Law No. 9640, dated 11/09/2006

On

CHAMBERS OF COMMERCE AND INDUSTRY

Based on articles 78 and 83, paragraph 1 of the Constitution, as well as the proposal of the Council of Ministers

THE ASSEMBLY OF THE REPUBLIC OF ALBANIA

DECIDED

CHAPTER I
GENERAL PROVISIONS

Article 1
Object of the Law

The object of this law is to defining of standard rules that will regulate the organization, functioning and activity of the Chamber of Commerce and Industry and the Union of the Chambers of Commerce and Industry.

Article 2
Definitions

In this law, the following terms mean:

“Chamber” stands for the Chamber of Commerce and Industry that is organized and operates according to this law.
“Union of Chambers” stands for the Union of Chambers of Commerce and Industry that is organized and operates according to this law.
“Chambers” stands for the chambers of commerce and industry and the Union of Chambers of Commerce and Industry that are organized and act according to this law.
“Minister” stands for the Minister that is responsible for the commerce.
“Oversight Organ” stands for the ministry that is responsible for commerce.

CHAPTER II
CHAMBER OF COMMERCE AND INDUSTRY

Article 3
Legal Status and Organization

The Chamber of Commerce and Industry is a legal entity that carries out non-profit activity.
The Chamber is created and operates in the territory of the Republic of Albania, in every region, with its headquarters located in the capital.
The Chamber can set up its representative offices even in the regional administrative territory units, when such a thing is foreseen in the statute.

Article 4
Scope of Activity

The Chamber’s scope of activity is to:
Represent and protect the legal economic interests of its members.
Enhance the commercial and industrial business activity countrywide.
Enhance the economic and commercial cooperation with other countries.
Exchange information with the public administration aiming at enhancing and developing the business activity in the territory that the chamber operates.
Promote and accomplish services of overall interest to the benefit of its members.
Accomplish any other activity or service provided for in the law.

Article 5
Competencies

The Chamber of Commerce and Industry has the following competencies:
Undertakes any activity that contributes to the enhancing and protection of commerce and industry, in harmony with the scope of its activity and the legislation in power.

Informs the respective authorities about various issues, with the intent of preventing the unfair competition.

Oversees the implementation of participation rules in out-of-country international fairs by commercial entities representing our country.
Organizes and/or participates in fairs and exhibitions organized in local, country or international level.

Sets up advisory commissions to resolve any disputes between its members.
Encourages and assists the members of the Chamber to resolve any commercial & civil dispute, through mediation and arbitrage.

Maintains a membership register.
Makes suggestions, proposals and assessments regarding legal initiatives or public policies undertaken by the central or local government administration and other public institutions if their content harms the interests of its members.
Article 6
Membership

Chamber membership is obligatory for state-owned enterprises, as well as the legal entities registered in the commercial registry and is optional for any physical entities that enjoy the attributes of a trader and carry out commercial and industrial activity.

All Chamber members are entitled to the membership annual fee. The fee contribution size and its collecting procedure are determined by the assembly, upon approval of the oversight organ.

Taxation Organs, while exercising their controlling activity, force the taxation entities to become members of the Chamber of Commerce & Industry in harmony with this law.

Article 7
Register of the Chamber

The Chamber maintains a membership register. The type of the register and the way data are recorded in it are determined by the Assembly of the Union of Chambers.

The register data should be maintained in the electronic version, as well as on hardcopies and archived according to rules defined by the statute, in harmony with the legislation on record archives.

Article 8
Statute

The Chamber overall activity, the rules for electing, functioning and organization of its bodies, relationship between them, as well as the acts they develop are regulated by the statute of the Chamber, which must be in harmony with the provisions of this law and the legislation in power and contains:

The address of the Chamber’s Headquarters, the scope of activity, the entities membership, the membership required criteria and fee, the rights and responsibilities of its members.

The organization approach, the functions, the composition and responsibilities of its leading organs.

Regulations on functioning of leading organs, which include rules and procedures for electing and discharging the leading organs of the Chamber and the auditing commission.
Defines the quorum necessary for render valid the meetings and the decision-making of the Chamber’s organs.

The financial sources, their administration and control, the Chamber’s representation and relationship towards third parties.
The rules for summoning the meetings, the type of notification, participation, the voting ways and procedures in case decisions are made.

The approval approach for any amendments done to the statute.
Rules related to bonus provision to the personnel staff employed by the Chambers, the relationship with the Oversight Organ

Article 9
Approval of the Statute

The Assembly, with the majority of its overall members, approves the Statute of the Chamber and submits it to the Minister for approval, within no more than 30 days.

The statute becomes effective upon approval by the minister, who in no more than 30 days after the submittal of the request, has to approve it or request the Chamber to amend the provisions that do not abide by the effective legislation. In case the minister does not respond within 30 days from the submittal of the request for its approval, the statute is considered approved.
Provisions in this article hold value even for amendments to the statute.

Article 10
Chamber Organs

The Organs of the Chamber are:
Assembly
Presidency
President
Secretary
Auditing Commission

Article 11
Assembly

The assembly is the highest decision-making authority of the Chamber. It has a 4-year long mandate and is voted by all the Chamber members. The overall number of its members should be no less than 21 and no more than 1001.

The Chamber’s Assembly provides for the representation of each economic activity in harmony with the percentage membership each group comprises out of the overall Chamber membership.
The Chamber Secretary organizes and leads the election of each representative group as a member of the Chamber’s assembly. The election process for each group is held separately.

Members of the assembly are persons fully capable to commit, with good reputation in business community they represent and with clear criminal or court record files.
The members of the assembly should be authorized by the commercial entity they represent, to exercise their voting right in the Chamber’s assembly. Each commercial entity has the right to be represented in the Chambers assembly only by one member.

Article 12
The Assembly Competencies

The assembly has the following competencies:
Reviews and defines the main directions of the Chamber’s activity.

Approves the statute with its amendments and forwards it for the approval of the minister.
Out of the members, the assembly elects, by secret & special voting, the Chamber’s Presidency, President, the Chamber’s representative to the assembly of Chambers Union, as well as the auditing commission, in harmony with Article 20 of this Law, as well as establishes the rewarding type and procedure for the the President of the Chamber and the Auditing Commission.

Approves the program and the budget.
Reviews and approves the activity annual report on the overall, as well as that on the Chamber’s financial activity, in particular.
Approves the size of the membership annual fee.
Approves various acts that enable the functioning and organization of the Chamber.

Article 13
Convening of the Assembly

The assembly convenes to usual and unusual meetings.
The assembly convenes to its usual meeting at least once a year by the President, upon request of the Chamber’s Presidency, which develops also the agenda for the meeting of the assembly. When the President fails to convene the assembly in no later than 15 days after the request was filed, then the Chamber Presidency has the authority to convene the assembly instead, notifying its members on the date, time, location and the meeting agenda.

The Chamber’s President chairs the meeting of the representative assembly.
The assembly convenes to an unusual meeting upon request of the President and/or the Presidency, or the request of 1/3 of its members. The agenda of the unusual assembly meeting is defined by the meeting requester.
When the President fails to convene the assembly within 15 days from the date the request was filed by the above mentioned entities, the requester has the right to convene the assembly himself to a meeting, by notifying its members about the date, time, location and the meeting agenda.

The statute establishes the procedure to be applied with regard to notification and organization of the usual or unusual meeting of the assembly.
The meeting of the assembly is valid provided that the quorum of the participant members is above half the total number. The decisions made in the meeting are valid if voted by more than half of the members present, but for the case when the assembly is convened to approve the statute or its amendments.

The decisions of the assembly are recorded in a report that is signed by the President of the Chamber and the Secretary of the assembly.

Article 14
The Presidency and its Competencies

The Presidency represents the Chambers executive organ. It has the following competencies:
Approves the work programs related to tasks and objectives of the Chamber.
Approves the organizational structure for the administration levels of the Chamber, the functions and salaries for the manpower staffing these levels.
Approves the internal regulation for the administration structure of the Chamber.
Reviews the annual financial program and the budget before submitting them to the assembly for approval.
Establishes the remuneration policies and procedures for services offered by guest experts.
Defines rules for fund administration & usage.
Proposes any necessary amendments to the Chamber’s statute.
Develops the agenda for the meeting of the Chambers assembly.
Makes decisions regarding all issues that are brought up for discussion to the Presidency by the President or the Secretary of the Chamber.

The Presidency has the responsibility to follow up with the implementation of the decisions made by the assembly and the overall proper flow of the Chamber’s activity.

Article 15
Composition of the Presidency

The Chamber Presidency is composed of a total number of members that can be, neither less than 5, or more than 15. The Presidency total number of members is defined in the statute.
The Presidency has a 4-year mandate. The Presidency members have the right to be re-elected.
As a rule, the Presidency is convened at a minimum of once per month by the Chamber President or upon request of 1/3 of its members.
Over half of the Presidency members need to be present so that a meeting is rendered valid.
The meeting is chaired by the President and, in his absence, by one of the Presidency members designated by the Presidency.

 Article 16
Presidency and Decision-Making

The decisions of the Presidency are signed by the President or, in his absence, by one of its members, designated by the Presidency to chair the meeting, in harmony with article 15 of this law. The decisions of the Presidency are valid when more than half the member participants in the meeting vote in favor.

Article 17
President

The President leads the activity of the Chamber and its Presidency. The administration and operation of the Chamber are his responsibility.
The President represents the Chamber in the relationships with third parties. He is an official employee of the Chamber and the latter pays his salary.
Any Albanian citizen, who is fully capable to act, has higher education background and satisfies the required criteria defined in the Chamber’s statute, can be elected President of the Chamber.

Article 18
Chamber’s Secretary

The Chamber’s Secretary is appointed and released of duty by order of the Minister.
The Chamber’s Secretary must be an Albanian Citizen, with higher education background and clean court records.
The Chamber’s Secretary is a full time official employee and his/her salary is paid from the Chamber’s budget.
The role, function and responsibilities of the Chamber’s Secretary are defined in this law, in the sub-normative acts and the Chamber’s statue.

Article 19
Competencies of the Chamber’s Secretary

The Chamber’s Secretary has the following competencies;
Periodically reports to the Oversight Organ about the Chamber’s activity.
Monitors the implementation of the provisions in this law, as well as other laws in power.
Monitors the implementation of decisions made by the Presidency and the Chamber’s Assembly.
Monitors the member registration procedures defined in Article 7 of this Law
Exercises any other competencies provided for in the Law
In case, any law violation is noticed in the decisions made by the Chamber organs, he/she informs the Oversight Organ, which within 30 days from notification, asks these organs to reconsider the decisions made.

Article 20
Auditing Commission

The Auditing Commission has a 4-year mandate and consists of 3 members, out of which one is an authorized accounting expert and is appointed by the Minister of Economy. The other two, one a lawyer and the other an economist, are elected by the Chamber’s Assembly.

The Auditing Commission has the responsibility to continuously control the Chamber’s economic & financial activity and report in the annual meeting of the assembly about the administration of Chamber’s financial resources.

Once approved by the assembly, the report of the auditing commission is forwarded for information to the Oversight Organ.
Upon request of the President of the Assembly and that of the Chamber’s Secretary, the Auditing Commission can exert even item-specific control 

Article 21
Budget-Chamber’s Funds

Each calendar year, the Chamber drafts its annual budget.
Chamber’s income comes from:
Chamber’s annual membership fees;
Services offers through Chamber’s activity;
Sponsorship contributed by international and national donors;
Other sources that do not conflict this law other laws in power.

CHAPTER III
UNION OF THE CHAMBERS OF COMMERCE AND INDUSTRY

Article 22
Mission

The Union of Chambers of Commerce and Industry coordinates the activity of chambers in country level.
The mission of the Union of Chambers is to:
Represent and promote the overall interests of the chambers for the development of commerce & industry in country level.
Promote the relationship between chambers, as well as their relationship with similar entities in other countries.

Collect, process and disseminate trade information countrywide, creating in this way its own system of information on commerce & industry.
Continuously update the information from the court about the status and any changes in the traders’ register.

Organize, administer and fund exhibitions and fairs, training courses in country level, as well as any other activity that satisfies the interest of the Chambers of Commerce & Industry that abides by the provisions in this law and other laws in power.

Make suggestions, proposals, evaluate legal initiatives undertaken or public policies developed by the government, the content of which is related to the interests of its members.

The Union of Chambers may exercise even other functions delegated to it by the state organs, other laws or international agreements in which the Republic of Albania is one of the parties.

Article 23
Location and Status

The Headquarters of the Union of the Chambers of Commerce & Industry is located in Tirana. The Union of Chambers is a legal entity exercising non-profit activity.

Article 24
Membership

Membership in the Union of the Chambers is obligatory to all the Chambers. The Chambers have the obligation to pay the annual Union of Chambers membership fee, the size of which is determined by decision of the General Assembly in proportion with the total number of the member entities of each chamber and is approved by the oversight organ.

Article 25
Statute

The activity of the Union of Chambers, the rules for electing, functioning and the organization of its organs, the relations among them, as well as the by-laws they develop, are regulated by the statute of the Union of Chambers. The statute should abide by the provisions set by this law, as well as the legislation in power, and contain:
The address of the headquarters of the Union of Chambers, its activity scope, membership, the membership required criteria and the size of the membership fee, the rights & responsibilities for its members;
The organization structure, the functions, the composition and the responsibilities of the leading organs;
Operation regulations for the leading organs, which include policies and procedures for the election and dismissal of the leading organs of the Chamber and the Auditing Commission;
The quorum needed to render valid the meetings and the decision-making of the organs of the Union of Chambers;
The financial resources, rules for their administration & control, Chamber’s representation & relationship with third parties;
Rules related to organization of meetings, notification, participation, voting ways & procedures in cases of decision-making;
Procedures for approval of amendments in the statute;
Rules for remunerating the Chamber’s employees;
The relationship with the Oversight Organ;

The Assembly, with the majority of the overall number of its members, approves the statute for the Chambers of Commerce Union and then submits it to the minister for the latter’s approval within 30 days.

The statute comes into effect once approved by the minister, who, within no later than 30 days from the reception of the request, must approve it or request the Chamber to amend the provisions that are not in harmony with the legislation in power.

The statute is considered approved, if the minister does not respond in 30 days from the date when the request was filed.
Provisions set in this article hold value even for the statute amendments.

Article 26
Organs of the Union of Chambers

The leading organs of the Union of Chambers are:
- The General Assembly;
- The Presidency of the Union of Chambers;
- The President;
- The General Secretary;
- The Auditing Commission.

Article 27
Composition of the General Assembly

The General Assembly of the Union of Chambers is elected once in every 4 years. It is composed of 121 members. The number of members representing each Chamber in the General Assembly is determined in proportion with the total number each Chamber has.

The members of the General Assembly are persons with full capabilities to act; they enjoy a good reputation in the business community of the zone they represent and have clean criminal record files.
The Chamber they represent should authorize the General Assembly’s members to exert their voting right in the assembly.

Article 28
Competencies of the General Assembly

The General Assembly has the following competencies:
Reviews and defines the major activity directions for the Union of Chambers.
Approves the statute & its amendments and forwards it for approval by minister.

Elects, by secret & special voting, out of its members simple majority of ballots its Presidency, the President, the Auditing Commission, in conformity with article 20 of this law, the criteria of which hold value even for the Union of Chambers.

Approves the program and the budget.
Reviews and approves the annual report of activity on the overall and that of the financial activity of the Chamber, in particular.

Defines the size of the annual fee contribution for the Chambers in proportion with their member’s number, the procedure for collection of the contributions and submits them for the approval of the Oversight Organ.

Approves various sub-normative acts that regulate the operation and organization of the Union of Chambers.

Article 29
Summoning of the General Assembly

The General Assembly is summoned minimally once a year. The right to summon the Assembly belongs to the President of the Union of Chambers, presidency, or when requested by 1/3 of its members.
The President of the Union of Chambers chairs the meeting of the General Assembly.

When the president fails to summon the assembly within 15 days from the date the authorities defined in the above paragraph file a request, then the requesting party has the right to summon the Assembly itself define the date, time, location and the meeting agenda. The statute defines the rules related and procedures related to ways for notification and organization the assembly’s meeting.
The Assembly’s meeting is rendered valid when more than half of its members participate. Except of cases when the Presidency, the President and the members of the Auditing Commission are elected, the assembly’s decisions are rendered valid when more than 3/5 of participating members vote in favor. The assembly’s decision are recorded in writing and signed by the president and the secretary of the meeting.

Article 30
Competences of the Presidency
        
The Presidency is the executive organ of the Union of Chambers, exercising the following competences:
         Approves the work programs related to objectives and competences of the Union of Chambers.
         Approves the organizational structure and the technical- administrative personel of the Union of Chambers, as well as the functions and remuneration for the employees.
         Approves the internal operation regulation for the administration of the Union of Chambers.
         Proposes amendments in the statute of the Union of Chambers.
         Reviews the annual financial program and budget before being forwarded for the approval for the assembly.
         Defines the size of remuneration for services offered by guest experts.
         Establishes the rules for use of funds and their administration.
         Makes decisions regarding issues that are brought to the attention of the presidency by the President and/or the General Secretary of the Union of Chambers.
         The Presidency is responsible for:
         implementation of the decision of the assembly;
         proper flow of the activity of the Union of Chambers.

Article 31
Summoning of the Presidency

The Presidency of the Union of Chambers is elected by the Assembly and has a 4-year mandate. It is composed of the President and the members, whose total number can be, neither below 7, or above 21.

As a rule, the Presidency is summoned no less than once per month and is requested by the President, General Secretary or 1/3 of its members.
The meeting of the Presidency is valid when more than half the members attend it. Its decisions are rendered valid when voted by more than 3/5 of the members attending the meeting.

The Presidency develops any other sub-normative act that is deemed necessary for the its proper functioning, as well as accomplishment of its activity provided for in the law or statute, for as long as the competencies of the assembly or the President are not infringed.
Article 32
President

The President is a full-time official employee. He leads the activity of the Union of Chambers, its Presidency and enjoys the right of one single vote.

The President represents the Union of Chambers in any relationship with third parties, in harmony with the provisions of this law and the statute of the Union of Chambers.

The criteria set forth in article 17 of this law hold value even for the President of the Union of Chambers.

The function of the President of the Union of Chambers is irreconcilable with the function of the President of the Chamber of Commerce and Industry.

Article 33
General Secretary

The General Secretary of the Union of Chambers is appointed and discharged by the order of the minister. He/she enjoys the same competencies set forth in article 19 of this law, within the activity scope of the Union of Chambers.

Article 34
Budget and Financing of the Union of Chambers

Each calendar year, the Union of Chambers drafts its annual budget. The income of the Union of Chambers comes from:
The annual membership fee contributed by the members of the Union of Chambers;
Services offered through the activity of the Union of Chambers;
Sponsorships contributed by international and national donors;
Other resource contributions that do not conflict this law or other laws in power.

CHAPTER IV
OVERSIGHT ORGAN

Article 35
Oversight organ

The oversight organ for the Chamber’s activity is the Minister of Commerce.
The oversight organ monitors implementation of the provisions of this law by the Chambers and Union of Chambers, as well as controls the legacy of the chambers statute and the amendments done to the decisions made by the Assemblies of Chambers and Union of Chambers.

The oversight organ has the authority to send back for reconsideration the sub-normative acts developed by the Chambers or the Union of Chambers when noticed that they conflict the law and, that even after being reviewed the sub-normative acts still contradict the law, it will address the competent court and request that the sub-normative act are rescinded.

The oversight organ, through a specific statement, defines the rules for participation of country representative trading entities, in international fairs abroad.

CHAPTER V
FINAL AND TRANSITORY PROVISIONS

Article 36
Prohibition

The Chamber of Commerce and Industry and the Union of Chambers of Commerce and Industry, within the scope of this law, are not allowed to undertake the protection of interests related to social policies.
Chambers or the Union of Chambers are not allowed to participate in the process for the negotiation or signing of collective employment agreements.

Article 37
Mandate Revocation

The mandate of people elected in the leading organs of the Chambers or Union of Chambers is revoked when the provision of this law or other laws in power, as well as the statute of the Chamber are violated or when they have become an object of the courts final decision.
Mandate revocation is declared by the organ that elected such people.
Their replacement procedures are defined in the statute.

Article 38
Use of Inscriptions

Use of inscriptions ‘Chamber of Commerce” , “Chamber of Commerce and Industry” and “The Union of Chamber of Commerce and Industry” is copyrighted to entities that are created in harmony with the provisions of this law.

Membership of this Chambers in the Union of Chambers is obligatory.

The above inscriptions can be used even by those association that are a voluntary union of businesses which aim to offer services to their members, as well as promote trade between the Republic of Albania and another country in which:

Membership of all chambers in the Union of Chambers is obligatory.

Article 39
Transitory Provisions

The rights, liabilities, tangible and intangible assets, property or simply administered by the Chambers of Commerce and Industry, created in each region and being operated according to Law No. 7804, dated 10.03.1994 “ On Chambers of Commerce and Industry”,  are transferred to the Chamber that cover the territory in which they carried out their activity organized according to this law.

The rights, liabilities, tangible and intangible assets, property or simply administered by the Union of Chambers of Commerce and Industry, organized according to Law No. 7804, dated 10.03.1994 “ On Chambers of Commerce and Industry”,  are transferred to the Union of Chambers of Commerce and Industry organized according to this law.

Article 40
Sub-normative act

The trade responsible Minister, no later than 30 days from the date this law comes into effect, formulates the necessary orders and instructions for the creation and election of Chamber’s and Union of Chambers’ organs in harmony with this law and charges the secretaries of the Chambers and the General Secretary to follow up with their implementation.

Article 41
Rescissions

Law No.7804, dated 10.03.1994 “On Chambers of Commerce and Industry”, and any other provisions that comes to contradiction with this law are rescinded.

Article 42
Becoming Effective

This law becomes effective 15 days after its publication in the Official Gazette.

Promulgated by Decree No. 5130, dated 01/12/2006 of Alfred Moisiu, the President of the Republic of Albania.

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