Intellectual Capital Investment Association, z.s.
- This is a statutes of the of the ICIA association according to Par. 214 et seq. of the Act no. 89/2012 Coll., the Civil Code (hereinafter the “OZ”) and as such is a legal person capable of legal acts.
- Internal organization of the association, the rights and obligations of members and the elected bodies of ICIA are governed by these statutes, which are stored in their entirety at the headquarters of ICIA.
Name of the association
- Name of the association is: Intellectual Capital Investment Association, z.s. (hereinafter the “ICIA”).
- ICIA is an autonomous, voluntary, non-political, non-religious and non-profit organization established for the purpose of fulfilling the common interest (Art. IV).
Registered address is Belgická 196/38, Prague 2, POST CODE 120 00.
Purpose of ICIA
The main purpose of the ICIA is:
- effectively represent the interests of members who invest and trade in intellectual capital
- to remove unnecessary barriers to the development of trade with intellectual
- to help improve the awareness about the possibilities of investments by providing intellectual capital;
- guarantee professionalism and solidity of business in the use of mediation and intellectual capital grant of permission to use the emblem of the ICIA;
- to actively seek external funding sources for projects and activities of the ICIA, in particular, grants, endowments, loans, donations and other contributions;
- provide training
- in the field of investment and intellectual capital in the form of practical training and leadership courses for professionals and management shading;
- to associate all that trading interests and intellectual capital while allowing open membership associate consultants, advisors, owner and founder of the company, etc.;
- effectively represent individual and group interests of members of the ICIA;
- keep the increasing expertise of its members and the services they provide;
- to represent its members and their activities in the local and international ICIAs;
- cooperate with specialized institutions, which have a similar activity;
- to organize seminars and conferences related ICIA’s activities;
- to collaborate with similar foreign ICIAs, coordinate activities, exchange and dissemination of technical information and experience of the members of the ICIA.
The main activities of the ICIA
- The ICIA carries out the main activities for achieving its purpose in accordance with Article IV of these statutes. None of the major activities of the ICIA are not business or occupational activities.
- Main activities may be financed mainly from, grants, sponsorship and profits from non-core activities under Article VI of these statutes, and eventually from membership fees pursuant to Article XV of these statutes. If in the performance of the underlying income reached, the ICIA uses this income to cover the cost of club activities, or to cover its administration.
- ICIA operates and performs the following major activities:
- preparation, support and implementation of investment and business projects (owned and third parties)
- arranging for financing of projects (both owned and third parties)
- formal advice to projects and consulting services
- education, training, research, and education in general purpose of ICIA
Side-line ICIA´s work
Since the operation of the main activities of the ICIA incurs costs, the ICIA may also perform economic or other profitable activities ancillary and support for both main activity and for the purpose of efficient asset utilization ICIA. Profit from these activities the ICIA mainly used to support key activities under Article V of these statutes, other federal activities and to cover the costs of their own administration.
- Membership in the ICIA may be of various kinds. With different types of membership are different associated membership rights and obligations.
- Membership in the ICIA distinguishes the following categories:
- Originator – founder (hereinafter “Originator”)
- Co-ordinator – founder (hereinafter “Co-ordinator”)
- Regular founder
- Regular Member
- Associate Member
- Honorary Member
- Membership in the ICIA is voluntary. A member of the ICIA is open to any person over 18 years of age, regardless of gender, religion, political and social status, nationality, race and nationality.
- Members of the ICIA may become a legal entity. As a legal entity in the ICIA is the statutory body, if it tells another representative.
- Membership binds per member and it is not transferable to another person and not transferred to its legal successor.
- Membership of Originator, Co-ordinator and Regular founders in ICIA, hereinafter together as the founders of ICIA, commences on the date of approval of the statutes ICIA inaugural meeting under Article. XIX these statutes.
- Regular member of the ICIA may become on the basis of its decision or recommendation from a current member of ICIA a physical or legal person who identifies with the purpose (Art. IV), the main activities of the ICIA (Art. V) and intends to contribute to the fulfilment of common interests with other members of the ICIA.
- A person becomes a member on the date of the decision of the Executive Committee accepting the membership application (the “Application”). The Application must be submitted in writing. The Executive Committee specifying the content of the Application and the method of its administration. The Executive Committee has the right to suspend the admission of new members of ICIA from reasons of full membership´s capacity of ICIA to be determined by the Executive Committee at their sole discretion.
- An associate member may be a natural person or legal entity who, for whatever reason, unwilling or unable to become a full member, but would like to participate in the ICIA’s activities and contribute to the fulfilment of its purpose.
- A person becomes an associate member on the date of the decision of the Executive Committee accepting the Application. The Application must be submitted in writing. The Executive Committee specifying the content of the Application and the method of its administration.
- Honorary member can be only a natural person who is his meritorious actions and long term a significant role in the ICIA’s activities, or who has achieved extraordinary success in areas related to the purpose of ICIA.
- About the Honorary Membership the Assembly of Delegates decides on a proposal from the Executive Committee that the granting requires the consent of the person to be given.
- The ICIA maintains a list of members. Entries and removals related to membership conducted Chairman of the ICIA, who is also responsible for the proper management of the membership list. The relevant data is recorded or erased without undue delay after becoming chairman of the ICIA of them proved hear. Members list may be kept in electronic form. Other conditions for keeping the list of members, including those who are members of registered, provides its internal regulation by the Executive Committee.
- Data on the members of the ICIA may be made available to state and local governments, especially in connection with applications for the provision of subsidies or other contributions from the state or other government budget. Anyone interested in membership in the ICIA by submitting a written Application agrees that his data maintained in the list of members in this way made available.
- Each member, including former receives at his request by the ICIA on its cargo certificate with an extract from the membership list containing information about yourself or confirmation that his data have been deleted.
- With the demise of the ordinary or associate membership and honorary membership expires.
- Membership in the ICIA expires in the following ways:
- voluntary resignation of members. Memberships expire on receipt of written notice of termination of membership to the President of the ICIA, unless the notice of termination of membership stated otherwise;
- member dies or is declared as dead member;
- exclusion of a member. Membership expires on delivery of the decision to expel a member of the ICIA of the expelled member, unless otherwise specified in the decision. The Chairman of the ICIA has the right to expel a member if their conduct violates the Articles of the ICIA, esp. the purpose of the ICIA pursuant to Art. IV of these statutes or the member’s obligations under Art. IX of these statutes, other internal regulations of the ICIA and the resolutions and decisions of the organs of the ICIA;
- deletion of the member laid down for failure to pay membership fee, and if the fee is not paid or on a request for payment with an extended deadline for its payment; this fact will be announced to a member upon the above notice;
- termination of the ICIA;
- decision of the Executive Committee of the ICIA of conversion to another legal form.
- Decision on exclusion or removal shall be communicated to the expelled member.
- Proposal for exclusion may be made by any member. A member against whom the application is directed must have the opportunity to learn about the proposal to exclude, to ask for his explanation and state and prove all he is good.
- The Executive Committee decides to expel a member. A member may, within fifteen days of receipt of the decision in writing to suggest that the decision to exclude it reviewed the Audit Commission.
- The Audit Commission cancelled the decision to expel a member, if the exclusion is contrary to law or the Articles of Association; a decision to expel a member may cancel in other justified cases. Member in question shall, within three months from the receipt of a final decision on his expulsion ask the court to rule on the invalidity of exclusion; otherwise this right expires. If he was not served with the decision, the member may submit a proposal within three months from the date when it learned, but no later than one year from the day after the decision was the termination of his membership exclusion entered into the list of members; otherwise this right expires.
- Members of the ICIA shall not be liable for the debts of the ICIA.
- The scope of the rights and obligations are determined by the type of membership.
- Each member of the ICIA indiscriminately kind of membership in the ICIA is entitled to:
- participate in events, trainings and seminars, cultural and social activities of the ICIA, under the conditions provided for individual events, provided that participation is not in a particular case, tied to a particular kind of membership in the ICIA;
- be informed about the activities of the ICIA;
- enjoy the benefits and services that the ICIA provides its members or intermediates;
- submit suggestions, comments, ask questions and authorities of the ICIA and receive a response to its submission within a reasonable time, if it is an activity, action or behaviour of the member;
- participate in the proceedings of the ICIA, when it comes to action, action or behaviour of a member, provided that its participation is not in a particular case, tied to a particular kind of membership in the ICIA;
- attend meetings of the Assembly of Delegates and demand and get an explanation on the affairs of the ICIA, if it relates to the subject requested clarification meeting;
- examine the records of the meetings of the Assembly of Delegates at the headquarters of the ICIA;
- apply for listing from members pursuant to Art. XVI of these statutes;
- propose to the court to decide on the annulment of the authority of the ICIA for its conflict with the law or statutes where the invalidity cannot be invoked for the bodies of the ICIA;
- change the nature of its membership, if the conditions for changing the membership under these statutes are meet;
- terminate its membership at any time.
- Member rights which belong only to the Regular founder:
- participate in the activities and management of the ICIA unless it was elected to the bodies of ICIA;
- exercise the right to vote in the Executive Committee of the ICIA provided to it was elected, while each member of the Executive Committee shall have one (1) vote;
- participate in coordination meetings of the Executive Committee at least twice (2x) per calendar month (1x per 14 days);
- To elect and be elected to the statutory, executive and supervisory bodies of the ICIA, where established;
- use the emblem of the ICIA as a guarantee of expertise, reliability and membership of the ICIA and only if the conditions for exemption.
- Member rights which belong only to the Administrator:
- cannot be expelled from the ICIA;
- without his participation on the Executive Committee, the Executive Committee is not quorate.
- Member rights which belong only to the Originator:
- cannot be expelled from the ICIA;
- without his participation on the Executive Committee, the Executive Committee is not a quorate;
- the right to acquire the ICIA at its demise incl. all its rights and obligations.
- Any member of the ICIA of indiscriminately kind of membership in the ICIA has an obligation to:
- pay membership dues, if so decided by the Executive Committee;
- protect and preserve the good name of the ICIA and care about the reputation of the ICIA;
- comply with the statutes of the ICIA and all internal regulations of the ICIA, procedures and processes.
- Member obligations, which belong only to the Regular founder, Administrator and the Originator:
- actively participate in the activities of the ICIA;
- properly perform the functions to which it was elected;
- properly perform the tasks entrusted to it by the Executive Committee.
- The authorities of the ICIA are:
- The Assembly of Delegates as members meeting;
- The Executive Committee as the highest authority;
- The Audit Commission as a control body.
Assembly of Delegates
- The Assembly of Delegates is the membership meeting of the ICIA. The Assembly of Delegates is composed of all members of the ICIA older than 18 years. A legal person who is a member of the ICIA, it sends one of its representatives (hereinafter also referred to as the participants of the Assembly of Delegates)
- The Assembly of Delegates shall be convened by the Chairman at least once a year. The Assembly of Delegates is convened by an invitation posted at the headquarters of the ICIA or on the Web site and sent to members of the ICIA to the email address indicated by the member in the Application.
- Third invitation must always contain at least the place and time of the meeting and the agenda of the Assembly of Delegates. The invitation must be sent or posted at least 30 days prior to the meeting of the Assembly of Delegates.
- The Executive Committee is also obliged to convene the Assembly of Delegates of the initiative of at least one third of members of the ICIA or of the Audit Commission. If the Executive Committee fails to convene of the Assembly of Delegates within 30 days of receipt of proper initiative, it is the one who filed the complaint entitled to convene a session of the Assembly Delegates himself.
- Meetings of the Assembly of Delegates may be revoked or suspended in way was summoned.
- The scope of the Assembly of Delegates include in particular:
- determine the main directions of the ICIA’s activities,
- election and recall of members of the Executive Committee and the election and removal of the Chairman,
- election and removal of members of the Audit Commission,
- approval of the Rules of Procedure of the Assembly of Delegates, voting rules or other internal regulations under these statutes.
- The Assembly of Delegates has a quorum in the presence of an absolute majority of its participants with a decisive vote. In the event that half an hour after the scheduled commencement, unless an absolute majority of the participants with a decisive vote, the Assembly of Delegates has a quorum in the presence of its participants.
- Resolution of the Assembly of Delegates needs an absolute majority of those present, unless these statutes specifies otherwise.
- To valid resolution of the Member Meeting under Art. XI, Sec. 6, point. a) and b) of these statutes is necessary absolute majority of members present of ICIA, one of which must always be present an Originator, Coordinator and at least a simple majority vote of the Regular founders.
- If matters not mentioned in the invitation as an item on the agenda, it can be heard and decided on it if it agrees at least a 2/3 majority of those present. It does not apply to decisions under Art. XI paragraph. 6 point. b) and c) of these statutes. These issues can in this case proceed only with the participation and consent of all who are entitled to attend the Assembly of Delegates with a decisive vote.
- Session of the Assembly of Delegates governed until the election of the chairman of the Assembly of Delegates the Chairman or authorized member of the Executive Committee. Closely regulates the session of the Assembly of Delegates of its Rules of Procedure. In the case of elections by the Assembly of Delegates, also its electoral regulations.
- From the meeting of the Assembly of Delegates is taken a minutes of which must be clear who convened the meeting, when was held, who initiated and chaired, by which other organs of the Assembly delegates were chosen, and what resolutions were adopted. Each ICIA´s members is entitled to inspect the minutes at the headquarters of the ICIA, in the days and hours.
- The Executive Committee is the supreme body of the ICIA. Ensures the fulfilment of the main and secondary activities of the ICIA between sessions of the Assembly of Delegates.
- The Executive Committee shall have five (5) members laid down by these statutes. The first members of the Executive Committee are elected by the Originator, Coordinator and Regular founders in establishing of ICIA. The number of Executive Committee members must be odd. The term of office of members of the Executive Committee shall be five years.
- Member of the Executive Committee, may become a member of the ranks of the Originator, Coordinator or Regular founders.
- The Executive Committee shall convene a meeting by the Chairman or if the Chairman does not do so or cannot do, another member of the Executive Committee, according to need, but at least once a calendar month.
- The Executive Committee shall have a quorum if an absolute majority of its members is in the presence. The resolution of the Executive Committee shall require the consent of an absolute majority of those present.
- The scope of the Executive Committee includes decisions in all matters unless delegated by these statutes under the exclusive competence of the Assembly of Delegates and other organs of the ICIA.
- The Executive Committee shall in particular:
- appoint and dismiss a chairman of ICIA,
- decide on the admission, exclusion and deletion of member to / from the ICIA,
- decide on the obligation to pay membership dues, their amount and maturity
- ensures the fulfillment of any resolutions and decisions of Member Meetings, take the appropriate decisions and measures for their implementation,
- approves and publishes internal regulations of ICIA if their issue is not expressly delegated to the scope of Member Meeting,
- prepares documents for discussion and decision of the Member Meeting,
- cares for rational use and maintenance of property of ICIA,
- ensure operational cooperation with state and local governments,
- approve the profit of ICIA,
- decides to amend the statutes, including a change of name and symbolism of ICIA,
- decides on changing the seat of ICIA,
- decides to cancel of ICIA with liquidation or to its conversion, ie. approval of the merger or the division; decide on the establishment, cancellation or conversion of branch association,
- decides on the disposition of real property of ICIA,
- decides on the proposal for a member to review a decision on his expulsion.
- The Chairman is the statutory body of the ICIA.
- The Chairman, in particular:
- acts on behalf of the ICIA independently, in accordance with the decision of the Assembly of Delegates and the Executive Committee,
- signed, on behalf of the ICIA so that the printed or written name of the ICIA of attaching his signature,
- organizes and manages the activities of the ICIA,
- decides to expel a member under the terms of these statutes.
- In the event that the Chairman is acting on behalf of the ICIA in contravention of the decisions of the Assembly of Delegates and the Executive Committee, the ICIA is obliged to compensate the damage it causes this behaviour.
- The term of the Chairman is five years.
- The Audit Committee supervises the affairs of the ICIA, if properly maintained and in case the activities of the ICIA in accordance with the legislation, statutes or other internal regulations of the ICIA.
- The Audit Commission has three (3) members. Membership of the Audit Committee is incompatible with the duties of the Chairman, members of the Executive Committee or the performance of a liquidator. The first members of the Audit Commission are elected by Originator, Coordinator and Regular founders while establishing of ICIA.
- The term of the members of the Audit Commission is five years.
- Audit Commission shall elect from its president, to act on its behalf in relation to the organs of the ICIA and branch ICIAs, if they were established.
- Testing of the ICIA, or of branch ICIAs carried out the Audit Commission on the basis of its serious plan or initiative on the part of other organs of the ICIA of branch ICIAs or members of the ICIA. Within the scope of its Audit Commission may authorized member to inspect the required documents and request from the other organs of the ICIA of ancillary staff ICIAs or explanation on the matter.
- The scope of the Audit Committee include in particular:
- control of the management of the ICIA,
- management of branch ICIAs,
- control of the management of subsidies or other specific funds provided from the state budget or other public budgets, both the ICIA and subsidies.
- Where deficiencies Audit Commission, notifies them without undue delay, the Executive Committee and subsequently the Assembly of Delegates at its next session
- The amount and maturity of the membership fee for its membership determines the Executive Committee.
- Membership fee for a honorary membership is not required.
- A Member fee may be upon written request to waived or reduced if not for serious reasons. About waive or reduce decides the Executive Committee.
- Maturity membership fee may be postponed at the request. The deferral of payment decides the Executive Committee.
- The ICIA maintains a list of members. The list of members for each member state the following information:
Individuals Legal entitiesName and surname NamePermanent Residence
Date of birth Identification
Tel. no. / email
A person acting on behalf of a member of the ICIA
- The registration and deletion from the list of members conducted by the Chairman. The Chairman will make the entry of a new member to the list of members within 30 days of membership. The Chairman shall delete the member from the list of members within 30 days of termination of membership.
- The Chairman is obliged to issue within 15 days of listing from membership any member who requests a listing.
- A list of members is published on the website of the ICIA. All members of the ICIA express their consent to publish the list of members of the ICIA, which includes information member of the filing and acceptance of a member of the ICIA.
Assets and Financial Management of ICIA
- The funds for its activities mainly takes ICIA, but not only, from Member´s fee, inheritance and bequests, gifts, from state contributions, grants, income from its operations and from the proceeds of his property. The ICIA may also within the scope of these statutes to raise funds for its business activities and minor gainful activity under Art. VI of these statutes.
- All funds collected must be used in accordance with these statutes. Funds must be used primarily to finance key activities that meet the ICIA’s mission and objectives of the ICIA. Additional funds may be used to cover the costs of its own management and development side-line activities of the ICIA.
- The resources of the ICIA shall not be used for enrichment of natural or legal persons. This applies in full for members and staff of the ICIA. This does not preclude the use of funds for social or charitable purposes. Exemption from this provision constitutes a proper salary or remuneration for the performance of functions under the statutes or agreed under existing contracts.
- ICIA acquires into its ownership, management or use of property for the proper fulfilment of the mission and goals of the ICIA.
- The authorities of the ICIA are responsible for the proper management, restoration, maintenance and asset evidence to the extent of the provisions in these statutes and the internal regulations of the ICIA.
- The Executive Committee may delegate part of the property to another government entity, especially if it is ensured that a more efficient use of assets in favor of the ICIA. In the contract of custody assets will determine the extent and limits of the powers of a body that is in charge of asset management for the ICIA.
- Management is based on an annual budget approved by the Executive Committee.
- Further details governing the management of ICIA´s assets are contained in internal regulations and directives of the ICIA.
Dissolution and liquidation of the ICIA
- The ICIA may cease voluntary dissolution pursuant to a decision of the Executive Committee or for other reasons specified by law.
- When dissolution of the ICIA, the Executive Committee shall appoint a liquidator. Appointed liquidator draw within 20 days of his appointment an inventory of assets of the ICIA and make it available in an appropriate manner at the headquarters of the ICIA to all members of the ICIA.
- Upon termination of the ICIA liquidator shall settle the debts of the ICIA. Of the remaining assets the liquidator shall draw up a proposal for the liquidation distribution approved by the Executive Committee. If the proposal for liquidation distribution is approved, the liquidator shall prepare a new draft within 20 days from the time the Executive Committee rejected a previous petition.
- The liquidator shall settle the remaining assets according to the approved proposal for the settlement.
- The text of these statutes were approved by an inaugural meeting of the ICIA held on August 20, 2015.
- The text of these statutes is effective as of August 20, 2015.