Registered in the Register of Legal Entities on 15th October 2020
- GENERAL STATEMENTS
1.1. Lithuanian Business Confederation is a public legal entity with limited civil liability, with economic, financial, organisational and legal autonomy, whose legal form is an association.
1.2. The Lithuanian Business Confederation is a member of the International Chamber of Commerce, also known as the World Business Organisation (abbreviated ICC).
1.3. Lithuanian Business Confederation also uses the membership titlle of the international organisation “International Chamber of Commerce Lithuania” and its abbreviation “ICC Lietuva”, or in English “ICC Lithuania”, in accordance with the Constitution of the “World Business Organisation”, the ICC.
1.4. English title of „Lietuvos verslo konfederacijos” – “Lithuanian Business Confederation”.
1.5. Legal form and title – Association “Lithuanian Business Confederation”.
1.6. The official abbreviated title of Lithuanian Business Confederation – LVK (hereinafter – LVK).
1.7. The LVK shall act in accordance with the Constitution of the Republic of Lithuania, international treaties, the Civil Code, other laws, governmental decrees, other legal acts, the Constitution of the ICC; it shall be guided by these Articles of Association, the Conflict of Interest Policy, the Code of Ethics, and other LVK internal documents.
1.8. LVK shall be liable for its obligations in respect of all its assets and shall not be liable for any liabilities incurred by its members.
1.9. LVKs activities have an indefinite duration.
1.10. The start and end of the LVK’s financial year shall coincide with the start and end of the calendar year.
1.11. LVK is a social partner to national and local governments, representing the interests of LVK members and employers. - OBJECTIVES AND AREAS OF ACTIVITY
2.1. LVK’s objective is not profit-making.
2.2. LVK’s main objectives and areas of activity are:
2.2.1. Business representation. Representation of LVK members and the Lithuanian business community in relations with national and/or international public authorities, non-governmental organisations and/or institutions, business entities and the public;
2.2.1.1. Creating a supportive regulatory environment for the creation, pursuit and development of business, and removing obstacles to it;
2.2.1.2. Contribute to the development and maintenance of an effective system of business regulation and transparent business oversight, the elimination of excessive regulation, the pursuit of cost-benefit regulation, the reduction of bureaucracy, and the development of eGovernment solutions for business, improving the efficiency of public sector institutions and the effectiveness of their services to business and the society;
2.2.1.3. Promote the development of a market economy system based on the principle of free and fair competition and cooperation between business partners and others;
2.2.1.4. Promote the contribution of business as an employer to economic growth and raising people’s incomes and reducing social exclusion among different groups in society;
2.2.1.5. Promote business internationalisation and international competitiveness, encouraging companies to attract missing knowledge, competences and capital from abroad, and to expand their business abroad by seeking export markets and business growth opportunities;
2.2.1.6. Encourage the development and availability of business infrastructure (energy, communications, transport, etc.);
2.2.1.7. Engage in a public dialogue on business-science cooperation, adapting education and science to the needs of business and the economy;
2.2.1.8. Engage in a public dialogue on the availability and quality of services (health, education, social services, etc.) needed to improve the quality of life of businesses and their employees in Lithuania, and to encourage the state and society to open up opportunities for businesses to provide such services, so as to improve the quality of, and the accessibility to, such services for the population, through increased competition and supply;
2.2.1.9. Encourage domestic and foreign capital investment, the development of high value-added businesses, the creation of new jobs, the intensification of research and innovation, the introduction of information technology, modern management methods and management systems, the promotion of e-business and other initiatives to increase the efficiency of enterprises, the provision of new goods and services, and the expansion of new markets;
2.2.1.10. Encourage and accelerate cooperation between business sectors and business organisations;
2.2.1.11. Increase the availability of services provided by associated business structures to domestic companies and other individuals in relation to business start-ups, business growth and the development of foreign markets;
2.2.1.12. Promote access to finance for businesses, thereby fostering the creation of new businesses and increasing business productivity;
2.2.1.13. To represent and assist LVK members in the conduct and development of their activities, and to represent LVK members in relations with state and local government authorities, non-governmental, international and other organisations and individuals;
2.2.2. Employer representation. Representation of the position of LVK members and business as employers in dialogue with national and/or international public authorities, non-governmental organisations and/or institutions, businesses and the public;
2.2.2.1. Taking part in the negotiation and establishment of collective bargaining;
2.2.2.2. Increasing the adaptability of workers and enterprises to market needs, improving and strengthening the institutional framework and accessibility of lifelong learning and the quality of services;
2.2.2.3. Promoting employment and labour market participation;
2.2.2.4. Encouraging companies to meet the highest standards, ensuring equal opportunities in the labour market;
2.2.2.5. Engage in a public dialogue on labour migration policy and its implementation, with a view to contributing to Lithuania’s economic growth and competitiveness;
2.2.2.6. Promote volunteering, apprenticeships, mentoring and other progressive programmes that encourage employee engagement;
2.2.3. Promoting compliance and trust in business. Implementation of good business practices and ethical business principles, implementation of the United Nations Sustainable Development Goals in Lithuania, promotion of trust between the LVC and the business sector, development of trust-based relationships between business entities;
2.2.3.1. Fostering a vibrant, civic business society;
2.2.3.2. Encourage Lithuanian companies to pursue best business practices and ethical business principles, as well as the Sustainable Development Goals of the United Nations;
2.2.3.3. To promote and strengthen the rule of law, the rule of democracy, fair business practices and zero tolerance of corruption and nepotism;
2.2.4. Business reputation. Creating and strengthening Lithuania’s business reputation;
2.2.5. Member involvement. Promoting communication and cooperation between LVK members;
2.2.6. Analytics. Ongoing analysis and monitoring of business and economic sectors, conducting research and surveys, publicising, commenting on economic and business news.
2.3. LVK’s activities shall include the following functions:
2.3.1. participate in the ICC Council, Commissions, the ICC Court of Arbitration and other working groups;
2.3.2. cooperates with ICC National Committees and business organisations in foreign countries, maintains contacts with embassies of the Republic of Lithuania in foreign countries and embassies of foreign countries and international organisations in the Republic of Lithuania;
2.3.3. Organises business delegations abroad and hosts incoming business delegations in Lithuania;
2.3.4. distributes business literature;
2.3.5. Organises forums, conferences, seminars, exhibitions, fairs and training;
2.3.6. Developing and delivering a range of non-formal education programmes;
2.3.7. Designing and implementing education and training systems;
2.3.8. participates in the management and implementation of projects under the various support funds, insofar as they relate to the objectives and activities of the LVK;
2.3.9. Conducting research, surveying market participants and providing advice;
2.3.10. Preparing various strategies, studies, guidelines or other relevant documents;
2.3.11. Cooperates with Lithuanian and foreign business, public, non-governmental and other organisations to implement projects in line with LVK’s objectives;
2.3.12. Represents the LVK and its members in state and local government institutions, EU and international institutions, non-governmental organisations, participates in the activities of commissions, committees, working groups and other structures set up by these institutions and organisations, and submits proposals when discussing drafts of legislative acts, forming policy, and the opinion of the business community of Lithuania in matters of relevance to the improvement of the business environment and the promotion of the development of businesses;
2.3.13. Provides advice and services to its members, represents their interests in relations with state and local authorities, EU and international institutions, NGOs and defends their rights and interests;
2.3.14. Publishes a range of information and methodological publications for business;
2.3.15. Producing and publishing a wide range of communication tools (articles, TV and radio programmes, films, publications, web portals, social networks, other information dissemination tools);
2.3.16. As well as any other activity which is not contrary to the laws of the Republic of Lithuania and which is intrinsically linked to the objectives of the institution. - MEMBERS, ASSOCIATE MEMBERS
3.1. LVK members can be legal persons, persons acting under joint-activity or partnership agreements, professional associations, non-governmental organisations.
3.2. Candidates for membership of the LVK shall be recommended and proposed to the Council by the Board. Members shall be admitted and expelled by resolution of the Council. Membership of the LVK requires an application form containing the information specified by the General Manager of the LVK. The rights and obligations of a member of the LVK shall be acquired only upon the timely payment of the fees established by the Congress. The joining fee and the membership fee for the year of joining shall be paid within 1 month from the date of the resolution of the Council to admit the person to membership of the LVK and the person shall become a member from the date of payment of the joining fee and the membership fee for the year of joining. In the year of accession, the membership fee shall be calculated in proportion to the number of days remaining between the date of accession and the end of the year.
3.3. The Council shall have the right to expel a Member for any breach or non-compliance with these Statutes. In this case, the member shall be deemed to have been expelled from the LVK and shall not be a member of the LVK from the time of the Council’s decision to expel such member. Members shall have the right to resign their membership at any time at their own volition by submitting a written statement to the Council. A Member shall be deemed to have resigned from the LVK and shall not be a member of the LVK from the moment the Member submits a statement of resignation from the LVK.
3.4. Membership and other fees paid by a member, or funds and property otherwise received from a member by the LVK, shall not be refunded to the member upon the member’s resignation or exclusion from the LVK.
3.5. Membership fees for the current year shall be paid in the first quarter of the year. The membership fee can also be paid in instalments, 4 times a year, before the end of each quarter, by submitting a separate request to the LVK General Manager.
3.6. The amounts of entry fees and membership fees shall be fixed by a separate resolution of the Congress.
3.7. An LVK member has the following rights:
3.7.1. attend and vote at the LVK Congress;
3.7.2. make proposals to the LVK Congress and Council;
3.7.3. elect and be elected to the governing bodies of the LVK;
3.7.4. To receive documents and information on the activities of the LVK in accordance with the procedures laid down by the Board. These documents and other information on the activities of the LVK shall be made available to members on the LVK’s website or at the LVK’s registered office upon written request;
3.7.5. use the services provided by LVK;
3.7.6. leave the LVK at any time by written declaration to the Council;
3.7.7. appeal in court against decisions of the LVK Congress, Council and other bodies.
3.8. A LVK member has the following duties:
3.8.1. must comply with these Articles of Association;
3.8.2. comply with the decisions taken by the governing bodies of the LVK, except where the decisions of the governing bodies are non-binding and recommendatory;
3.8.3. participate in LVK activities and actively express your views;
3.8.4. pay the required joining and membership fees on time.
3.9. When a confederation, association, union, non-governmental organisation or other membership-based organisation joins the membership of the LVK, persons who are members shall automatically become associate members of the LVK. An Associate Member shall automatically cease to be an Associate Member as soon as the organisation of which the Associate Member is a member leaves or is dismissed from the membership of the LVK, or ceases to be a member of the organisation concerned. An Associate Member of the LVK shall not be entitled to vote at the Congress. LVK Associate Members shall have the rights set out in clauses 3.7.2 and 3.7.5. - LVK RIGHTS AND OBLIGATIONS
4.1. To carry out the activities set out in the Articles of Association of LVK:
4.1.1. have a current account with a credit institution in accordance with the law;
4.1.2. owns, manages, uses and disposes of the property and funds belonging to it;
4.1.3. enter into agreements and make commitments;
4.1.4. set up and dissolve other legal entities;
4.1.5. decides to join and leave other legal entities (associations, unions, confederations, etc.);
4.1.6. joining international organisations;
4.1.7. engage in economic and commercial activities not prohibited by law, which are compatible with its statutes and objectives and are necessary for the achievement of LVK’s objectives. - LVK BODIES
5.1. Congress. The supreme organ of the LVK shall be the Congress (hereinafter referred to as the “Congress”), which shall have all the rights of a general meeting of members. The form of organisation of the work of the Congress shall be a session (meeting). Each member shall have one vote in the LVK Congress, irrespective of the amount of subscription and membership fee paid. Sessions of the Congress shall normally be chaired by the President of the LVK (the President of the LVK shall be the President of the Council). The Congress shall be convened at least once a year. An ordinary or extraordinary Congress shall be convened by the Council on its own initiative. An extraordinary session of the Congress shall be called by the Council in the event that it is planned to amend the Statutes of the LVK, to change the membership or other fees and their amounts, to elect and/or dismiss the LVK Council, or to consider the question of the suspension of a Council member. An extraordinary session of the Congress may also be called if at least 1/5 of the members of the LVK so request in writing. The President of the Council must inform the LVK members of the date, place, time and agenda of the Congress Session by post or e-mail at least 7 days before the date of the Congress Session.
5.2. The LVK must make it possible for members to participate in sessions of the Congress by means of electronic communication (e.g. video or voice conferencing, etc.), provided that the security of the information transmitted is ensured and that the identity of the voting member can be established.
5.3. The resolutions of the Congress shall be adopted if more than half of the members of the LVK are present. Resolutions shall be adopted by a simple majority of the members present at the Congress, except in the case of an amendment to the Statutes of the LVK, or in the case of the reorganisation, reconstruction or liquidation of the LVK. In such cases, resolutions shall be adopted by a 2/3 vote of the members of the LVK present at the Congress. LVK members may also vote on items on the agenda of the Congress session by sending their decisions on each item on the agenda in advance by post or e-mail. LVK members who have sent their decisions in advance by post or e-mail shall be counted in the quorum for the Congress session. If the quorum is not present at the Congress, a reconvened session shall be convened not later than one month later, at which resolutions on the agenda of the Congress that did not take place may be adopted, irrespective of the number of members of the LVK present.
5.4. LVK Congress:
5.4.1. amends and supplements the Articles of Association of the LVK; approves the new version of the Articles of Association of the LVK;
5.4.2. 4 elects the members of the Council for a period of one year, fixing the exact number of its members, which may not be less than 17 nor more than 25; and removes the Council as a whole or individual members from office;
5.4.3. recalls individual members of the Council whose powers have been suspended by a decision of the Council; in the event that Congress decides that a member’s suspension is unjustified, the member is automatically reinstated;
5.4.4. approves the LVK’s annual activity report;
5.4.5. approves the LVK’s annual financial report;
5.4.6. determines the amount of members’ joining fees, the amount of members’ fees and the procedure for their payment;
5.4.7. elects the LVK auditor;
5.4.8. approves the LVK audit report;
5.4.9. adopts a resolution on the reorganisation, reconstruction or liquidation of the LVK;
5.4.10. elects the members of the Ethics Committee.
5.5. Council. The representative body of the LVK members is the LVK Council (“the Council”). The members of the Council shall be elected for a period of 4 years by the Congress from among candidates recommended by the Executive Board, by open voting through ballot papers. Each LVK member has the right to recommend to the Board an employee, a manager, an owner/shareholder, or to appoint a member to the Council. Members of the Council must be of good reputation. In the event that a LVK member whose representative is a member of the Council ceases to be a member of the LVK, or the relationship between the member of the Council and the LVK member who nominated the member of the Council comes to an end, such member of the Council shall resign from the position of member of the Council and, in the event of his/her failing to do so, may have his/her term of office terminated. When the term of a Council member position expires on these grounds, a Congress shall be convened to appoint a new member to the Council.
5.6. LVK Council:
5.6.1. elects and removes the President for a period of 4 years from among the members of the Council elected by Congress. Appoint and remove 6 Vice-Presidents, who together form the Board of Management, on the nomination of the President, from among the members of the Council elected by the Congress, and remove them from their posts;
5.6.2. It appoints and dismisses the Managing Director, a single-person management body, on the recommendation of the Board, sets his/her remuneration, concludes his/her employment agreement, and dismisses him/her from the post;
5.6.3. admit and expel members of the LVK;
5.6.4. in the cases referred to in clause 5.5 of the Articles of Association, shall decide by a majority of 2/3 of the votes cast to suspend the mandate of the members of the Council; the mandate of a member of the Council shall be deemed to have been suspended as from the date of the Council’s decision until the Congress decides to remove him/her from his/her office or to re-elect him/her to the Council; A member of the Council whose powers are suspended shall forfeit all the powers and rights conferred on him/her by these Statutes and shall lose the right to participate in any form in the activities of the LVK;
5.6.5. approves the LVK strategy;
5.6.6. approves the LVK’s annual budget and operational plan;
5.6.7. approves the LVK’s Conflicts of Interest Management Policy and Code of Ethics;
5.6.8. approves the rules of procedure of the LVK Council;
5.6.9. convenes a Congress at least once a year;
5.6.10. approves the Terms of Reference for the Managing Director and other LVK staff;
5.6.11. considers and approves the LVK National Delegate to the ICC on the recommendation of the LVK;
5.6.12. adopts a resolution on the establishment, transformation, reorganisation or liquidation of other legal entities, as well as on becoming a participant in other legal entities; appoints the members of the governing bodies of such legal entities, and approves the positions represented by the LVK’s representatives at the meetings of their shareholders;
5.6.13. adopt a resolution on the establishment, reconstruction, reorganisation or liquidation of LVK branches and/or representative offices, approve and amend their rules of procedure, appoint and dismiss their managers; manage and control LVK branches and/or representative offices;
5.6.14. considers and submits to Congress the LVK’s annual financial and operational reports;
5.6.15. approving the purchase, sale, lease and other transactions involving immovable property, and approving long-term investments not covered by a specific budget line;
5.6.16. established LVK nominations and awards, approves their regulations, collects nominations for established nominations and awards, and announces winners and awardees.
5.7. The LVK President shall be responsible for convening the Council meeting, identifying the members of the Council who are present at the Council meeting or who have submitted their decisions in advance of the Council meeting, establishing the presence of a quorum, and determining the outcome of the vote.
5.8. The President shall convene meetings of the Council at least 4 times a year. Meetings of the Council shall also be convened whenever a majority (more than 1/2) of the Council members so request. Consultative and/or thematic meetings of the Council to which speakers are invited or attend shall not be binding on the Council members. The LVK President must inform the members of the Council of the date, place, time and agenda of the Council meeting in writing or by e-mail at least 7 days before the date of the Council meeting.
5.9. A meeting of the Council shall be valid if more than 1/2 of the members of the Council are present, and decisions taken shall be valid if the number of votes in favour exceeds the number of votes against, except in the case of consideration of the suspension of a member of the Council. A decision of the Council to suspend the mandate of a member of the Council shall be taken by a 2/3 majority of the members present at the meeting. Each member shall have one vote at a meeting of the Council. Members of the Council whose powers have been suspended shall not be entitled to vote or to participate in the meeting of the Council, nor shall they be counted for the purposes of calculating the quorum of the Council. In the event of a tie, the President’s vote is decisive. Members of the Council may vote on the items on the agenda of the meeting by sending their decisions on each draft resolution on the agenda to the LVK President in advance by post or e-mail. Councillors who have sent their decisions in advance by post or e-mail shall be counted in the quorum of the Council meeting. The LVK must allow Council members to participate in Council meetings by electronic means (e.g. video or voice conferencing, etc.), provided that the security of the information transmitted is ensured and that the identity of the participating member can be established.
5.10. Any member of the Council may propose additions to the agenda of the relevant Council meeting. Proposals for the agenda must be submitted in writing or by e-mail. The proposal must be accompanied by draft decisions on the proposed items or, where no decisions are required, explanations of each item on the Council’s proposed agenda. The agenda shall be supplemented if the proposal is received not later than 3 days before the date of the Council meeting. Any member of the Council may, at any time before or during the Council meeting, propose in writing new draft decisions on items on the Council agenda. Minutes of the Council meeting are taken. The chairperson and the secretary of the meeting shall sign the minutes.
5.11. The Council reports to Congress on its activities.
5.12. The President. The President (“the President”) shall be an organ of the LVK, elected by secret ballot at a Council meeting for a term of office of 4 years, with a maximum of 2 consecutive terms of office. The President of the LVK shall not have an employment agreement. According to the laws of the Republic of Lithuania, the President of the LVK engages in lobbying activities and must be included in the list of lobbyists of the Republic of Lithuania.
5.13. LVK President:
5.13.1. submits to the Council for approval the nominations of Vice-Presidents and proposals for the dismissal of Vice-Presidents;
5.13.2. shall be the Chairperson of the Council and the Management Board and shall direct their activities;
5.13.3. represent the LVK and its interests in Lithuania and abroad, in public and private institutions, and sign on behalf of the LVK.
5.14. Management Board. The Management Board is a collegial body of the LVK (hereinafter referred to as the “Board”), which discusses current issues, formulates positions on important issues, monitors the activities of the Director General, the activities of other LVK bodies and assists the President in making decisions in a collegial manner. The Board consists of 7 members – the President, who is automatically appointed to the Board, and 6 Vice-Presidents. The Vice-Presidents shall be elected from among the members of the Council on the recommendation of the President. Employment agreements are not concluded with them. Vice-presidents may be assigned to supervise individual areas of LVK activity. Vice-Presidents are not required to be included in the list of lobbyists of the Republic of Lithuania, except when required to do so by the Code of Ethics and/or the Interest Management Policy, or when the Vice President is appointed to replace the President of the LVK, or is appointed to act as a representative of the LVK in its relations with the state or governmental authorities. The term of office of the Board coincides with the term of office of the Council.
5.15. LVK Management Board:
5.15.1. analyses, considers and considers the possibilities of representing certain interests when a Member or Working Group is approached, and determines and develops the LVK’s position;
5.15.2. decides who (President, Vice-Presidents, Council members, Director General, LVK staff, members’ representatives, members of Working Groups) shall be delegated to Working Groups, Councils, Commissions and other bodies set up by state or municipal institutions;
5.15.3. responsible for preventing and managing conflicts of interest;
5.15.4. responsible for LVK’s strategic communications, building and maintaining its corporate reputation, ICC’s international activities and cooperation with other organisations;
5.15.5. responsible for the periodic audit of the LVK’s finances, recommends the auditor to Congress; cooperates and maintains regular contact with the auditor;
5.15.6. ensures and oversee the legal and/or ethical compliance of LVK;
5.15.7. considers and approves business market standards on a wide range of topics (e.g. code of ethics in public procurement, policies on the environment, equal opportunities and other ESG objectives, etc.);
5.15.8. takes care of membership attraction and retention of existing members, analyzes, considers and evaluates information about potential LVK members before making recommendations to the Council for their admission;
5.15.9. makes recommendations to the Congress regarding candidates for the Council and the Ethics Commission; To the Council – for the President and the Vice-Presidents proposed by him, the General Director; analyzes, considers and evaluates the impeccable reputation, positions and interests of the candidates for the Council, Ethics Commission, Presidents and Vice-Presidents, and their compliance with candidacy requirements;
5.15.10. organises and manages the LVK’s analytical activities, fundraising, dissemination of LVK information and publicity;
5.15.11. analyses, discusses and decides on participation in projects implemented with money from the European Union, the Republic of Lithuania or other public budgets; approves the annual reports of such projects;
5.15.12. approves donations to and from the LVK; voluntary contributions from members;
5.15.13. approves the structure of the LVK administration;
5.15.14. approves and sets the pricing of paid services provided by LVK;
5.15.15. approves all transactions by the Director-General in excess of EUR 10,000 (lump sum or annual), but transactions in excess of EUR 2,000 must be notified in advance to the Board;
5.15.16. approve the deputising of the Managing Director and the President. In the event of the resignation of the President or if the President is otherwise prevented from exercising the functions entrusted to him/her, the powers of the President shall be delegated, by resolution of the Board, to one of the Vice-Presidents, until such time as the Council is convened and a new President elected;
5.15.17. approves the Rules of Procedure of the Board;
5.15.18. approves other LVK internal documents – procedures, rules;
5.15.19. Approves Working Groups and their members;
5.15.20. Approves trademarks used by LVK.
5.16. The Board may delegate all or part of its activities to the President or the Vice-Presidents, but the decision-making power of the Board may not be delegated or transferred to them.
5.17. The President shall convene meetings of the Board at least 1-2 times a month. Board meetings shall also be convened when requested by at least 2 Board members. The LVK President (or, failing that, 2 members of the Board) must inform the members of the Board of the date, place, time and agenda of the Board meeting in writing or by email at least 3 days before the date of the Board meeting.
5.18. A meeting of the Board shall be valid if more than 1/2 of the members of the Board are present, and decisions taken shall be valid if the number of votes in favour exceeds the number of votes against. Each member shall have one vote at a meeting of the Board. In the event of a tie, the President’s vote is decisive. Members of the Board may vote on the items on the agenda of the meeting by sending in advance to the President of the LVK their decisions on each draft resolution on the agenda by post or by e-mail. Members of the Board who have sent their decisions in advance by post or e-mail shall be counted in the quorum for the meeting. Any member of the Board may propose additions to the agenda of the relevant meeting. Minutes of the Board meeting shall be taken. The minutes shall be signed by the chairman and the secretary of the meeting. The LVK must allow members of the Board to participate in Board meetings by electronic means (e.g. video or voice conferencing, etc.), provided that the security of the information transmitted is ensured and that the identity of the member participating can be established.
5.19. General Manager. The management, control and supervision of the LVK Directorate is the responsibility of the General Manager (“the General Manager”) and the LVK Administration. The General Manager is the sole governing body of LVK. The General Manager must have an impeccable reputation, experience in senior management positions, leadership, management, organisational, foreign language and communication skills. The General Manager shall be elected by the Council, on the recommendation of the Board. The General Manager has an employment agreement and is paid a salary. All employment income of the General Manager shall be derived from activities related to the LVK, with the exception of research and teaching activities, and unless otherwise authorised by the Board. In order to avoid conflicts of interest, all other activities and income derived from such activities outside the LVK must be declared and disclosed by the General Manager to the Board. Under the laws of the Republic of Lithuania, the General Manager is engaged in lobbying activities and must be included in the list of lobbyists of the Republic of Lithuania. General Manager:
5.19.1. Organizes the activities of the LVK, represents the LVK in relations with state and local government institutions, non-governmental, international and other organizations and individuals, and the public; other members of the management team included in the list of lobbyists of the Republic of Lithuania may represent the LVK in accordance with the powers granted to them;
5.19.2. participates in the meetings and activities of the Council, the Board, the LVK Working Groups (without the right to vote), except on matters directly related to the functions or activities of the General Manager;
5.19.3. implements the decisions and/or resolutions of the Congress, the Council and the Board;
5.19.4. is accountable to the Council and the Board;
5.19.5. manages the LVK’s assets, including its financial resources;
5.19.6. operates within the framework of an action plan and budget approved by the Council;
5.19.7. transact business and represent LVK;
5.19.8. recruits and dismisses the Directorate’s staff, concludes their contracts of employment, and fixes their emoluments, in accordance with the Council’s budget for that purpose;
5.19.9. publishes LVK information and announcements in the daily newspaper Verslo žinios, which are required by law to be made public;
5.19.10. keeping records of LVK members, controlling the payment of fees;
5.19.11. is responsible for drawing up the financial statements and submitting data and documents (statistics) to the Registry and other public authorities;
5.19.12. represents the LVK at international ICC events, before Lithuanian governmental institutions, working groups, commissions or other bodies established by them;
5.19.13. preparing and submitting to the Council for its consideration the LVK’s draft annual budget, action plan, annual financial and annual activity reports;
5.19.14. organises technical support for the LVK Working Groups;
5.19.15. notifies LVK members of key events;
5.19.16. approves the address of the LVK’s registered office and informs the Registrar of Legal Entities thereof;
5.19.17. carries out and implement other decisions of the Congress, the Council, the Board and the President.
5.19.18. Prepares and submits the LVK’s public report to the Congress for approval by 30 June each year, and makes the LVK’s activity report available to any legal or natural person at the LVK’s headquarters or on the LVK’s website.
5.20. Ethics Committee. The LVK has an Ethics Committee (hereinafter referred to as the “Ethics Committee”). The Ethics Committee is not an authority of the LVK. The Ethics Committee is composed of 5 members, elected by the Congress on the nomination of the Board of Management. Members of the Ethics Committee may not be members of the Council or the Board, the President, the General Manager. Members of the Ethics Committee must be representatives of LVK members or other independent persons of good reputation. The work of the Ethics Committee shall be organised and monitored by the Chairperson of the Ethics Committee, elected by the Ethics Committee from among its members. The Ethics Committee shall:
5.20.1. Draw up and enforce a code of ethics;
5.20.2. Investigate complaints of possible breaches of the LVK’s Conflict of Interest Policy, Code of Ethics or these Statutes by members of the LVK, members of the Council, the Board, members of the Working Groups, the Director General, employees of the LVK, and make a finding/decision:
5.20.2.1. in the absence of an infringement, dismisses the complaint;
5.20.2.2. dismisses the complaint as not having significant consequences and issues a warning if an infringement is found;
5.20.2.3. accepts the complaint and recommends to the competent governing body of the LVK that the person be removed from his/her position if an irregularity is found.
5.21. Working groups. Working Groups (hereinafter referred to as “Working Groups”) may be established by decision of the Board to implement selected permanent or project-based LVK activities. Working Groups are not an authority of the LVK. A member of the LVK administration shall be appointed to supervise each Working Group. Members of the LVK Working Groups may be seconded to the relevant working groups of state and local authorities. The Working Group may elect a representative from among its members (subject to the approval of the Board) for the purpose of dialogue and relations with state and local authorities, non-governmental, international and other organisations and individuals, and the public. Working groups:
5.21.1. shall be composed, by decision of the Governing Board, of members of the Council or representatives of members of the LVK with experience in the relevant field of activity of the Working Group;
5.21.2. together with the administration, analyse issues of relevance to the LVK and make recommendations to the Council/Board and the President;
5.21.3. are set up to build relationships with public authorities and/or the public in the chosen business or other sector. The LVK Sector-Industry Working Groups are: finance, transport, manufacturing, services, TMT, trade, education, health and others. LVK’s thematic-sectoral Working Groups are: arbitration, tax, labour relations and other. The following list of LVK Working Groups is not exhaustive and may be amended by decision of the Board. - ASSETS AND SOURCES OF INCOME. PROCEDURES FOR THE USE OF FUNDS AND REVENUE
6.1. LVK owns or otherwise controls assets and funds. They shall be used and disposed of by the LVK in accordance with the procedure laid down by the laws of the Republic of Lithuania.
6.2. LVK’s sources of revenue are:
6.2.1. Members’ joining fees, membership fees and earmarked contributions;
6.2.2. donations, funds and property gratuitously transferred by others;
6.2.3. legacies vested in LVK under the will;
6.2.4. interest of credit institutions paid for funds stored in them, interest for granted loans;
6.2.5. income from the distribution of profits, sale of shares or other distributions to participants in enterprises of which LVK is an owner or partner;
6.2.6. funds and assets received for targeted projects and programmes carried out by LVK;
6.2.7. income from LVK activities not incompatible with these Statutes and the objectives of the LVK, from targeted analytical projects or programmes, and from consultancy activities carried out in accordance with the procedures laid down by and subject to the approval of the Board;
6.2.8. income from LVK events, publications, publications and donations received for such activities;
6.2.9. other lawfully received income.
6.3. The LVK may, by decision of the Governing Board, accept voluntary donations from members for the implementation of projects or programmes of relevance to only a subset of the LVK’s members, and may set prices for consultancy services provided to LVK members. The LVK is also entitled to accept other non-targeted (voluntary) contributions from LVK members for the operation of the LVK. All additional contributions shall be reflected in the LVK’s financial and operational accounts. The LVK shall use money received as a donation, as well as other money and other property received gratuitously, for the purposes specified by the person who gave it, provided that it has been so agreed in a contract with that person, which is in accordance with the LVK’s statutes and the law.
6.4. LVK is subject to the restrictions on its activities provided for by the laws of the Republic of Lithuania. - LVK PERFORMANCE AUDIT
7.1. An auditor is elected by a resolution of the Congress for a period of 3 years to audit the LVK.
7.2. After the end of the financial year, before the Ordinary Congress, the LVK’s annual accounts must be audited by an auditor.
7.3. The auditor is remunerated by LVK.
7.4. The General Manager must provide the Auditor with the accounting documents requested by him. - BRANCHES AND REPRESENTATIVE OFFICES
8.1. LVK has the right to establish and liquidate branches and/or representative offices. Branches and/or representative offices shall be established and dissolved by resolution of the Council. The number of LVK branches/ representative offices is unlimited.
8.2. Branches and/or representative offices shall operate in accordance with the Regulations for Branches and/or representative offices, which shall be approved by the Council. The Heads of Branches and representative offices are appointed and dismissed by the Council. Branches and representative offices shall promote and participate in the implementation of LVK policies. - REORGANISATION AND LIQUIDATION
9.1. The LVK shall be reorganised, dissolved (reorganised or liquidated) in accordance with the procedure laid down in the Civil Code of the Republic of Lithuania by a resolution of the Congress. - FINAL PROVISIONS
10.1. Matters not regulated by these Articles of Association shall be dealt with in accordance with the procedure established by the laws of the Republic of Lithuania.
10.2. In the event of any inconsistency between these Articles of Association and the mandatory legal provisions governing the legal status and/or activities of associations, the provisions of the law shall prevail.
10.3. The Articles of Association of the LVK shall be amended and supplemented by a resolution of the Congress in accordance with the laws of the Republic of Lithuania and the procedure laid down in these Articles of Association.
Lithuanian Business Confederation
1st October 2020
General Manager Ineta Rizgele