2.2.1. constitution 2012

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2.2.1. constitution 2012

  1. 1. The Hungarian Advertising Self Regulatory Boad ConstitutionTHE HUNGARIAN ADVERTISING SELF REGULATORY BOARD CONSTITUTION 20th March 2012.
  2. 2. The Hungarian Advertising Self Regulatory Boad ConstitutionTHE HUNGARIAN ADVERTISING SELF REGULATORY BOARD CONSTITUTION I. General Provisions 1. The founders herewith establish a public organisation, in pursuance of Act II of 1989 on the Right of Association. 2. The name of the public organisation shall be the Hungarian Advertising Self Regulatory Board. 3. The Hungarian Advertising Self Regulatory Board is a legal identity, to which the provisions of the Civil Code relating to associations apply. 4. The seat of the Hungarian Advertising Self Regulatory Board: 1066 Budapest, Teréz körút. 38. 5. The area of operation of the Hungarian Advertising Self Regulatory Board shall be Hungary. 6. The seal of the Board shall be: The Hungarian Advertising Self Regulatory Board – Budapest. 7. The official name of the Hungarian Advertising Self Regulatory Board shall be: a) in German: Ungarische Werberat b) in English: Hungarian Advertising Self Regulatory Boar c) in French: Commission Hongroise pour l’Autorégulation en Publicité 8. The abbreviation of the Board’s name (in Hungarian) shall be: Ö.R.T.(in Hungarian) 2
  3. 3. The Hungarian Advertising Self Regulatory Boad Constitution II. Aims and Activities of the Board:1. Aims: a) The chief aim of the Board is to enforce written and unwritten rules of self-regulation in Hungarian advertising practice, primarily in pursuance of the Hungarian Code of Advertising Ethics and of the current advertising law. b) The Board shall make allowance for all rightful interest related to social and economic practices, with the exception of political advertising, that are followed in the country. c) The Board shall aim to improve Hungarian advertising practice, and exert its influence to move this towards a modern, European self-regulating advertising practice.2. ActivitiesIn pursuance of the tasks defined in point 1) above, the Board shall: a) draw up the principles of self regulation in advertising, b) set up links with self-regulatory boards in other countries and participate in self-regulation forums, c) comment on the legal provisions relating to advertising practice - as these concern self- regulation, d) The Board shall cooperate with Hungarian and international authorities – according to individual contracts – within the framework of co-regulation. e) make preliminary appraisals of advertising campaigns - on the request of members, f) investigate complaints made, and issues that arise, relating to advertising practice and self- regulation, participate in resolving disputes in this regard, and make appraisals, g) provide co-ordination between groups and members affiliated to the organisation [for group see III.3.], and on request provide conciliation between non-members, h) support the setting up of a formation (permanent or ad hoc committee or other such body) required to carry out its tasks defined in the Constitution, i) publish, promote and disseminate the principle and practice of self-regulation, and also publish and provide information on the operation of the Board, j) manage its assets so as to realise the aims of the association. The members shall bear no liability for the debts of the Board; their liability shall only extend to the payment of their membership fee. k) Members, in addition to paying their membership fees, may provide financial support to the Board. Such support may be defined as to its purpose, but does not allow any claim for additional service in reciprocation. l) In pursuit of its aims, the Board is permitted to pursue supplementary business activities. m) Financial management shall not seek to make profit from members, and any profit that arises shall at all times be used for services provided for the benefit of members. n) The Board shall pursue a wide range of activities directed at realising and popularising the aims of the Board. o) The Board may also pursue activities not mentioned herein, but which are consistent with the basic objectives of the Board and contribute to these. 3
  4. 4. The Hungarian Advertising Self Regulatory Boad Constitution III. Members of the Hungarian Advertising Self Regulatory BoardFull Members:1. Any legal person or company without legal-person status as defined under the Civil Code 685 § c), which carries out activities as an advertiser [I.], as an advertising provider [II.], or advertising publisher [III.] may be a member of the Board.2. An organisation listed under point 1. may be a member of the Board if it accepts the objectives defined in the Constitution, signs a statement to this effect on entry and pays the statutory membership fee. A member shall be registered in the List of Members by the Secretary of the Board by decision of the Presidency. No applicant meeting the conditions set forth in the previous paragraph may be refused registration. The Presidency decision on induction of a member shall be approved at the next General Assembly of the Board by a General Assembly resolution. Membership shall commence with the ruling of the Presidency.3. A full member of the Board shall undertake on entry to voluntarily classify himself or his organisation into one of the three groups. A member may only classify himself as belonging to one group.Supporting and Honorary Members:4. Supporting members of the Board may be professional and representative groups or associations which cover any area of market and marketing communication, or are related to them, and any natural persons whose activity is closely involved with advertising, and who uphold the objectives of the organisation.5. Honorary members shall be those who the Board General Assembly accepts as honorary members of the Board in recognition of their work. 4
  5. 5. The Hungarian Advertising Self Regulatory Boad Constitution IV. Rights and Obligations of Members of the Board1. The members of the Board shall be entitled to participate in the Board General Assembly with speaking and voting rights (the legal persons and organisations through their representatives). The supporting and honorary members shall only have speaking rights. Each member of the Board shall have one vote.2. Members may request and shall receive information on any of the Board’s affairs, and may make suggestions to the General Assembly, the Steering Committee or the Presidency. Members shall be entitled to use any of the Board’s services, shall respect the provisions of the Constitution and the Principles of Self-Regulatory Practice, and shall operate in accordance with the Hungarian Code of Advertising Ethics.3. Membership may cease by: a) withdrawal, b) striking off, c) exclusion, d) cessation without a legal successor of a legal person or a company not constituting a legal person, e) death of a natural person.4. A members intention to withdraw membership of the Board must be conveyed in writing to the Secretary of the Board by 31 December of the current year; otherwise membership shall continue in the following year. Resignation of membership shall not imply exemption from obligations arising during the period of membership.5. The General Assembly of the Board may, by a resolution taken with a two-thirds majority, exclude a member who has carried out activities conflicting with the aims set forth in the Constitution, or who has made a grave breach of the provisions of the Constitution.6. If the General Assembly of the Board does not approve acceptance of a new member, the Secretary shall strike the member off the membership registration. 5
  6. 6. The Hungarian Advertising Self Regulatory Boad Constitution V. Organisation of the Board1. Organs of the Board: a) the General Assembly, b) the Steering Committee, c) the Presidency, d) the President, e) the Secretary, f) the Consultative Committee, g) the Committees, h) the Honorary President.2. The General Assembly of the Board2.1. Convening the General Assembly2.1.1. The General Assembly is the highest organ of the Board, and consists of all the membership. The date and time of the General Assembly shall be set by the Presidency of the Board at least two weeks in advance, and those entitled to vote in the General Assembly shall be informed in advance, in writing - or in e-mail -, of its place, time and proposed agenda.2.1.2. The General Assembly shall be convened at least once a year.2.1.3. In addition to the written agenda supplied, the General Assembly may discuss a new item if such an item is accepted by simple majority of the General Assembly.2.1.4. An extraordinary General Assembly shall be convened if at least one-fifth of the members, or the President, giving the reason and the purpose, so propose in writing. In such a case, the extraordinary General Assembly shall be convened within 45 days.2.2. The Authority of the General Assembly2.2.1. The General Assembly is exclusively authorised to: a) set and amend the Constitution, b) approve new members, c) exclude members, d) approve the budget and final accounts of the Board, e) set the principles for payment of the membership fee, f) approve the annual report of the Steering Committee, g) approve the annual report of the Presidency, h) merge with another public organisation, or declare the dissolution of the Board, i) elect to the Steering Committee of nominees proposed by members j) approve the Hungarian Code of Advertising Ethics, the general principles of the Basic Code, and ethical norms, and vote amendments to these. k) handle such other matters the Constitution assigns to the competence of the General Assembly. 6
  7. 7. The Hungarian Advertising Self Regulatory Boad Constitution2.3. Quorum of the General Assembly2.3.1. The General Assembly shall be quorate if more than half of those who hold voting rights are present.2.3.2. If the General Assembly does not become quorate within one hour of the starting time that was set for it, then the General Assembly shall be postponed, and reconvened within 15 days. The reconvened General Assembly shall be quorate in respect of the items on the original agenda, regardless of the number of members attending.2.4. Decisions by the General Assembly:2.4.1. The General Assembly shall in general make its decisions by open voting, on a simple majority of the voting right-holders present.2.4.2. For an amendment of the Constitution, and decisions on issues defined under 2.2.1.c, h, and j, a two-thirds majority of voting-right holders present shall be required.2.4.3. The General Assembly shall make its decision by secret vote if one-third of those entitled to vote so demand.2.4.4. Minutes shall be taken of the General Assembly. The minutes shall contain the substantial remarks and suggestions made at the General Assembly, and the decisions taken. The minutes shall be signed by the chairman of the General Assembly and by the minute-taker, and shall be verified by two persons elected at the beginning of the General Assembly.2.4.5. In the case of a tied vote, the President of the Board, or in his absence the Presidency member chairing the General Assembly, shall have a casting vote.2.5. Sessions of the General Assembly2.5.1. The General Assembly shall adopt resolutions in its sessions.2.5.2. Members may exercise their rights in the sessions of the General Assembly, in particular the rights to make proposals and to vote, in person, through their representatives or by using electronic communication means.2.6. Adoption of a resolution by the General Assembly outside a session2.6.1. The General Assembly may pass resolutions concerning any issue falling within its competence outside sessions, in accordance with the decision of the person convening the General Assembly.2.6.2. Procedure of the adoption of resolutions without a session: a. The Presidency of the Board shall inform the members on the fact of the adoption of a resolution without a session, the agenda and the draft resolution through an E-mail and call them upon to exercise their rights to make proposals and to vote by setting a deadline. b. The rules included in paragraph 2.4 shall be applicable to the adoption of a resolution appropriately with the stipulation that any member that has cast his vote through E-mail and within the deadline shall be considered as a member participating in the session. c. The fact of the out-of session adoption of a resolution shall be indicated in the minutes taken on the adoption of the resolution and the list of the members cast their votes (including their E-mail addresses) shall be attached. d. Any other issues shall be governed by the rules related to the adoption of resolutions in sessions. 7
  8. 8. The Hungarian Advertising Self Regulatory Boad Constitution3. The Steering Committee of the Board3.1 Composition of the Steering Committee:3.1.1. The members of the Board shall nominate or delegate, in accordance with their interests or classification, a fixed number of members of the Steering Committee of the Board for a period of three years as follows: a) seven members shall thus be delegated from the advertising service (agencies) group , b) the media group shall also delegate seven members, c) the advertisers’ group shall also delegate seven members.3.1.2. The nomination committee appointed by the President shall gather the names of those nominated for membership of the Steering Committee from all three groups and shall propose them to the General Assembly. All members of the Steering Committee nominated by the groups shall be approved by the General Assembly, but may only be recalled by their own group.3.1.3. Ordinary members of the Steering Committee can take part in its meetings with speaking and voting rights.3.1.4. Membership of the Steering Committee shall cease: a) on expiry of the term of office, b) on resignation, c) on recall, d) on death.3.2. Responsibilities and Authority of the Steering Committee a) Election of the Presidency of the Board. b) Election of the Secretary. c) Recall of the President and members of the Presidency. d) Decision on all issues not subjected by the Constitution to the exclusive authority of other organs. e) Drawing up and publicising opinions relating to the industry, with due heed to the opinion of the Consultative Committee. f) Advice and statement of opinion on issues relating to advertising and advertising ethics, with due heed to the opinion of the Consultative Committee and in accordance with self-regulated advertising practice. g) Approval of attachment of new chapters to the Hungarian Code of Advertising Ethics, with due heed to the opinion of the Consultative Committee. h) Approval of the list of expert members of the standing and ad hoc committees, with due heed to the opinion of the Consultative Committee. i) Setting the remuneration of office-bearers of the Board.3.3. On the Operation of the Steering Committee: 8
  9. 9. The Hungarian Advertising Self Regulatory Boad Constitution3.3.1. The Steering Committee shall hold meetings as necessary, at least once every quarter of a year. Its meetings shall be convened by the President of the Board.3.3.2 The Secretary of the Board and a representative of the Consultative Committee shall have a permanent invitation to participate in meetings of the Steering Committee, and shall hold speaking rights.3.3.3 The Steering Committee shall be quorate if at least two thirds of the Steering Committee members delegated by each group are present.3.3.4 If the Steering Committee does not become quorate within one hour of the time set for it, then the Steering Committee meeting shall be postponed, and reconvened within 15 days. The reconvened Steering Committee shall be quorate regardless of the number of members present.3.3.5 The Steering Committee shall make its position statements (take its decisions) by open vote, and a simple majority. In the case of a tied vote, the President shall have a casting vote.3.3.6 Minutes or memorandum shall be taken of the meetings of the Steering Committee.3.3.7 The Steering Committee shall send its position statements to those affected and shall decide whether and how to publicise them.4. The Presidency of the Board4.1. Composition of the Presidency:4.1.1. The Steering Committee shall elect by secret vote from among its members a three-member Presidency for a term of office of three years.4.1.2. A condition necessary for the election of the Presidency shall be that each of the interest groups (advertisers, agencies, media) are represented on the Presidency by one member.4.1.3. The President of the Board shall be elected by the members of the Presidency from among their own number. The other two members of the Presidency shall function as Presidency members.4.1.4. The Presidency shall hold meetings as necessary, and at least every three months. The meetings shall be convened by the President of the Board, and an extraordinary meeting of the Presidency shall be convened if requested by any of its members.4.2 Responsibilities and Authority of the Presidency: a) to ensure the continuous operation of the Board, b) to set the agenda of each consultation, c) to admit new members and propose their approval to the General Assembly, d) to maintain and widen press and public relations, and carry out representative duties.4.3. Decision-Making by the Presidency4.3.1. The decisions of the Presidency shall be made by simple majority. A memorandum shall be taken of the decisions.5. The President of the Board 9
  10. 10. The Hungarian Advertising Self Regulatory Boad Constitution5.1. Election of the President:5.1.1. The President of the Board shall be elected by the members of the Presidency from their own number, for a term of office of two years.5.2. Responsibilities and Authority of the President: a) to convene the General Assembly, the meetings of the Presidency and the Steering Committee, and to chair these, b) to represent the Board to the authorities and third persons, c) to exercise the rights of employer in respect of the Board’s employees, d) to carry out all duties which the law, the Constitution, the General Assembly or the Presidency assign to his authority. e) In the case that the President is not available, he shall be deputised by the Secretary.5.3. The President, or the members of the Presidency, shall cease to hold their respective offices: a) when their term of office has expired, b) if they resign their office, c) if they are recalled, d) if they die.6. The Secretary of the Board6.1 The head of the Boards office organisation is the Secretary.6.2 The Secretary shall be appointed by the Steering Committee for a term of office of three years.6.3 Responsibilities and Authority of the Secretary: a) to co-ordinate the activities of the Board, and to direct its official, administrative and economic operations, b) to co-ordinate the work of the Steering Committee, the Presidency, the Consultative Committee, the committees and the employees, c) to arrange for the execution of decisions taken by the General Assembly, the Steering Committee and the Presidency, d) to prepare the meetings of the Steering Committee, the Consultative Committee and the Presidency, e) to assume rights of signature and rights of payment to a limit set by the Steering Committee, f) to represent the Board, g) to call meetings of the Ethical Ad Hoc Committee for specific cases, in accordance with the list of the Steering Committee, h) to undertake management duties that ensure the financial viability of the Board’s operations, i) to inform the media on the activities of the Board, j) to ensure that memoranda of meetings of the Steering Committee and the Consultative Committee are taken and that minutes of the Presidency meetings are taken and filed, and to register decisions taken, k) to supervise the maintenance of the Board’s records, l) to execute the decisions of the Steering Committee and the presidency, m) to monitor laws and regulations that relate to the Board, and to ensure that they are observed, if necessary to initiate the amendment of the decisions of the Board, n) to carry out all tasks which the Constitution or other rules, the General Assembly, the Steering Committee or the Presidency assign to his authority, 10
  11. 11. The Hungarian Advertising Self Regulatory Boad Constitution o) to participate, with speaking rights, in the meetings of any organ of the Board.7. The Consultative Committee of the Board7.1 The Consultative Committee shall be composed of those co-opted to it by the Steering Committee of the Board.7.2 The Consultative Committee shall meet as necessary, and at least twice a year.7.3 The responsibilities and authority of the Consultative Committee shall be: a) to elect a representative from among its own members, by a simple majority, in an open vote, b) to regularly produce recommendations for the Presidency of the Board in respect of the advertising industry, the development of market information and its standards, c) to draw up recommendations for the Presidency in respect of improving and supplementing the Code, d) to produce recommendations for the Steering Committee, e) to put itself at the disposal of the Presidency and the ad hoc committees if so requested, to provide advice or comment in issues related to the industry, f) to provide the Steering Committee with its opinion on the list of experts for the ethical ad hoc committees.8. The Honorary President8.1. All those who have served with distinction over a long period in the interests of the Board shall be eligible to Honorary President of the Board.8.2. The rights and obligations of the Honorary President are: a) to participate in the General Assembly of the Board with speaking rights, b) to make recommendations and express opinions relating to the operation of the Board and its organs VI. Officers of the Board1. The officers of the Board are the President, the Honorary President, the members of the Presidency and the Steering Committee and the Secretary.2. Any person over the age of eighteen years may be an officer of the Board.3. Officers of the Board may claim expenses.4. Commitments made in the name of the Board are valid after the officer who made such is no longer in post. VII. Other Provisions 11
  12. 12. The Hungarian Advertising Self Regulatory Boad Constitution1. The Board’s minutes, memoranda, and written materials containing its decisions shall, unless otherwise prescribed by law, be held for five years.2. The Boards decisions related to advertising ethics, and especially the documents of the Ethical Ad Hoc Committee, are in general not public and are to be treated as confidential. Detailed rules for the handling of such documents, and the exceptions thereto, are included in the Rules of Proceeding of the Ethical Ad Hoc Committee.3. The Board shall, in all of its statements, uphold the aims and operation of the Board.This Constitution (12 pages in the original Hungarian) was approved by the General Assemblyof the HUNGARIAN ADVERTISING SELF REGULATORY BOARD on 20 March, 2012. 12

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