’s activities.
9.11. The Council has the right to take decisions on any issues related to the activities of the Association, except for matters falling within the exclusive competence of the General Meeting of the Association members.
9.12. In order to take urgent decisions, the members of the Council may participate in the meetings by means of digital, similar communication or by absentee voting.
9.13. The exclusive competence of the Council includes solution of the following issues:
- determination of the strategic objectives of the Association and the formation of its policies;
- implementation of internal supervision and coordination over the Association’s activities;
- reporting on the Association’s activities before the General Meeting;
- admission to membership and expulsion from the membership of the Association;
- development of proposals on the amounts of entry and periodic membership fee and targeted contributions, the procedure and terms of their payment for approval at the General Meeting:
- control over the activities of branches and representative offices;
- consideration of conflict situations arising between the members of the Association;
- election and withdrawal of the Director General of the Association;
- approval of memorandums, operational guidelines, work plans, budget, staff schedule of the Association, technical assignments of specialists, other working papers, local normative legal acts on presentation of the Director General of the Association.
9.14. The Council is headed by the Chairman of the Council elected by the General Meeting for a term of five years.
9.15. The Chairman of the Council shall:
- coordinate the current work of the Council and head the Council meetings;
- represent the Association on all issues in relations with state bodies, local self-governing bodies, public and international organizations, legal entities and natural persons without a power of attorney;
- act on behalf of the Association with public statements;
- ensure compliance with the provisions of the Charter and the statutory purposes of the Association;
- sign the decisions of the General Meeting and the Council;
- organize the implementation of decisions of the governing bodies of the Association.
10. DIRECTOR GENERAL OF THE ASSOCIATION
10.1. Director General of the Association (hereinafter – Director General) is its sole executive body performing management of the Association ensuring implementation of the decisions of the General Meeting and the Association Council. The Director General shall be elected by the decision of the Association Council for a term of 5 years.
10.2. The Director General shall:
- organize the work on the achievement of statutory purposes of the Association;
- solve the operational issues of the organizational, administrative and financial activities of the Association;
- represent the Association in mutual relations with the governmental authorities and local self-governing bodies, public associations, legal entities and natural persons;
- dispose the property and monetary funds of the Association, open settlement and other accounts of the Association in banking institutions;
- conduct negotiations, conclude contracts, agreements and perform any other legal acts on behalf of and on the instructions of the Association;
- take part in the sessions of the Council with the right to vote, can make suggestions on any issues regarding the Association’s activities;
- carry out general management of the Association;
- issue orders, regulations, instructions connected with the Association’s activities;
- approve the internal rules of conduct, official instructions of the Association’s employees;
- employ and dismiss the Association’s employees, apply rewards and sanctions to them in accordance with the legislation in force;
- perform other functions within the frames of the Association’s and its authorities’ activity maintenance.
11. REVIEW COMMITTEE
11.1. Review Committee shall exercise control over the financial and economic activities of the Association.
11.2. Chairman, members of the Review Committee shall be elected by the General Meeting in number of no less than 7 (seven) persons for a term of 5 (five) years.
11.3. The Review Committee shall carry out audit of annual balance sheet and annual financial reporting of the Association, the results of audit are submitted to the Council. Upon the request of two thirds of the Association members, the Review Committee shall carry out unscheduled auditing.
11.4. The Review Committee within the period of its activity may, with the consent of the Council, attract independent auditing organizations to carry out audits.
11.5. The officials of the Association shall provide the review Committee or independent auditing organization with all documents required for auditing.
11.6. The members of the council and officials of the executive authority cannot be the members of the Review Committee.
12. BOOKKEEPING AND ACCOUNTING
12.1. The Association shall perform bookkeeping, operative and statistical accounting, shall comprise and submit reporting on all kinds of the Association’s activity to the relevant bodies in the established order according to the approved forms and shall bear responsibility for its accuracy.
12.2. The Association shall make payment of taxes and the other obligatory payments in accordance with the current legislation of the Kyrgyz Republic.
13. REPRESENTATIVE OFFICES AND BRANCHES
13.1. The Association can establish representative offices and branches in the territory of the Kyrgyz Republic and far beyond in accordance with the legislation in force.
13.2. Representative offices or branches are not legal entities and shall act on the basis of the provision approved by the Council.
13.3. The property of the representative office or branch shall be recognized on a separate balance sheet and on the balance sheet of the Association.
13.4. Heads of the representative offices or branches shall be appointed by the Director General, as agreed by the Council, and shall act on the basis of a power of attorney issued by the Association.
13.5. Representative offices or branches shall carry out their activities on behalf of the Association. The Association shall be liable for the activities of representative offices or branches.
14. TERMINATION OF THE ASSOCIATION’S ACTIVITIES
14.1. The activities of the Association may be terminated:
- by decision of the General Meeting;
- by court order;
- on other grounds stipulated by the legislation of the Kyrgyz Republic.
14.2. The general meeting having taken a decision on liquidation of the Association shall appoint a Winding-Up Commission (liquidator) and establish the procedure and deadlines for liquidation in accordance with the legislation.
14.3. Liquidation of the Association shall be carried out in the manner determined by the current legislation of the Kyrgyz Republic. The liquidation is considered to be completed, and the Association shall cease its activities from the date, on which the relevant decision was taken by the registration authority.
14.4. Property and funds remaining after the liquidation of the Association and settlements with creditors shall be used for the purposes specified in its constituent documents.
14.5. Reorganization (merger, affiliation, division, transformation, allocation) shall take place by the decision of the General Meeting.
14.6. Documents arising in the course of the Association's activities shall be used and kept in accordance with the Law of the Kyrgyz Republic “On the National Archival Fund of the Kyrgyz Republic”.
15. INTRODUCTION OF AMENDMENTS AND ADDITIONS TO THE CONSTITUENT DOCUMENTS
15.1. All amendments and additions to the charter or Deed of Incorporation of the Association shall be made only upon the decision of the General Meeting of the Association members.
15.2. All amendments and additions to the constituent documents of the Association shall be subject to compulsory registration in the order established by law.
Director General Egemberdiev A.A.