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MEMORANDUM
of Association of Innovative Entrepreneurship of the Czech Republic
I. NAMES, GOAL and PLACE of BUSINESS
Article 1
NAME and PLACE of BUSINESS
- Association pursues under the name:
Association of Innovative Entrepreneurship of the Czech Republic
- Association uses acronym AIP ČR
- The Association is situated in Prague
- Address of the Association is Novotného lávka 5, 116 68 Prague 1
- In international connections the Association acts under following names:
- Association of Innovative Entrepreneurship of the Czech Republic
English acronym: AIE CR
- Assoziation der Innovativen Unternehmen der Tschechischen Republik
German acronym: AIU CR
- Associacia Innovacionnovo Predprinimatelstva Češskoj Respubliky
Russian acronym: AIP ČR
Article 2
LEGAL FORM
- Association of Innovative Entrepreneurship of the Czech Republic is self legal entity.
- Association was established under the Act No. 83/1990 Coll. of associating of citizens as amended by the later directives.
Article 3
ACTIVITY OBJECTIVE and GOAL
- AIE CR is voluntary association of natural persons delegated by the members of AIE CR who have place of business (registered place) in the Czech Republic. Member of AIE CR can be also foreign entities.
- Main activity AIE CR is:
- Research and development in the field of innovative entrepreneurship that is research, development and innovation, technology transfer, new materials and technologies, science and technology parks, innovative firms, innovative processes, innovative infrastructure, innovative potential and conditions for functional innovative market by respecting regulations of the European Union frame (frame of partnership for state research, development and innovation grants) and other municipal ordinance and legal enactments.
- AIE CR´s other activity objectives are focused on granting and development of the main activity and consist in:
- Assurance of skill change by innovative entrepreneurship development in AIE CR and other domestic and foreign members activities in the frame of System of innovative entrepreneurship CR;
- Maintaining co-operation with central institutions of the state administration and the CR Parliament regarding innovative entrepreneurship, submits proposals for supporting programs in the field of innovative entrepreneurship and in agreement with the carriers of the approved programs ensures their accomplishment and evaluation;
- Working together with strategic partners in the area of innovative entrepreneurship and, in exceptional cases becomes a member of domestic legal entities, that might substantially help the development of innovative entrepreneurship in the Czech Republic;
- Developing innovative entrepreneurship, where AIE CR lobbies of institutions and individuals including members of government and parliament, representatives of scientific and research institutes, of industry, private sector, regional administration, chambers, banks and other prospective parties;
- Initiating legislative and organisational prerequisites for development of innovative entrepreneurship, promoting this philosophy in mass communication media; publishing the journal Innovative Entrepreneurship & Technology Transfer;
- Co-operating with entrepreneurial and employers associations;
- Participating in preparation of experts for innovative entrepreneurship;
- Cultivating research, education, advisory, information, editorial, study and publishing activities in the area of innovative entrepreneurship;
- Ensuring activities of Information Centre for Innovation and Technology Transfer AIE CR, Innovation Agency AIE CR, Centre of Research and Education AIE CR, International Innovative Centre CR, Club of Innovation Firms AIE CR including presentations and participations in exhibitions, fairs, conferences, symposia and seminars;
- Ensuring organisation of Innovation of the Year Award;
- Creating conditions for the raising of risks capital, submitting proposals for financing of technological and innovation projects;
- Carrying out activities in the area of innovative entrepreneurship:
- membership in international non-government organisation focused on research, development and innovation;
- preparation, implementation and evaluation projects in the field of international science-technological co-operation;
- access to international programs.
Article 4
FORMS of ACTIVITIES
- AIE CR forms of works for maintaining activities mentioned in Article 3, mark 2. and 3. are:
- Active participating delegated representatives of members and partners of AIE CR in the frame of skilled teams to the innovative entrepreneurship in CR regions;
- Research-development industry at projects searching;
- Operating AIE CR web site;
- Operating Technological profile web site;
- Active participating delegated representatives of members and partners of AIE CR in working teams AIE CR established by board meeting AIE CR for implementing AIE CR tasks;
- Active participating members AIE CR at implementing international cooperation;
- Organizing and co-organizing specialized sessions (conferences, symposia, seminars, exhibitions, fairs etc.);
- Pricing the innovative products;
- Advising, expert´s groups, evaluating, training, educating and publishing activities;
- Advisory and promoting activities.
II. MEMBERSHIP, MEMBERS DISCRETIONS and DUTIES
Article 5
MEMBERSHIP and its ORIGIN
- AIE CR has a minimum of 6 members that are delegated by the Science and Technology Parks Association of the Czech Republic (3 members) and Czech Society for New Materials and Technologies (3 members). The members are appointed by steering organs of the societies above mentioned for a four year period. As a rule, delegates are Presidents and Secretaries of the Societies.
- Other members of the AIE CR are delegated by further subjects (legal entities) that are participating in the development of innovative entrepreneurship. This shall be confirmed in a written agreement with AIE CR about co-operation in development of innovative entrepreneurship in the Czech Republic. Such objects shall appoint in conformity with the agreement concluded with the AIE CR, always two representatives – members of the AIE CR, again for the four year period. In the agreement, the method of support of innovative entrepreneurship by the subject shall be defined.
- Membership fee and fee for services in approved amount must be paid by companies and other subjects having delegate representatives to AIE CR account latest by April 30, calendar year.
Article 6
AIE CR MEMBERS DIRECTIONS and DUTIES
- Rights of AIE CR members:
- delegate his representative into steering organs of AIE CR, councils, commissions and working teams of AIE CR;
- participate in AIE CR activity;
- be informed about all kinds of AIE CR activity;
- derive information, advisory, educative, expertise, publishing, promotional, advertising etc. benefits and services provided by AIE CR
- elect through his representing;
- submit proposals and vote about proposals of other members AIE CR;
- enjoy membership benefits.
- Obligations of AIE CR members:
- honour Memorandum of Association of AIE CR;
- pay ordinary in time and at the stated amount membership fee and fee for services;
- establish responsible person for official connection between you and steering organs of AIE CR;
- support AIE CR activities universally, provide necessary dates about own organisation that are used for statistical purposes focused on presentation AIE CR members results concerning to state administration sections;
- serve for outcomes of the Agreement on Co-operation in Innovation Entrepreneurships´ Development in the Czech Republic;
- carry out correctly entrusted functions and assignments;
- defend interest and the mission of AIE CR.
Article 7
MEMBERS DATA SECURITY
- AIE CR steering organs can use data mentioned in the Agreement only after it’s signing by both parties.
Article 8
MEMBERSHIP EXTINCTION
- AIE CR membership extinct:
- Member notification about membership termination;
- Dissolution of member – subject;
- Vacation of a member from AIE CR through malefaction.
- Malefaction for vacation of a member is stopping to pay membership fee for longer time then 12 months after ordinary date (April 30) of calendar year and also grave Memorandum AIE CR infringement. AIE CR Steering Committee decides about vacation of member by voting. The member has possibility to appeal against the decision to the supreme organ – Session of AIE CR.
III. ORGANISATIONAL STRUCTURE
Article 9
ORGANISATIONAL STRUCTURE
- Organisational structure of AIE CR is based on the principles of free will, democracy and mutual co-operation.
Organisational structure of AIE CR consists of:
- Session of AIE CR
- Steering Committee of AIE CR
- Secretariat AIE CR
- Information Centre for Innovation and Technology Transfer AIE CR
- Innovation Agency AIE CR
- Centre of Research and Education AIE CR
- International Innovative Centre CR
- Supervisory Commission AIE CR
Article 10
SESSION of AIE CR
- Session AIE CR is the supreme governing organ of the AIE CR. All delegated members have the right to participate in the Session. A Session can adopt resolutions only if 50% of delegated members are present.
- approves:
- Memorandum of Association AIE CR, its changes and addendum’s;
- Rules of procedure and elections AIE CR;
- Plan of Actions, budget AIE CR and price list for services;
- elects:
- The President AIE CR, Vice-president and Secretary General AIE CR for the period of four years;
- Other members of the Steering Committee AIE CR, delegated representatives of further legal entities that are participating in the AIE CR activities, repeated election is possible;
- endorses:
- Report on activity for the period passed;
- Report on accounting and final account for the period passed; if its assembly is demanded and tells about economical results for the period passed. By decision making within the economical result is Session obliged to respect principles, mentioned in Article 14, mark 4.;
- Report on the Supervisory Committee;
- establishes:
- Secretariat AIE CR;
- Professional committees, councils, project and working teams;
- determines:
- Membership fees and amount of services settlement of the AIE CR members;
- decides:
- About extinction of AIE CR and the process of property settlement after liquidation.
- Session of AIE CR is chaired by the President of AIE CR. It is called at least once a year, eventually in the extraordinary manner after summoning by statutory representatives AIE CR.
Article 11
STEERING COMMITTEE of AIE CR
- Steering Committee of AIE CR that is elected by the Session AIE CR is the executive organ of the AIE CR. President AIE CR manages this organ.
It has following main functions:
- calls Session of the AIE CR;
- co-ordinates activities of subjects of the innovative entrepreneurship between the Sessions AIE CR;
- negotiates and concludes Agreements on Co-operation in Development of Innovative Entrepreneurship with domestic as well as foreign partners and makes supervisions about their achievements including optional termination agreement of AIE CR members activities.
- Steering Committee AIE CR consists of the President, Vice-president, Secretary General and other elected representatives of legal entities that participate in AIE CR activities. The total number of the Steering Committee depends on the number of AIE CR activities participating legal entities. The Steering Committee meets four times a year, minimum.
- The President and the Secretary General are AIE CR statutory.
Article 12
SECRETARIAT AIE CR
- The Secretariat of AIE CR is established by the Session of AIE CR.
- The Secretary General, who manages AIE CR in the time between Sessions of AIE CR and the Steering Committee meetings, is responsible for the Secretariat activity.
- Secretary General AIE CR is responsible for the activity of Information Centre for Innovation and Technology Transfer AIE CR (hereinafter ICITT), Innovation Agency AIE CR (hereinafter IA), Centre for Research and Education AIE CR (hereinafter CRE), International Innovative Centre CR (hereinafter IIC).
- ICITT carries out information system of innovative entrepreneurship in the CR;
- IA carries out preparation, implementation and evaluation of research, development and innovation projects;
- CRE carries out research and education activities in the field of innovative entrepreneurship;
- IIC creates conditions for research and development implementation in domestic and foreign markets.
Project managers AIE CR cultivate ICITT, IA, CRE and IIC projects.
- The Secretariat carries out executive functions of AIE CR.
Article 13
SUPERVISORY COMMISSION AIE CR
- Supervisory Commission AIE CR performs supervision of all activities AIE CR especially its economy and financial management.
- Members of the Supervisory Commission AIE CR are chairpersons of the Supervisory Commission of entities which are members of AIE CR in accordance with Article 5.
- Members of the Supervisory Commission elect among themselves the Chairman and Vice-chairman.
- Members of the Supervisory Commission cannot be members of the Steering Committee of AIE CR.
IV. PRINCIPLES OF ECONOMY and MEMBER FEES
Article 14
FINANCIAL and other ECONOMY
- Financial and other economy of AIE CR is managed by legislation valid in the CR and budget approved by the Steering Committee of AIE CR.
- Activities AIE CR are financed on the base of the income collected in the common bank account and transferable from year to year. Such incomes originate from member fees and settlements of expenditures, subventions, grants, donations as well as income from its own activities.
- Part of incomes is used for financing the Secretariat AIE CR.
- In relation to nature and character of AIE CR activity, AIE CR is necessary to obey principles, mentioned lower, and those ones respect such as positive economy result reinvest into activities in research and development:
- Economic and non economic activities of AIE CR are efficiently separated and is not possible to finance economy activities from the non economy ones (including obligation to use profit from non economy activities only for these activities);
- Obey to reinvest all profit into activities in research and development;
- Entities exercising its economy activities with impact on such entity – AIE CR, e.g. as members or shareholders have no preference in access to research infrastructure this entity – AIE CR or to results originated by this entity.
- AIE CR wealth is constituted by tangible property and financial means. AIE CR manages this wealth and up to its amount guarantees the obligations against other entities.
- AIE CR activity is financed:
- From benefits of members collective wealth given to keep of AIE CR;
- Share of profit in collective activities of members organised in AIE CR with goal to provide its economic autarchy;
- From member fees and settlements of expenditures for services;
- From means acquired on contract level;
- From subventions, grants and donations of other entities.
- Secretary General is responsible for regular financial economy of AIE CR.
Article 15
MEMBER FEES
- Session of AIE CR approves membership fees range and amount of services settlement of the AIE CR members for single year.
- AIE CR members pay membership fee and amount of services settlement for given year only once but on April 30 at the least.
- Members transfer the fees on AIE CR bank account using bank transfer or post money order or exist possibility to pay it cash in Secretariat AIE CR.
V. CLOSING REGULATIONS
Article 16
INTERNATIONAL COOPERATION
- AIE CR actively participates in work of international non-government organisations that are similarly oriented. Conditions of membership in such organisations cannot be in contradiction to the Constitution of the Czech Republic and valid legislation.
Article 17
- The Association of AIE CR Memorandum was endorsed by AIE CR extraordinary session on June 21, 2010 and totally substitutes present Memorandum registered by the Ministry of Interior CR on June 23, 1993.
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