Statute
Management
4.1. The Administration shall implement advanced standards of corporative governance in its operation and management.
4.2. The Administration shall be governed by the Management Board.
4.3. The Management Board shall ensure management and control of the Administration. The Board shall comprise three people: the Chairman of the Board appointed and dismissed by the President of the Republic of Azerbaijan, two his deputies appointed and dismissed by the Cabinet of Ministers of the Republic of Azerbaijan in agreement with the President of the Republic of Azerbaijan. The terms of office of the members of the Management Board is 5 (five) years.
4.4. in case of temporary absence of the Chairman of the Board his authorities shall be exercised by another member of the Board determined by the Chairman of the Board.
4.5. The Board shall perform the following duties:
4.5.1. identify the areas of development of the Administration;
4.5.2. submit proposals and documents for exercising the powers of the Founder respectively to the President of the Republic of Azerbaijan and the Cabinet of Ministers of Azerbaijan;
4.5.3. prepare and submit to the President of the Republic of Azerbaijan an annual report of the activities of the Administration;
4.5.4. consider draft legal acts related to the improvement of the operation of the Administration; submit the drafts to the relevant governmental bodies and structures;
4.5.5. ensure rational and targeted use of funds specified in Article 3.1.33. of this Statute;
4.5.6. consider requests of the members of the Board and make decisions;
4.5.7. within the established structure, the payroll budget and the number of employees, approve the structure of the Apparatus and units of the Administration, their staffing and cost estimates within the budgetary allocations;
4.5.8. approve the internal procedure of the Administration and regulations of the agencies, branches and representations; make decisions on the use of its property;
4.5.9. determine rules and terms for exclusion of conflict of interests in activities of the Board and employees; and exercise control of compliance;
4.5.10. with the consent of the Cabinet of Ministers of the Republic of Azerbaijan, make a decision on establishment of economic companies of the Administration or on participation therein; and on the establishment of departments, branches and representative offices;
4.5.11. with the consent of the Cabinet of Ministers of the Republic of Azerbaijan, make a decision on conclusion of transactions for an amount exceeding 25 percent of the value of net assets (special value transactions), and transactions with the relevant person whose value is 5 percent or more of the assets of the Administration;
4.5.12. make a decision on conclusion of a transaction with the relevant person not exceeding 5 percent of the assets of the Administration;
4.6. Meetings of the Board are convened at least once a month. A member of the Management Board is an initiator of the Board meetings. Meetings of the Board are eligible if at least 2 members of the Management Board are present. Meetings of the Board are recorded in the appropriate order, and decisions are made on the issues discussed. At the meeting of the Board, each member has one vote. Decisions are made by a simple majority of votes. If the votes are equal, the vote of the Chairman of the Management Board (or the other member of the Management Board replacing him) is decisive. The abstention of members during voting is not allowed.
4.7. The Chairman of the Management Board shall:
4.7.1. manage the operation of and represent the Administration
4.7.2. organise the activity of the Board, identify the agenda of meetings and preside at meetings;
4.7.3. convene the meetings of the Board on his/her own initiative or on the initiative of another member of the Board;
4.7.4. on own initiative or at the request of any other member of the Board, invite other persons to attend the meeting of the Board;
4.7.5. organise the implementation; follow up and control the implementation of the acts adopted in connection with the areas of activities of the Administration;
4.7.6. issue binding internal instructions and orders related to the organisation of the activities;
4.7.7. except for the cases specified in this Statute, make decisions on appointment and dismissal of the employees of the Administration, including its departments, branches and representation offices, as well as heads of economic companies, on taking of measures of motivation and disciplinary sanctions
4.7.8. exercise control over the use of the property of the Administration in accordance with the purposes specified in this Statute;
4.7.9. cancel decisions of the officials of the Administration contradicting the Law
4.7.10. within the authorities established by this Statute, conduct transactions, conclude agreements on behalf of the Administration, and ensure their implementation;
4.7.11.take appropriate measures to protect the state secrets and the regime of confidentiality in the areas of operation of the Administration;
4.7.12. set up advisory committees and working groups in the areas of activities of the Administration;
4.7.13. take other measures in connection with the organisation of the activities of the Management Board.
4.8. The Members of the Management Board shall:
4.8.1. participate in solving the issues within the authorities of the Management Board;
4.8.2. preliminary get acquainted with the agenda of the Board meeting and the materials to be considered;
4.8.3. express opinions regarding the decisions made by the Board;
4.8.4. make proposals on consideration at the Board meetings of the issues attributed to the authorities of the Board;
4.8.5. get acquainted with decisions of the Board, minutes of the meetings and other documents;
4.9. The members of the Board shall be unbiased in respect of the issues considered at the meetings of the Board and refrain from the actions and speeches that dishonour the member of the Board.
