4.1 Association has the following bodies:
a) General Assembly;
b) Chairman of Association;
c) Board of Directors;
d) Supervisory Board;
e) Executive Director;
f) Interest sections;
g) Expert committees;
h) Advisory Body.
 

General Assembly is supreme body of the Association.
 

General Assembly:

a)	Adopts Articles of the Association and its changes;
b)	Approves Annual Report presented by the Board of Directors;
c)	Approves report of the Supervisory Board;
d)	Approves cash flow, financial statement and budget of the Association;
e)	Adopts a long-term goals of Association and action plan for the oncoming period;
f)	Approves plan of international activities of Association;
g)	Appoints and recalls Chairman and Supervisory Board;
h)	Approves admission of new regular and associated members upon proposal of Board of Directors and grants honorary membership;
i)	Decides on exclusion of members upon proposal of Board of Directors or Supervisory Board;
j)	Decides on membership fees;
k)	Approves membership of Association in other unions and international organizations;
l)	Decides on determination of Association and appoints bankruptcy trustee.

General Assembly meets at least twice a year. Board of Directors convenes General Assembly in writing. Written invitation must be delivered to all members at least 15 days before the date of meeting. The invitation must include agenda, place, date and hour of the meeting and written documents to individual points of agenda must be enclosed.
 

Board of Directors is obliged to convene extraregular meeting of General Assembly within 40 days if this is required by more than 30% of regular members of Association or if required by Supervisory Board.
 

Regular member must be represented in General Meeting by member of his statutory body or by member with written power of attorney by member's statutory body. Each regular member has one vote. General Assembly constitutes a quorum if more than 50% of regular members is present.
 

General Assembly elects Chairman of the General Assembly managing the meeting, minutes clerk and two verifiers of the minutes who also fulfill duties of scrutinizers.
 

Voting is done by acclamation with exception of election of Chairman of Association and the Supervisory Board. Only regular members may vote. Resolution of General Meeting is adopted if more than 50% of present regular members affirms it. Voting on matters defined in Article 4.3(a,d,l) must be affirmed by 2/3 of regular members.
 

Associated members and honorary members are attending the General Meeting with advisory vote.
 

Minutes signed by two verifiers and Chairman of General Meeting shall be recorded on deliberations of General Meeting.
 

Resolutions of General Assembly are obligatory for all members.
 

Chairman of Association ("Chairman") is chairman of its statutory body (Board of Directors). Chairman acts and signs on behalf of Association.
 

Chairman manages and coordinates activities of Board of Directors.
 

Chairman:

a)	Represents Association in the public;
b)	Represents Association in national and international organizations or authorizes other board member to represent Association;
c)	Convenes board meetings and manages them.

General Meeting elects chairman in closed ballot. His period in function is two years.

Executive Director represents Chairman of Association in case of long-term absence of Chairman.
 

Within the period in fu1nction, Chairman must not be employed nor have any similar relationship to any regular member of Association, other telecommunications operator, regulatory body or ministry nor have any position in its management. Chairman shall confirm this fact in writing. Within the period in function, Chairman has rights and obligations of regular member of Association. This provision does not relate to duty to pay membership fees.
 

Board of Directors is statutory body of Association.
 

Board of Directors consists of regular member's representatives. One member represents each regular member of the Association. Association Chairman (4.12) and Chairman of the Advisory Body (4.53 et seq.) are also members of the Board of Directors. A group of companies consisting of a parent company and its subsidiaries is represented by one member of the Board of Directors that is elected from their group.
 

Only member of regular member's statutory body may become member of the Board of Directors (with the exception of Association Chairman and Chairman of the Advisory Body). Member of the APVTS Board of Directors is nominated and withdrawn by the statutory body of regular member.
 

Board member has one vote. If number of votes is equal, Chairman's vote has deciding value. In justified cases, member of the Board of Directors may be substituted by authorized representative.
 

Board of Directors decides on all the matters that are not under authorization of General Assembly or Supervisory Board. Board of Directors especially:

a)	Convenes General Meeting;
b)	Prepares proposals to accept and exclude regular members;
c)	Decides on acceptance and exclusion of associated members;
d)	Prepares and present Annual Report, Economy Report, Financial Statement, budget and proposal of amount of membership fees to General Meeting after discussion with Supervisory Board;
e)	Organizes and manages activities of Association;
f)	Takes care of property of Association;
g)	Appoints and recalls Executive Director of Association;
h)	Controls performance of the Executive Director and Secretariat;
i)	Establishes expert committees, approves plans of their activities including budget and appoints their chairmen;
j)	Approves establishment and expiration of Interest sections.

Chairman of Board of Directors convenes its meetings according to needs of Association, no less than once a month. Board of Directors constitutes a quorum if 2/3 of its members is present. In the event Board of Directors does not constitute a quorum, Chairman shall convene supplementary meeting with the same agenda. The supplementary meeting constitutes a quorum if more than half of members is present. In the matter of common viewpoint presented to third persons, this viewpoint must be approved by 2/3 of the Board of Directors members. The member who abstained from voting or held opinion different form majority has rights to implicate his viewpoint into the APVTS presented viewpoint.

In case of the APVTS common viewpoint presented to third persons, that had been agreed outside the Board of Directors meeting (especially concerning 2.3, d, h,), such viewpoint must be accepted by 2/3 of the Board members. Voting can be organized electronically (e-mail). Regular member, who abstained from voting or held opinion different from majority has rights to implicate his viewpoint into the APVTS presented viewpoint.
 

Minutes of the board meetings shall be signed by Chairman or by Executive Director and by minute-man. Minutes, including attendance list shall be delivered to all board members within 15 working days.
 

Executive Director is always present in meetings of Board of Directors. Chairman of Supervisory Board, chairmen of expert committees and speakers of interest sections have the right to take part in meeting of Board of Directors.
 

Chairman, or Executive Director and one board member sign on behalf of Association. Any documents relating to economy of Association are signed by Chairman and one board member.
 

Supervisory Board is supervising and controlling body of Association.
 

Supervisory Board is appointed by General Meeting for three years.
 

Supervisory Board has three members. The members are elected from members of association.
 

Members of Supervisory Board elect Chairman from their midst. Chairman governs and convenes meetings of Supervisory Board. Voting in Supervisory Board shall follow provisions set forth in Article 4.21 and 4.23.
 

Supervisory Board especially:
a) Controls fulfillment of resolution of General Meeting;
b) Provides regular control of economy of Association;
c) Presents reports to General Meeting.
 

Supervisory Board may ask Board of Directors to convene General Meeting.
 

Supervisory Board can itself convene General Meeting if Board of Directors does not convene required General Meeting within 30 days or if Board of Directors does not constitute a quorum for a longer time period.
 

In case of resignation of Chairman or member of Supervisory Board, Supervisory Board co-opts deputy from members of association until the meeting of Supervisory Board is convene.
 

In order to arrange proper and effective fulfillment of all functions and administration, Association establishes Secretariat. Budget of Secretariat including number of employees is subject to approval by General Meeting.
 

Executive Director employed by Association manages Secretariat. Board of Directors appoints and recalls Executive Director.
 

Executive Director:

a)	Acts on behalf of Chairman in case of long term Chairman absence in full range of responsibilities, if not stated differently in this Articles;
b)	Is responsible for internal operation of Association;
c)	Manages archive, documents and administration of Association;
d)	Keeps books of Association;
e)	Is responsible for preparation of documents for meetings of Board of Directors and General Meeting;
f)	Enters into labor-legal relations with employees of Association;
g)	Is responsible for preparation of documents required for due fulfillment of tasks for members of Board of Directors Supervisory Board and expert committees;
h)	Is responsible for financial and material matters required for activities of expert committees upon approved projects.

 

Within the period in function, Executive Director must not be employed nor have any similar relationship to any regular or associated member of Association, other telecommunications operator, regulatory body or ministry nor have any position in its management. Executive Director shall confirm this fact in writing.
 

Board of Directors establishes expert committees and appoints their Chairmen.
 

Expert committees are permanent or temporary project teams responsible for solution of tasks according to time schedule of Association. Representatives of all members of Association may participate in activities of expert committees.
 

Results of work of expert committees are presented to Board of Directors, possibly to General Meeting for approval and use by Association and its members.
 

Remuneration paid by Association to members of expert committees for their creative activities for Association includes also remuneration for the use of results of such activities by Association in accordance with related provisions of the Copyright Law.
 

Interest Section associates members with needs to solve specific issues of long term character.
 

Board of Directors decides on establishment of Interest Section. Proposal for establishment must include Rules of Interest Section. Rules must be distributed to Board of Directors members prior to Board of Directors meeting. Rules must not be in conflict with any section of these Articles.

The minimum number of Interest Section members is three. In case the number decrease below three, the Interest Section expires.

Interest Section is obliged to use means of Association for its activities, excluding financing projects.

To finance projects, Interest Section gather finances following rules as stated in 5.12 of these Articles.

Interest Section viewpoint´s must include statement identifying that such viewpoint concerns the Interest Section.

Interest section is represented by Section Spokesman, elected according to Section Rules.
 

Advisory Board is formed by associated members of Association.

Associated members elect Advisory Board from members of their statutory bodies. Each associated member has one vote. Members of Advisory Board are appointed if more than half of associated members present in General Meeting affirms individual member.

Advisory Board elects Chairman and Vice-Chairman from its midst. The Chairman becomes a member of the Board of Directors. Vice-Chairman represents the Chairman of Advisory Board in case of his absence in full range of his rights and duties. Chairman of the Advisory Board is elected for one year.

Advisory Board as a unit has the right to present to Board of Directors and via Board of Directors to General Meeting various proposal and recommendations.

Advisory Board shall meet according to needs; its Chairman or Vice-Chairman convenes its meetings.