The following rules (hereafter referred to as ‘the rules’) are established on the provisions foreseen in article 4 of the new Articles of Association of the European Commerce Registers’ Forum (hereafter referred to as ‘The Forum’).
The rules should provide guidance in terms of good governance to the members of the Forum, the members of the Steering Committee and the members of the Working groups.
1. Common rules
1.1. Annual conference
1.1.1. Financing of the annual conference
The Annual Conference is financially self-supporting meaning that the conference budget is expected to be balanced each year. Conference expenses should be balanced by conference revenues, sponsorship or other financial income.
ECRF does not have a financial budget for the annual conference.
The final budget for the annual conference including the proposals for the different conference fees will be proposed by the host jurisdiction to the Steering committee at the latest for the month of January preceding the conference. The Steering committee decides upon the conference budget.
The organizing jurisdiction is expected to cover the costs of the conference from its receipts / subsidies / sponsorship arrangements.
The host organization may contribute financially to the conference budget.
Sponsorship for conference financing purposes is permitted. The host organization decides on sponsorship in accordance with local national legislation and in agreement with the steering committee.
In arranging sponsorship, the host jurisdiction should make reference to ECRF’s sponsorship policy.
Any surplus arising from the conference shall be transmitted to the Treasurer and remitted into the ECRF general funds while deficit, on the other hand, will have to be borne by the host jurisdiction.
The host jurisdiction needs to provide a copy of the income and expenditure statement of the conference to the Treasurer after holding the annual conference.
The ECRF, upon decision taking by the General Assembly, may participate to the conference financing in taking into consideration the balance of the ECRF general budget.
In case of financial deficit, the contribution made by ECRF to the host jurisdiction is limited to EUR 10.000.
1.1.2. Conference fees
- Conference fees for members, non-members, guests and sponsors are proposed by the host jurisdiction and are decided by the Steering committee.
- Conference fees may be paid by means of an electronic on line payment facility on the ECRF web site.
- The steering committee decides on the payment of the online payment fees.
- Applications for conference participation will normally be closed at the latest two weeks in advance to the annual conference. The Steering Committee may decide on a later closing date.
- Conference payments must be received by the Treasurer at least two weeks in advance to the conference starting date.
- Delegates who have announced their intention to participate in the conference but do not pay their fees on time, may not participate at the conference.
- Delegates who have already paid their ECRF conference fees and who cancel their conference participation within two weeks of the conference starting date will not be reimbursed.
- Speakers (ECRF members or non ECRF members) at the ECRF annual conference will not be charged conference fees. This rule does not apply to the speaker of the next ECRF conference hosting organization.
- ECRF sponsors and EBR (European Business Register) officials pay the same conference fees as ECRF members.
- The Steering Committee may decide to lower the conference fees for non ECRF members to the level of ECRF members.
- The Steering Committee may decide that a reasonably sized group of representatives from the Conference organizing jurisdiction may participate at the conference free of charge.
- Members of the ECRF Steering committee do not pay conference fees.
1.1.3. Annual conference speakers’ travel and hotel costs
Speakers at the annual conference from an ECRF member organization must bear their own travel and hotel costs.
Travel and hotel costs of speakers at the annual conference from a non ECRF member may be paid by the Forum.
1.1.4. IACA and CRF representatives at the ECRF annual conference
IACA and CRF will bear the travel and hotel costs of their official representatives at the ECRF annual conference.
The official IACA and CRF representatives – maximum two representatives per organization – will not be charged conference fees at the ECRF annual conference.
1.2. ECRF participation at IACA and CRF conferences
Up to a maximum of two official ECRF representatives at IACA and CRF conferences should not pay conference fees at these events.
1.3. Steering committee
With regard to article 5 of the Forum’s articles of association, the Steering Committee proposes a budget at the annual session of the General Assembly to cover functioning costs of the Steering Committee for the coming financial year. The General Assembly decides on the budget by vote.
The Steering Committee may organize up to a maximum of two physical coordination meetings of the Steering Committee during a financial year. At least one of these meetings should be organized by the conference host organization at the location of the conference. The steering committee may organize additional meetings if required.
Travel and hotel costs of the Steering Committee may be covered out of the Steering Committee budget. ECRF should not pay daily allowances. ECRF will pay all reasonable costs of (economy class) travel, accommodation and meals if they are invoiced properly and when they are approved by the Steering Committee.
Costs of the secretarial services provided by the organization of the President of the Steering Committee will be provided on a “pro bono” basis.
Travel and hotel costs of one official ECRF representative at the annual conferences of IACA and / or CRF may be covered by the Forum out of the annual budget allocated to the Steering Committee. The Steering Committee decides who will represent the Forum at these events. Business class travel is acceptable on intercontinental flights.
The Steering Committee may decide that the travel and hotel costs of one more ECRF representative to CRF and IACA conferences – member of the Steering Committee or member of a Working group – may be covered by the Forum as long as these costs fit into the Steering Committee annual budget as agreed by the General Assembly.
1.4. Reimbursements of travel and hotel costs
Reimbursements of travel and hotel costs by ECRF to members of the Steering Committee or of ECRF Working groups should be made to the respective members’ organization. Reimbursements made to personal bank accounts of Steering Committee or of ECRF Working groups members should be avoided as much as possible.
2. The ECRF Financials
2.1. Role of the Treasurer
As foreseen in article 8 of the ECRF Articles of Association, the Treasurer is responsible for the collection, disbursement, recording and custody of all funds of the Forum.
The Treasurer, in the execution of his mandate, is responsible solely towards the General Assembly.
In case of dissent in the Steering Committee concerning the financial management of the Forum or in case of disagreement between the President of the Forum or the Conference Director and the Treasurer concerning the disbursement of ECRF funds, the Treasurer reports to the General Assembly. In case of urgency, the Treasurer may report directly to the members of the Forum without waiting for the next General Assembly.
2.2. Missions of the Treasurer
- Managing of the ECRF funds
- Taking charge of the ECRF accounting
- Taking charge of the reimbursement of the expenses to the members of the ECRF working groups
- Preparing the ECRF annual accounts together with the ECRF Presidency
2.3. Principles of fund management
Funds will be managed in a current account located at a bank based in the home country of the Treasurer. Surplus funds may be managed, in terms of best financial management practices, in savings accounts or fixed term bank deposits or other financial instruments. Funds may only be managed in financial instruments which do guarantee the safe keeping of the invested capital. Funds will always be managed in the best interest of the Forum.
2.4. Payment procedures
The Treasurer proceeds with the payments out of the ECRF bank accounts. Payments will only be done with regard to the following expenses:
- Costs related to the organization of the annual ECRF conference.
- Costs related to the expenses made by members of ECRF working groups.
- Costs related to the maintenance of the ECRF web site.
- Other costs as decided by the General Assembly or the Steering Committee.
Expenses and costs are submitted for payment to the Treasurer within the budgetary expenses limits approved by the ECRF General Assembly for each of the previous cost items.
Payment claims introduced to the Treasurer are duly documented by underlying invoices or expenses documents. These invoices and expenses documents are approved either by the ECRF Conference Director in the case of conference expenses or by the respective ECRF working group presidents in the case of working group’s members’ expenses.
- Payment procedure concerning the ECRF Annual conference
The Treasurer may proceed to a first payment to the organizing ECRF member after the financial closing of the preceding conference. The amount of the payment depends on the financial situation of the Forum and the financial situation of the organizing member and should normally not exceed 50% of the total of costs allowed by the ECRF General Assembly. Duly motivated exceptions to this rule may be decided by the Steering Committee. The payment is limited to EUR 10.000 if the ECRF budget closes with .a negative balance.
The payment will be executed by the Treasurer on request of the organizing member with the approval of the Steering Committee.
The organizing ECRF member pays conference expenses out of the organization’s own accounts. All invoices concerning the ECRF conference have to be approved by the ECRF President or his duly mandated representative. The ECRF Treasurer does not proceed with direct payments to the organizer’s suppliers. The Treasurer makes payments only to the organizing ECRF member.
After the financial closing of the Annual conference, the Treasurer makes a final payment to the national organizer. This final payment will be executed by the Treasurer after the introduction by the organizer to the Treasurer of all copies of expenses documents justifying the claimed amount. This payment does not imply the approval of the ECRF final accounts.
- Payment procedure concerning the ECRF working groups
The ECRF working group members’ costs for the participation in an ECRF working group are to be covered by ECRF if not decided otherwise. This reimbursement is limited to the costs of travel (economy class or equivalent), accommodation and meals. The costs for these meetings may not exceed the levels of the working group budget as agreed by the General Assembly.
Expenses reimbursement claims by members of the working groups have to be addressed in the form of an expenses claim note (annex 1) to the attention of the ECRF Treasurer by the working group member’s institution and not by the working group member directly. The reimbursement claims form has to be filled out including all relevant details (banking details, working group meeting details, etc.) in order to avoid reimbursement payment delays by the Treasurer and to avoid transfer errors. Payment claims have to be documented with accounting documents like copies of invoices etc.
All expenses introduced by ECRF working groups have to be approved by the respective ECRF working group president. Payment approval has to be materialized by a signature and date apposed on the claimed document or may also be approved by email.
The duly approved expenses claim notes are submitted by the ECRF member to the Treasurer for payment. The Treasurer makes payments only to an ECRF member within the budgetary limits allocated to the working group by the General Assembly. The working group president cares the responsibility that expenses occurred by its working group members stay within the budgetary limits.
- Payment procedure concerning the ECRF web site maintenance
Payment claims concerning the ECRF web site maintenance have to be approved by the ECRF President who checks that the claim lies within the budgetary limits approved by the General Assembly. The approved invoice is submitted to the ECRF Treasurer for payment.
2.5. Expenses outside of the ECRF budget
The Steering Committee may decide on expenses outside of the ECRF budget which should not exceed 10% of the approved budget up to a maximum amount of EUR 10.000. These expenses are duly documented. Decision within the Steering Committee is taken by simple majority. The Steering Committee reports to the next General Assembly all expenses made outside the ECRF approved budget.
The Steering Committee shall not incur any expenses that are not within the normal course of business without the prior approval of the General Assembly.
Payment proceedings are ruled by general payment proceedings determined for conference expenses.
2.6. Payment orders
The Treasurer proceeds with payments out of the ECRF bank account following a written and duly documented payment order signed by the ECRF President or his duly mandated representative. Payment orders are established on the basis of a payment form prepared by the Treasurer that includes all necessary details to allow a correct and without delay payment by the Treasurer.
Bills or invoices that have to be paid by the Treasurer out of the ECRF bank account are cleared prior to payment by the ECRF President or his duly mandated representative or the concerned Working group President by a clearance apposed on the invoice. All necessary documentation like copies of offers, proposals, tenders that are duly accepted, signed and verified, are attached to the invoices.
2.7. ECRF auditors
The ECRF financial statements are submitted to the audit of the ECRF auditors appointed by the General Assembly of the members. Auditors have complete access to the bank account documentation and the accounting documents.
2.8. ECRF accounting
The ECRF Treasurer manages the ECRF accounting and archives the underlying documentation.
The ECRF Treasurer establishes and sends out the annual membership invoices and collects the membership fees.
The ECRF Treasurer establishes and sends out the invoices for conference participation fees and collects the conference participation fees.
2.9. ECRF Annual accounts
The ECRF accounting year starts on January 1st and ends on December 31st of each year.
The Annual Accounts are prepared and established by the Treasurer and have to be approved in the next General assembly.
The Treasurer submits the Annual Accounts to the ECRF members at the General Assembly.
3. Changing the Rules of Good Governance
Amendments to the Rules of Good Governance are validated by the General Assembly if 3/4 of the members are present. The decision requires the vote of 3/4 of the members present.
ECRF working group expenses reimbursement claim note
- ECRF member information : (Name and address of institution)
- Name of participating working group member :
- Subject: (name of working group, date and place of meeting,…)
- Amount to pay by ECRF : xxxx Eur (or other freely convertible currencies)
- Name and address of beneficiary :
- Bank and address of beneficiary :
SWIFT code :
IBAN bank account number:
Copies of flight tickets, hotel bills, restaurant bills,…)
Copy of the email of working group president approving the expenses reimbursement claim note
Published: September 16, 2015.