Friends of Multilateralism Group

Statutes of Association

Name and Headquarters of the Association                   Article 1                   Article 2	2 2
Aims of the Association                   Article 3	2
Functions of the Association                   Article 4	2
Bodies of the Friends of Multilateralism Group (FMG)                   Article 5	3
Resources of the Association                   Article 6	3
Membership of FMG and Friends of FMG                   Article 7	3
Functions and Responsibilities of FMG Bodies              General Assembly                   Article 8                   Article 9              Board                   Article 10                   Article 11                   Article 12              Chief Executive Officer and Administration                   Article 13              Treasurer                   Article 14             Auditors                   Article 15	4 4   5 5 6   6   6   6
Signature and Representation                   Article 16	7
Various Provisions                   Article 17                   Article 18	7 7

 

 

Friends of Multilateralism Group

Statutes of the Association

Name and Headquarters of the Association

Article 1

1. Friends of Multilateralism Group (FMG) is an Association governed by the present Statutes and by Articles 60 et seq. of the Swiss Civil Code.
2. FMG is a non-profit Association and shall not distribute profit. It shall devote any revenue or excess funds to its programmes or return excess funds to its donors.

Article 2

1. The Organization’s headquarter is located in the Canton of Geneva, Switzerland.
2. The Association shall be of unlimited duration.

Aims of the Association

Article 3 

1. The Association shall pursue the following aims:

• To promote international cooperation through trade;
• To promote the objectives of the multilateral trading system embodied in the World Trade Organization (WTO)and as reflected in the Preamble of the Marrakesh Agreement as well as its functions (Article III of said Agreement);
• To enhance dialogue among WTO members and with relevant stakeholders on WTO reform and other pertinent trade-related issues; and
• To collaborate with international organizations and other stakeholders that pursue similar aims.

Functions of the Association

Article 4 

1. In pursuit of its aims, FMG shall:

• Carry out research on WTO reform and other trade-related issues;
• Organize dialogues in various formats with stakeholders, in particular among WTO members;
• Publish policy-oriented papers and proposals; and
• Undertake any other activities that the Board deems appropriate in pursuit of FMG’s aims.

Bodies of the Friends of Multilateralism Group (FMG)

Article 5 

1. The Association shall include the following bodies and officers:

• General Assembly;
• Board;
• Chairperson(s);
• Chief Executive Officer;
• Treasurer;
• Auditor.

2. The functions and responsibilities of these bodies are spelled out in Articles 8 to 15 below.

Resources of the Association

Article 6 

1.The Association’s resources are derived from:

• Donations and legacies;
• Sponsorships;
• Any other sources authorized by the law.
  

2.The assets of the Association may be used only to meet obligations and commitments undertaken by the Board in pursuit of any guidelines approved by the General Assembly. In this regard, members carry no personal liability.

Membership of FMG and Friends of FMG

Article 7

1.The Association comprises members of FMG and “Friends of FMG” (FFMG).

2.Members of FMG are also members of the Association. The members are former senior trade diplomats, former senior staff of international organizations, renowned scholars and other persons whose commitments and actions are consistent with the aims of the Association.

 3.The Board may invite individuals to become FMG members. Spontaneous requests for FMG membership must be addressed to the Chairperson(s). All Board decisions regarding FMG membership are subject to confirmation by the General Assembly.

 4.The Board may invite representatives of relevant international organizations or other stakeholders to be members of Friends of FMG (FFMG) and to take part in the discussions and other activities in order to enhance participation and coordination among FMG stakeholders. FFMG members do not have voting rights at the General Assembly.

 5.Membership ceases:

• Upon death of a member;
• By written resignation with one month’s notice;
• By exclusion ordered by the Board, for just cause, with a right of appeal to the General Assembly. Appeals must be lodged within 30 days of the Board’s decision being notified.

Functions and Responsibilities of FMG Bodies

General Assembly

Article 8

1.The General Assembly is the Association’s supreme authority. It is composed of all FMG members.

2.The General Assembly is responsible for deciding upon any modifications of the Statutes of the Association and for any decision to dissolve the Association.

3.The General Assembly is presided over by the Chairperson(s) of the Board.

4.The General Assembly shall hold an Ordinary Meeting once each year. It shall be convened to meet in Geneva, Switzerland, unless the Board agrees by consensus on a different venue.

5.The General Assembly may also hold extraordinary sessions whenever necessary, at the request of the Board or at the request of at least half of its members. Members may participate in General Assembly decisions by proxy or by virtual or digital means.

6.The Board shall inform the members of the General Assembly in writing of the date and venue of the Ordinary Meeting of the General Assembly at least six weeks in advance. The notification, including the proposed agenda, shall be sent to each member of the General Assembly at least 10 days prior to the date of the meeting. The notifications shall be made by means of the e-mail each member has registered in the files of the Association.

7.The decisions of the General Assembly shall be taken by a simple majority and deemed valid regardless of the number of members present, including those present virtually or participating by proxy.

8.Decisions concerning the amendment of the Statutes and the dissolution of the Association must be approved by a two-thirds majority of the members present, including those virtually present or participating by proxy.

9.Votes are taken by a show of hands. Voting can also take place by secret ballot, if at least five members request it.

10.In case of deadlock, the Chairperson(s) shall have the casting vote. In the event of disagreement between them, the casting vote goes to one of them by a process of random selection.

Article 9

1.At the Annual Ordinary Meetings of General Assembly or at its Extraordinary Meetings when such meetings are deemed necessary by the Board, the General Assembly shall:

1. Appoint at least five members of the Board at the intervals indicated in Article 10 and select from among them the following officers:
   • Chairperson(s);
   • Chief Executive Officer (ex officio);
   • Treasurer;
   • Other Officers it may consider necessary.
2. Approve the Minutes of the previous General Assembly;
3. Approve the Board’s Annual Activity Report, which comprises a report on the previous year’s activities and an overall programme for the coming year;
4. Approve the annual accounts and adopt them as certified by the Auditors;
5. Approve the annual budget for the forthcoming year;

Board

Article 10

1.The Board is composed of at least five members elected by the General Assembly. It includes the Chairperson(s), the Chief Executive Officer in an ex officio capacity, the Treasurer and any other Officers the General Assembly considers necessary.

2.Each member’s term of office, unless otherwise decided by the General Assembly, shall last for two years and is renewable for two consecutive terms. The General Assembly appoints the Chief Executive Officer annually.

3.The Board members will perform their duties ad-honorem, without prejudice to reimbursement of travel and other daily subsistence expenses incurred in attending meetings of the Board or undertaking other activities of the Association.

4.The Board meets as often as the Association’s business requires.

5.The Board may invite representatives of major donors to be “Special Board members” and to participate at Board meetings. Special Board members shall not have voting rights.

Article 11

The functions of the Board are to:

1.Supervise the business of the FMG; for this purpose shall exercise all the powers delegated by the General Assembly.

2.Decide on the implementation of measures stipulated in the present Statutes;

3.Decide on other measures necessary to achieve the goals of the Association;

4.Decide on the time to convene the annual Ordinary General Assembly and any necessary meetings of an Extraordinary General Assembly;

5.Decide on the admission of new members as well as the removal of members of FMG and FFMG;

6.Approve Annual Activity Reports for submission to the General Assembly;

7.Decide on the names to be proposed to the General Assembly to fill positions of the Board, including the Chief Executive Officer, Treasurer, Auditor, and any others as may be decided;

8.The incumbent Chief Executive Officer will not be present or participate in deliberations regarding appointments to that office;

9.Ensure that the Statutes are applied;

10.Address any other matters referred to it by its members or the General Assembly.

 

Article 12

1.Decisions of the Board are taken by a simple majority of the members present. Each board member shall exercise one vote. However, the Board shall endeavor to take its decisions by consensus.

2.In case of deadlock, the Chairperson shall have the casting vote. In the event that the General Assembly has nominated two Chairpersons and they are not in agreement, the casting vote goes to one of them by a process of random selection.

 

Chief Executive Officer and Administration

Article 13

1.The duties of the Chief Executive Officer (CEO) shall include:

a) Appointment and dismissal of personnel;

b) Securing funding for the Association and administer its assets;

c) Representation of the Association;

d) Preparation of the meetings of the Board and the General Assembly in co-operation with the Chairperson(s) of the Board;

e) Preparation of the Annual Activity Report;

f) Implementation of the decisions of the Board or the General Assembly;

g) Management of the Association’s bank account in respect of which the CEO and a member of the Board shall have electronic access;

h) Any other duties the Board or the General Assembly deems to be necessary for the smooth running of the Association.

Treasurer

Article 14

1.The Treasurer’s responsibilities are:

• To supervise the maintenance of the Association’s accounts with administrative support from staff managed by the Chief Executive Officer.
• To report to the Board on the annual accounts.
• To interact with the External Auditor during the process of the certification of the Association’s annual accounts.
• To forward the annual accounts certified by the Auditors to the Board and General Assembly for adoption.

Auditors

Article 15

1. The Auditors shall examine and certify the annual accounts prepared by the Treasurer.
2. The Auditors shall present the annual accounts to the Board for onward transmission to the General Assembly for approval.
3. Each year the General Assembly appoints one or more external auditors on the advice of the Board. The number of auditing entities required will be determined by the Board on the basis of considerations relating to the size and complexity of the Association’s activities.

Signature and Representation

Article 16

1. Subject to the provisions set out above, the Association is legally bound by the signature of the Chief Executive Officer.

Various Provisions

Article 17

1. The financial year shall begin on 1 January and end on 31 December of each year.

Article 18

1. Should the Association be dissolved, the available assets should be transferred to a non-profit organization pursuing public interest goals similar to those of the Association and likewise benefiting from tax exemption. Under no circumstances are such assets be distributed among the members or otherwise used to the pecuniary benefit of any member. Should there remain unused funds from donors, these should be returned to their source.

 

 

The present Statutes have been approved by the Constituent General Assembly of (Date) at (Location)

 

For the Association:

 

Chairpersons                                                       Chief Executive Officer

 

 

 

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Alejandro JARA     Mr. Xiankun LU

 

 

 

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Patrick LOW