EFF's Statutes

Statutes of the European Franchise Federation

IV. Chairman, Vice-Chairman, Treasurer

Art. 17 - General Dispositions

The Chairman, the Vice-Chairman and the Treasurer of the Federation are elected by at least 2/3 of the Regular Members present at the General Assembly having the right to exert their vote. They are chosen from among the franchisor representatives of the Regular Members of the Federation.

Their respective terms are 2 years, renewable twice in succession, or for the period that the General Assembly decides on. Terms normally start and end with a civil year.

They are elected at the first General Assembly preceding the end of their respective terms.

They may be revoked by the General Assembly by at least 2/3 of the Regular Members present at the General Assembly having the right to exert their vote.

Those persons eligible for election as the Federation's Chairman, Vice-Chairman and Treasurer hold or have held an important management function in a franchisor company and are respected figures in the world of franchising. Those not eligible for the function of EFF Chairman are candidates who may be able to gain personal, financial or other advantages from the Federation's Chairmanship.

Art. 18 - The Chairman

The Chairman, assisted by the Executive Board and the Executive Director assures the execution of the General Assembly's ' decisions and the functioning of the Federation which he represents with respect to all the deeds of the Federation.

The Chairman's duties include:

chairing the General Assemblies and the Executive Board meetings,
proposing the composition of the two-year Executive Board to the General Assembly,
proposing, with the Executive Board, the program of action of the Federation, and the fields of work of the Executive Board,
defining the items of the Agenda of the Executive Board and the General Assembly, except when it is convened at the request of one-quarter of its members, in which case the latter decide upon the Agenda,

The Chairman is responsible to the General Assembly for the execution of the Federation's general policies.
On specific occasions, he may invite a Member's representative to speak in his name, on the Federation's behalf. In such cases, the Permanent Secretariat shall receive a copy of the speech or presentation to be made before the event.

The Chairman has one (1) vote at the General Assembly.

Art. 19 - The Vice-Chairman

The duties of the Vice-Chairman are to assist the Chairman in his duties, and to stand in for the Chairman each time the latter is unable to assume his duties.

If the incapacity of the Chairman is of a temporary nature, the Vice-Chairman shall substitute for the Chairman for the duration Of his inability.

If the incapacity is of a permanent nature, the Vice-Chairman, with the assistance of the Executive Director, shall arrange the election of the next Chairman.

The election shall be held within two months of the day the Federation has been officially informed of the Chairman's permanent incapacity. The new Chairman 's term will start with immediate effect after his election at the next convened General Assembly.

Art. 20 - The Treasurer

The duties of the Treasurer are the supervision of the keeping of the financial administration of the Federation and the supervision of the drafting of the annual budget of the Federation and of its annual profit and loss accounts.

Art. 21 - The Executive Director

The Federation delegates the administration of its daily business to an Executive Director.

The Executive Director shall be appointed by, and on terms and conditions determined by, the Chairman, Vice Chairman and Treasurer. In the event of any disciplinary or grievance issues arising over the Executive Director's appointment, the Executive Director shall have the right of appeal to the Executive Board.

The Executive Director has no voting rights.

V. The Executive Board

Art. 22 - Composition of the Executive Board

22.1 The Executive Board is composed of the Chairman, the Vice-Chairman, the Treasurer and at least 3 voting representatives (franchisors) from the EFF's General Assembly, designated hereafter as "Directors", proposed by the Chairman to theµ General Assembly for approval.

The persons proposed by the Chairman as "Directors" can be either the Chairman of a Regular Member, or a franchisor member of the Board of Directors of a Regular Member nominated by the Chairman of that Regular Member.

Directors exert one voting right at the Executive Board. This vote is exerted in the general interest of the Federation, and not in the particular interest of the Director's national association.

Directors are proposed to the General Assembly for their expressed interest and competence for the Executive Board's programme of action for the Federation. Their nomination is personal.

Directors are elected by the General Assembly for a term of 2 years renewable.

Terms normally start and end with a civil year.

22.2 In case of serious misconduct, a Director may be revoked at any time by General Assembly by at least 2/3 of the Regular Members present having the right to exert their vote, eventually on proposition of the remaining majority of the Executive Board;

If a Director is revoked, or resigns, or if for other reasons he cannot carry out his mandate as Director, the Chairman of the Federation can propose a new Director whose mandate will be equal to the remaining term of the replaced Director.

A Director of the Executive Board whose function within his national association/federation changes so that the eligibility conditions of art. 22.1 are no longer met, will stop exercising the role of Director of the Executive Board.

22.3 As members of the Federation's Executive Board, these Directors do not speak or vote in the name of their national association/federation, but purely in the name and in the interests of the Federation.

The fact that a person representing one of the Federation's Members is elected to the Federation's Executive Board does not prevent them from representing their Member association/federation at the General Assembly and on this occasion, to express themselves in the name of the Member they represent.

In proposing, for approval by the General Assembly, the nomination of Directors, the Chairman will be attentive to maintain a balanced choice of representatives from the Member associations and federations.

22.4 The Chairman may invite, at his discretion, any member of the General Assembly to attend or assist, without being allowed to vote, the meetings of the Executive Board.

Furthermore, any voting members of the General Assembly may attend of his own accord the meetings of the Executive Board as a non-voting observer.

22.5 The Executive Board will benefit from the assistance of "Advisors" who attend the Executive Board meetings. They are not members of the Executive Board and exert no voting rights.

Are eligible to be Advisors to the Executive Board, national Managing Directors who comply to art. 13.2.

Eligible candidates are proposed by the Chairman, and elected by the General Assembly for the same term as the Executive Board.

Candidates are proposed for their express interest and commitment to the general interests of the EFF. Their nomination is personal.

In case of serious misconduct of an Advisor, the terms of art. 22.2 apply.

22.6 At the first General Assembly following the Registration of these Statutes, the Chairman, Vice Chairman and Treasurer will be elected first.

Once the Chairman is elected, he will propose to the same General Assembly the candidates Directors to the Executive Board, and the candidate Advisors.