Article 19 NATA’s bodies are:
- The management, in order of precedence:
- The General Assembly
- Board of Directors
- Executive Board
- President of Honor
- The Secretary-General
- Regional Councils
- Specialized committees
- Auditing Commission
- NATA technical staff, headed by the Secretary General
Article 20 Governing bodies are made up of individuals who are authorized to represent, under the law, a company member of NATA.
Article 21 Members of the governing bodies of ANAT must meet the following conditions:
- to hold patent tourism;
- to have shareholder / associate quality, or be empowered by the shareholder legal person;
- to have the leading position in the member company;
- to have at least 2 years in the organization;
- has not been suspended under Art. 13 of this Statute.
- have not been political police under the law, proved by affidavit
(2) Candidates for President must submit a program proposal for the strategy and budget, in line with the policy and general objectives of NATA.
Article 22 Meetings of governing bodies are chaired by the President or Secretary General, and in their absence, by a member of the Board or the Board of Directors, appointed by majority vote of the members of the Board of Directors / Executive Board as appropriate.
1. The General Assembly
Article 23 The General Assembly is the supreme governing body of the association, consisting of all members of the organization.
(2) The General Assembly makes decisions that engages all members, even if they are absent from the General Meeting or oppose decisions taken therein.
(3) The vote is non transferable. The right to vote in the General Assembly of the organization belongs to the legal representatives of members of NATA or persons with responsibility for tourism activity in those tourism companies designated by written authorization by the management of these companies.
Article 24 The Ordinary General Meeting shall be convened annually by the Board of NATA, during the first quarter of next year, after the financial year, 30 days before the date, specifying the place, time and agenda.
2) The General Assembly shall be convened for election at least 45 days before the election date, the deadline for submission of applications 30 days before the date fixed for both the President and the members of the Board of Directors.
Article 25 Powers of the Ordinary General Meeting are:
- approve NATA’s status and its amendments, proposed by the Board or at least 10% of NATA members;
- establish the strategy and overall objectives of NATA;
- approve the annual report on the work of the organization;
- approve the financial year and the discharge of the mandate of the Management Board members;
- approve the annual membership fee;
- approve the revenue and expenditure;
- Election and removal of the President over the two years;
- Election and removal of board members during the two years;
- Election of the Honorary President – outstanding personality in promoting and supporting the organization and tourism in Romania;
- Election and removal of members of the Audit Committee or an external financial audit; approval of the dissolution or liquidation of the association of employers;
- Adoption of the Rules of Organization and Operation of the association;
- The right to control the Board of Directors and the Audit Committee or the external financial audit;
- delegation of the Board of Directors responsible for amending and adopting the Rules of Organization and Operation of the association, when evolution of the organization and the internal and external situation so require, the submission for approval of such changes at the next meeting of the General Assembly;
- Any other duties provided for in the statute and regulations.
Article 26 The Extraordinary General Meeting of NATA shall be convened by the Board or 1/3 of active members, based on a request accompanied by a report setting out the grounds, through the Secretary General.
Article 27 Duties of the Extraordinary General Meeting are:
- Amend the Status of NATA;
- Take urgent action falling within the competence of the Ordinary General Assembly.
Article 28 The general meetings are chaired by the President of NATA or a Senior Vice President or a Vice President designated by the Secretary General of the Organization.
Article 29 It is considered validly gathered the ordinary and extraordinary General Assembly, after verification that the procedure laid down in Article 24, 26 and 31 of the Statute, with turnout of less than 10% of the members of ANAT
(2) If the General Assembly, ordinary or extraordinary, does not meet the quorum, a new call will be made, after at least 15 days but not more than 30 days, with the same agenda. In this case, the General Assembly deliberates validly, whatever the number of members present.
(3) Ordinary and/or Extraordinary General Meeting, makes valid decisions by a simple majority of votes cast by those physically present at the meeting and votes received by mail (by letter with acknowledgment of receipt), expressed electronically, by delegates of the voting members that are unable to be present at the general meeting.
(4) In order to enable all members to express their right to vote even in the impossibility of presentation at the meeting, at least 15 days before the date of the General Assembly, through the care of the Secretary General, all materials to be presented at the meeting, including voting pattern will be printed for each member, completed, signed and stamped and sent to the association by one of the means referred to in paragraph (3) shall be sent to all members electronically,
(5) For a vote cast by a member outside the assembly to be considered, it must reach the association before the day of the General Assembly, if sent by mail, electronically, or on the day of the General Assembly, if it is sent by delegate.
(6) Delegate votes submitted will be considered only if they are submitted to the secretariat of the General Assembly meeting before the meeting.
Article 30 At the general meetings may attend as guests, personalities within / outside the profession of tourism, upon the decision of the Board of NATA.
Article 31 Convening the Ordinary and Extraordinary General Assembly shall be made by mail, by letter or by fax or mail, with return receipt, by the Secretary General of the Association.
(2) It is deemed proof of receipt an electronic message to NATA with a read confirmation.
2. Board of Directors
Article 32 The organization is managed by a Board of Directors composed of at least 17 members, and a maximum of 25 members.
(2) The entire activity of its members must be conducted in objectivity, without interference of personal interests, group or company / institution of origin. The Board of Directors may attend meetings invited by decision of the Executive Board.
(3) The Board of Directors consists of:
- 9-17 persons elected by the General Assembly by secret ballot:
- President of NATA;
- 2 Senior Vice Presidents;
- 4 Vice-Presidents;
- 2-10 members;
- 8 members, Chairmen of Regional Councils, as part of the Board of Directors;
(4) The General Assembly elects maximum 8 alternates. These, in order of number of votes, can replace the elected members of the Board, who for various reasons leave the activity.
(5) Elections to the Board of Directors of the organization shall be made by the General Assembly in two rounds, namely:
- in the first round are chosen 8 to 16 members of the Board;
- in the second round are chosen:
- President of the Employers;
- first vice presidents and vice presidents of the Board of Employers;
(6) The Vice-Presidents and First Vice-Presidents of the Board of Directors are elected by the General Assembly in the second round, the total number of candidates consisting of the 8-16 members elected in the first round, plus applications submitted by the presidents of Regional Councils within the period prescribed by this Statute.
(7) First Vice-Presidents of the Regional Councils are members and alternate members of the Board of Directors as presidents replace the Regional Councils in part, if for some reason they leave the activity.
(8) The activity of the Board is statutory and legal, whether during his tenure; the number of its members is reduced for various reasons at least 17. If for some reason the number of members of the Board during a term is reduced to less than 17, members will conduct early elections.
(9) An employee authorized by the shareholders of the legal entity, particularly in the Board, loses its quality when for various reasons the authorization is canceled or withdrawn by the shareholders of the legal entity or in case of dissolution of the contract of employment.
Article 33 Board of Directors term of office is 2 years.
Article 34 The methodology of choosing the Board is as follows:
- Candidates must prove that the conditions imposed by art. 21;
- Candidates will have to submit to the secretariat of the organization curriculum vitae together with motivation for candidacy encompassing goals and terms for achieving them, at least 30 days before the election meeting3. The presidents of Regional Councils are elected by the members of the region, based on the minutes of the meeting of the regional elections that is, as part of the Board.
- Honorary President, elected by the General Assembly, the Board of Directors may participate in meetings with a consultative vote.
- The remaining Board members shall be elected by the General Assembly by secret ballot in the first round.
- Appointment to the posts of senior vice president and deputy members of the Board shall be in order of the number of votes obtained by each candidate by secret ballot in the second round.
Article 35 In case of resignation, death, exclusion or other event of loss of membership of NATA for some members of the Board of Directors, and in the case of art. 32, paragraph (9) of this Status, they are replaced by substitutes.
(2) In case of resignation, death, exclusion or other event of loss of membership of ANAT the presidents of Regional Councils, as they are replaced by the first vice presidents of Regional Councils.
Article 36 At meetings of the Board of Directors a a minimum quorum of 50% + 1 of the members is required.
(2) Any delegation and powers within the Board, except Presidents of regions that can be represented by the first vice presidents of the regional councils or can empower a deputy of the Management Board of the region, are forbidden.
(3) For unmotivated absence to two meetings per year of the Board, the member concerned ceases to be member of the Board and its place is taken by an alternate with the most votes received.
Article 37 Board President is the President of NATA and the decisions are taken by simple majority of votes, the Chairman’s vote is predominant in case of a tie.
Article 38 Duties of the Board of Directors are:
- To present to the General Assembly the activity report for the previous period, implementation of the budget of income and expenses, balance sheet, income and expenditure budget project and the project of the organization’s programs;
- The President or Secretary General must convene the Board once a quarter and whenever necessary at the request of the Board;
- Ensures that the Executive Board carries out the decisions of the General Assembly;
- Analyzes the General Assembly decisions;
- Nominates and approves the specialized committees;
- Proposes to the General Assembly the registration fees, the annual contributions and other funding sources of NATA;
- Admits new members;
- Proposes to the General Assembly to exclude from organization members who have not paid dues for the previous year;
- Suspends Board members for three unmotivated absences / year and communicates their replacement by alternates according to the number of votes;
- Determines the date of the next Board of Directors once the previous session is closed;
- Sanctions members that damage the image of NATA association of employers and members who do not comply with decisions issued by the Board;
- gives warning and then, if appropriate, sanctions members who are the subject of complaints (even in the absence of a final judgment) due to actions that affect the image of NATA in Romania and abroad;
- Proposes to the General Assembly NATA membership in internal and international bodies;
- approves the Code of Professional Ethics for NATA members;
- approves the organizational scheme for the technical staff;
- performs any other duties established by the General Assembly;
- the entire activity of the members must be conducted objectively, without interference from personal or group interests;
- sets the deadline for payment of the fee;
- appoints the Secretary-General with a qualified majority of 2/3 of votes of the members and approves its duties;
- Can suspend the President with 2/3 of the members’ votes. Suspension of the President can only be made if the President violates the status or the decisions of the General Assembly or the Board of Directors;
- Decides allowance for administrators of the companies where the association is owner, according to financial results of the companies;
- Approves the budget for the regions, based solely on submitted projects;
- Develops and approves the Rules of Conduct of elections in NATA;
- Amends and adopts the Rules of Organization and Functioning of the association, when the development of the organization so requires;
- Selects the members of the censors committee;
- Within the limits of art. 32 of the present Status shall propose to the General Assembly for approval the number of Board members for the next term;
- Empowers members of the Board of Directors, members of the organization or of the executive to represent the interests NATA before third parties.
Article 39 The Board may delegate some of its powers to the Secretary General, a member of the Executive, especially the President, First Vice President, Vice-Presidents, to perform the tasks set by the General Assembly. The President may delegate some of its duties to senior vice presidents, vice presidents, general secretary and other members of the Board of Directors.
Article 40 The Board of Directors is responsible for the liabilities contracted on behalf of the association. Board members are individually accountable for those commitments.
3. The Executive Board
Article 41 The Executive Board is appointed by Board members and elected by the General Assembly in the second round, depending on the number of votes cast and is made up of:
- 1 President;
- 2 Senior Vice-Presidents;
- 4 Vice Presidents;
Article 42 The term of office of the Executive is 2 years.
Article 43 The Executive Board meetings require mandatory presence of a simple majority of members. Delegation and empowerment are prohibited within the Executive Office.
Article 44 Decisions of the Executive Board shall be taken by simple majority of votes, the vote of the President being decisive in case of parity of votes.
Article 45 Powers of the Board are the following:
- shall hold meetings at least once / quarter and whenever needed;
- carries out the decisions of the General Assembly and the Board of Directors;
- organizes meetings of the General Assembly and the Board of Directors;
- approves the hiring of the technical staff of the organization proposed by the Secretary-General, within the organizational structure approved by the Board;
- approves salaries and other incentives for the staff of the organization proposed by the Secretary General;
- approves the job description for each employee in the technical staff of the organization proposed by the Secretary General;
- follows the course of court proceedings involving the organization;
- appears before the Board and presents the progress reports;
- approves press conferences at the request of the Secretary-General or a member of governing bodies.
Article 46 Financial documents for use of association funds must have two signatures, namely: President or General Secretary first signature and the second signature economic director. They have the right to sign for the organization to have the use of funds in accordance with the provisions of revenue and expenses approved by the General Assembly.
4. The President
Article 47 The term of office of NATA President is 2 years. The President may be re-elected for a period of 2 successive legislatures.
(2) Candidates for President must submit a program to the mandate of two years, proposals for strategy and budget, in line with the policy and general objectives of the association.
(3) Any active member may apply for the position of President.
(4) The President is elected by the General Assembly by secret ballot among the candidates nominated by the Board or self-proposed, on a separate application list, from the candidates who obtained the highest number of votes.
(5) Should a candidate get a majority of 50% + 1 of the votes, the top two finishers will face each other in a runoff.
(6) The President is part of the Board of Directors and is Chairman of the Board and of the Executive Board.
(7) In the exercise of his functions, the President of the organization performs the following tasks:
- aims to fulfill the decisions of the management bodies of the organization, as well as fulfilling his own program for which he was elected;
- may preside at meetings of the General Assembly, the Board of Directors and of the Board;
- can represent the organization to the state authorities, the courts and to third parties, domestically and internationally;
- may engage the organization as a legal entity in relations with other natural or legal persons, within the General Assembly decisions / Board of Directors / Executive Board;
- may delegate the authority to represent NATA in events where the presence of tourism profession contributes to the prestige of its members;
- may delegate powers of representation to the Honorary President;
- grants honorary membership of NATA, with the approval of the General Assembly;
- participates in press conferences;
- hires the Secretary General, appointed by the Board of Directors pursuant to Art. 48 paragraph 1.
(8) The President may be removed from office during his term by the General Assembly, by a majority votes, in the event of formal subjection to prohibition, total or partial incapacity for work, if he is acting against the interests of the organization and if there was a criminal conviction against him established by a final judgment.
(9) The President may be suspended from office during his term by the Board of Directors, according to Art. 38, paragraph 20, to the next General Assembly. During the suspension, the duties of the President shall be taken by a member of the Board appointed by simple majority vote of the Board members.
C. The Secretary General
Article 48 The Secretary General is appointed by the Board, by a qualified majority of 2/3 of the votes of the members.
(2) The Secretary General is an employee with an employment contract or management contract and operates within the tasks set by the Board and / or the Executive Board, with the following tasks:
- ensures the proper functioning of permanent technical staff and coordinates the entire activity thereof;
- establishes job descriptions for each employee in the technical staff;
- The Executive Board proposes hiring for technical staff, within the limits of organizational approved by the Board;
- employs technical staff of NATA, based on approval by the Board;
- requires the approval of the Executive board for salaries and incentives for the staff;
- approves expenditures by NATA, according to the budget approved by the General Assembly on the basis of documents submitted by the organization’s chief economist, within the limits set by the Board;
- represents the organization through special delegation in external relations;
- Attends meetings of the Executive Board, presents reports on its duties and, together with the economic director, issues documents to be submitted to the General Assembly;
- ensures compliance of NATA status by members and notifies the Board in respect of violations thereof;
- oordinates activities dealings with third parties and sign contracts within the limits approved by the Board;
- coordinates activities dealing with third parties and signs contracts within the limits approved by the Board;
- Represents NATA in relations with various organizations in the field of tourism;
- coordinates the organization’s publications, within its mandate;
- Supports, along with staff, the work of specialized committees;
- organizes press conferences with the approval of the Board;
- Supports the interests of members, adopting a neutral attitude;
- aims to fulfill the decisions of the management bodies of the association and the fulfillment of his own program for which he was elected;
- may preside at meetings of the General Assembly, the Board of Directors and of the Board;
- can represent the organization to the state authorities, the courts and to third parties, domestically and internationally in accordance with the mandate given by the Board of Directors;
- the organization as a legal entity may engage in relations with other natural or legal persons, within the status and the decisions of the General Assembly and the Board of Directors / Executive Board;
- Shall observe and perform all decisions of the Executive Board.
D. Regional Councils
Article 49 NATA is organized territorially into eight regional councils that bring together members of the association located across the eight regions established by law.
Article 50 Regional councils are made up of: one President, one First Vice-President and 1-7 Vice-Presidents, elected by simple majority, for a term of two years. Number of vice presidents will be determined at the general regional meeting elections by members of the region, depending on the number of counties that are part of the region or the number of members / county. Regional General Assembly may choose up to 4 alternates. These, in order of number of votes, may replace members who leave the activity for various reasons.
(2) If the President of the Regional Council for various reasons eaves the activity within the Regional Council, the First Vice-President takes over until the end of the mandate.
(3) Regional Council leadership elections will be made by members present at the area meeting and / or members who voted electronically, in order of number of votes cast, from the candidates who fulfill the conditions stipulated in art. 21.
(4). A member of NATA shall be entitled to one vote. Subsidiaries who pay 50% of the fee established for non IATA members vote for the election of regional councils in the region to which they belong.
(5) Members of the regions meet at least 15 days before the General Assembly Elections for Regional Councils election.
(6) Any member from the region may submit the candidacy for President or Vice President of the Regional Council.
(7)It is considered validly reunited the Ordinary/ Extraordinary General Regional Assembly with a turnout of 10% but no less than 10 members in the area.
(8) If the Ordinary/ Extraordinary General Regional Assembly does not meet the quorum, a new call will be made, after at least 10 days but not more than 20 days, with the same agenda. In this case, the General Assembly deliberates validly whatever the number of members present.
(9) The Ordinary/ Extraordinary General Regional Assembly makes valid decisions by a simple majority of votes cast by those physically present at the meeting, and the electronic votes cast by members entitled to vote that are unable to be present at the general meeting .
Article 51 Presidents of the Regional Councils are members of the Board of NATA.
Article 52 Regional Councils have the following main responsibilities:
- Act in their area of activity for the inclusion of new members in the organization and payment of fees established by the General Assembly;
- Represent NATA in front of the local government;
- Propose actions leading to the development of tourism in the area;
- Ensure compliance by members of the status and regulations in force;
- Approve the measures taken at national level concerning the area;
- Appoint representative / representatives to the Ethics Commission;
- Appoint one representative for each specialized committee.
E. Specialized Committees
Article 53 NATA sets up specialized committees established by the Board at the first meeting after the general assembly elections, dealing with the study of current issues of the organization and presentation of proposals for their resolution.
(2) They operate under the management of a member of the Board and shall consist of members with special expertise in their respective fields and who wish to work in these committees.
(3) Convening of commissions shall be made by the chairman of that committee.
(4) Committees have an advisory role in addition to the management of the organization.
(5)Any member of NATA may attend meetings of specialized committees
(6) Decisions, resolutions, notices, etc. of the specialized commissions are based on the discussions and decisions taken at meetings of the Board, and the Board of Directors, on specific issues.
Article 54 NATA constitutes its working groups established by the Board upon the necessity of solving specific problems of the members.
(2) Working groups may be temporary or permanent depending on the frequency of activities that are subject to the group.
Article 55 The Standing Committees shall be conducted within the overall mandate governed by the status and by the Board of Directors.
Article 56 All NATA governing bodies will be informed about the activity of the Committees, depending on the nature of the problems and proposals submitted.
F. Audit Commission
Article 57 Internal financial control is provided by an association revision commission, composed of an odd number of members, most of which consists of members of the organization or by an external auditor. Board members cannot be censors.
Article 58 Powers of the Audit Committee are:
- to verify the administration of the association’s assets;
- prepare reports and submit them to the General Assembly;
- can participate whenever needed at Board meetings without voting rights;
- other duties established by the General Assembly.
G. Technical Staff
Article 59 The organization of the technical staff is approved by the Board. Hires will be made by the Secretary General, with the approval given by the Board. Salaries, allowances and other entitlements due to the technical staff are proposed by the Secretary-General, approved by the Board.
Article 60 The technical staff is coordinated by the Secretary General. The duties of each employee are set out in the job description approved by the Board, at the proposal of the Secretary General.
Article 61 The staff cannot be simultaneously a shareholder in a tourism company and cannot represent the interests of travel agencies, as an employee or otherwise.