Articles of Association of the Non-Profit Organization Pontiac Firebird Club Estonia (PFCE)
- Objectives of PFCE
1.1. To unite Pontiac Firebird owners for club activities.
1.2. To develop the activities of the Pontiac Firebird Club (PFCE).
1.3. To create a database of Pontiac Firebirds and their owners in Estonia.
1.4. To assist in organizing American car exhibitions and drag racing events.
1.5. Other activities related to the development of PFCE.
- Activities to Achieve Objectives
2.1. Representing and protecting the interests of PFCE members arising from PFCE activities and its field.
2.2. Establishing contacts with Pontiac Firebird owners and enthusiasts.
2.3. Organizing joint events for Pontiac Firebird owners.
2.4. Participating in American car shows and drag races.
2.5. Cooperation with various institutions.
- Structure and Foundations of PFCE
3.1. The highest governing body of PFCE is the General Meeting, where each PFCE member has one vote.
3.2. The daily activities and development of PFCE are managed and directed by the Board.
3.3. The Board consists of a maximum of 5 members.
3.4. Board members and PFCE members act according to decisions approved and adopted by the General Meeting and the development directions of PFCE.
3.5. Each PFCE member has one vote at the General Meeting.
3.6. At least two Board members jointly represent the Board.
- Membership Admission, Withdrawal, and Expulsion Procedures and Conditions
4.1. Any natural or legal person who wishes to engage in activities aligned with PFCE’s objectives and participate in its operations may apply for membership.
4.2. To join PFCE, a relevant application must be submitted to the Board.
4.3. Upon joining PFCE, an entrance fee and membership fee must be paid in the amounts and by the deadlines determined by the Board.
4.4. To resign from PFCE, the member submits a written application to the Board.
4.5. A member may be expelled by a Board decision if they:
4.5.1. damage the name or reputation of PFCE through their actions;
4.5.2. do not comply with the Articles of Association and/or the decisions of the governing bodies;
4.5.3. use their membership status to create unfair competition.
4.6. The expulsion of a PFCE member is decided by the Board. The member concerned has the right to attend the Board meeting and present their opinion. An expelled member may demand that the General Meeting decide on the expulsion.
- Rights and Obligations of PFCE Members
5.1. PFCE members have the right to:
5.1.1. participate in General Meetings and PFCE-organized events;
5.1.2. vote at the General Meeting (see 3.5);
5.1.3. be elected to the Board;
5.1.4. receive information from the Board and other bodies about PFCE activities;
5.1.5. wear PFCE symbols;
5.1.6. use PFCE property and receive member benefits as prescribed.
5.2. A PFCE member is obliged to:
5.2.1. comply with the decisions of the General Meeting and the Board;
5.2.2. adhere to the Articles of Association and good practices;
5.2.3. participate in PFCE activities;
5.2.4. pay entrance and membership fees by the deadlines set by the Board;
5.2.5. fulfill additional financial obligations decided by the General Meeting, which must not conflict with Estonian legislation and the Articles of Association, and which were supported by at least 4/5 of the members.
- General Meeting
6.1. The General Meeting is convened by the Board. Notification must be given to each member at least 7 days in advance. The General Meeting has a quorum if more than half of the PFCE members are present or represented. Decisions are adopted if supported by more than half of the participants. Changing the Articles of Association requires 2/3, and changing objectives requires 9/10 of member approval.
6.2. The General Meeting has the authority to:
6.2.1. amend the Articles of Association; 6.2.2. change the objectives of PFCE;
6.2.3. decide on reorganization or dissolution of PFCE;
6.2.4. appoint and recall Board members;
6.2.5. approve transactions with Board members or claims against them, and appoint a representative in such cases;
6.2.6. decide on the disposal and encumbrance of immovable and registrable movable property, and set conditions for such transactions;
6.2.7. decide on other matters not assigned to other bodies by law or the Articles of Association.
- Board
7.1. Board members are elected by the General Meeting for a term of three years.
7.2. The Board elects and appoints a Chairperson who is directly accountable for PFCE activities and development to the members.
7.3. Board meetings are convened by the Chairperson or at least 2/5 of Board members. Notice must be given at least 7 days in advance.
7.4. Regular Board meetings are held as necessary, but not less than once per quarter.
7.5. The Board has a quorum if more than half the members are present. Decisions are made by majority vote. In case of a tie, the Chairperson’s vote prevails. Meeting minutes are recorded and signed by all participating members.
7.6. The Board is responsible for: 7.6.1. managing daily operations of PFCE;
7.6.2. maintaining the member registry, setting and collecting fees;
7.6.3. preparing activity plans and budgets;
7.6.4. preparing the annual report and organizing accounting;
7.6.5. using and managing PFCE property in accordance with the law, Articles of Association, and General Meeting decisions.
- Merger, Division, Dissolution
8.1. PFCE may merge or divide in accordance with the law. Dissolution is decided by the General Meeting.
8.2. Liquidators are the Board members or other persons appointed by the General Meeting. 8.3. Upon dissolution, remaining assets are distributed among PFCE members.
8.4. All decisions regarding merger or division are made by the Board and approved by the General Meeting.