- Section One. General provisions
- Section Two. Objective, functions, guideline of activities of the MBA
- Section Three. Rights and Obligations of the Member
- Section Four. Management, Structure, and Organization
- Section Five. Session of the Association
- Section Six. Board of Representatives
- Section Seven. Board of Representatives Decision-making Procedures
- Section Eight. President of the Association
- Section Nine. Executive Director
- Section Ten. Inspection Board
- Section Eleven. Property and Finance
- Section Twelve. Prohibited Activities and Liabilities of the Association
- Section Thirteen. Dissolution
Section One. General provisions
1.1. The purpose of the by-laws is to define and regulate the objective, functions, general guideline of activities of the Mongolian Bankers Association /hereinafter referred to as MBA or the Association/, and the principles, structure, organization of the Association, and their terms, rights and responsibilities.
1.2. MBA is an independent, non-profit, non-government organization that established by banking and non-banking financial institutions, officially licensed to operate within the territory of Mongolia, with purpose of serving its members.
1.3. MBA shall perform its activities under the Constitution of Mongolia, Law on Non-Government organization, Banking Law, other legislation and this by-laws.
1.4. The official name of the Association is Mongolyn Bankny Kholboo in Mongolian and Mongolian Bankers Association in English.
MBA shall be located in Ulaanbaatar city and may have representatives in foreign countries.
1.5. MBA shall have its own seal, symbol, account, and letterhead.
1.6. The date of the approval the by-laws shall be regarded as the date of the establishment of the Association.
1.7. After registration to the State registrar, MBA shall exercise rights of legal entity.
Section Two. Objective, functions, guideline of activities of the MBA
2.1. The main objective of MBA shall be:
2.1.1. To protect common and legal interest, and rights of members.
2.1.2. To coordinate and guide members on policy issues facing banking and financial industry.
2.2.3. To promote sound and efficient development of the financial sector.
2.2. The functions of MBA shall be:
2.2.1. To participate in the implementation of government financial sector development policy.
2.2.2. To represent members by participating in the legislative process laws, regulations governing financial sector.
2.2.3. To defend legal interest of members of the Association in front of regulatory and judiciary organizations.
2.2.4. To facilitate efficient information system, and strengthen mutual understanding, confidence among members of the Association.
2.2.5. To establish, and develop standards used in banking and financial sector operations.
2.2.6. To train and retrain staffs of banking and financial institutions.
2.2.7. To introduce public on the contributions of banking and financial sector to economy and society.
2.2.8. To promote and support development of member's relations with foreign banks, associations and international financial institutions.
2.3. With purpose of achieving objective and implementing functions, MBA shall carry on following activities:
2.3.1. To coordinate activities of the Association with the Bank of Mongolia, member banks and financial institutions, to take measures promoting development of cooperation and mutual understanding.
2.3.2. To participate in the regulatory process, and cooperate with legislators and regulators by formulating draft of law and regulation affecting banking and financial sector operations, monetary and credit system, financial market development and member's common interests.
2.3.3. To protect member banking and financial institutions from illegal actions and inactions of government organizations, and participate in judiciary process as claimant and/or expert by the request of members.
2.3.4. To assist members of the Association on legal matters, give advise, and participate in resolution of disputes between member institutions by their requests.
2.3.5.To conduct research and analysis on the issues concerning economy, banking system, conditions, prospects of financial market development, and to inform member institutions.
2.3.6. To provide various kind of information to members, related to international, national banking and financial systems.
2.3.7. To introduce, implement standards related to operations and staffs of banking and financial sector by the participation of members.
2.3.8. To organize and participate in the organization of conference, meeting, and discussion related to banking activities, financial services, monetary and credit policy.
2.3.9. To organize domestic and international seminar, training and retraining for management and staffs of the member banking and non-banking institutions.
2.3.10. To assist members of the Association in the introduction of new products and implementation of best practices of international banks.
2.3.11. To inform public and educate customers on the banking system, operations, management of financial risks, and activities of the member banking and non-bank financial institutions, and to conduct corresponding survey.
2.3.12. To establish, develop relationship and cooperation with international financial institutions, banker's association of foreign countries, banking and business organizations, and participate in the activities of such cooperation.
2.3.13. To participate in other activities and take other measures directed to support members and strengthen credibility and financing of MBA.
Section Three. Rights and Obligations of the Member
3.1. The member shall exercise the following rights.
3.1.1. To participate in a meeting of the Board of Representatives, make proposals as to issues that fall within its jurisdiction, and express his/her views freely;
3.1.2. To elect and be elected for the management of the Association;
3.1.3. To get to know reports on activities of the Inspection Board of the Association;
3.1.4. To obtain information, make proposals, give advice, and exert demands with respect to activities of the Association issues as to functions of the Association;
3.1.5. To get them recorded in its minutes if he/she has disagreements as to issues discussed in a meeting of the Board of Representatives of the Association;
3.1.6. To get the Association to protect and represent his legal interests and reputation of the Association in governmental and other organizations that exercise legislative, executive, and judicial powers;
3.1.7. To obtain information and demand explanations as to financial activities of the Association;
3.1.8. To demand the Association to reach its goal and perform its obligations under the Statute effectively.
3.2. The Association shall perform the following obligations.
3.2.1. To take active part in activities aimed to perform the goal and functions of the Association;
3.2.2. To transfer them in due time if he/she is obliged to pay a membership fee for the Association and provide other types of finding;
3.2.3. Not to exercise his/her right to elect and be elected for the Association if he/she fails to pay his/her membership fee;
3.2.4. To provide accurate information in a timely fashion within the limits of legislation of Mongolia if the Association requests information on members’ activities needed for performance of its goal and functions;
3.2.5. To get his/her representative in an event, meeting, or workshop being organized by the Association and notify it thereof in advance if he/she can’t do so;
3.2.6. To respond to proposals made to agenda of a meeting in a timely fashion;
3.2.7. To perform legal demands made by the management of the Association and provide explanations if he/she views that he/she can’t do so;
3.2.8. To perform tasks given by the Association;
3.2.9. To perform his/her obligations under the Statute.
Section Four. Management, Structure, and Organization
4.1. The Association shall have the following structure as to management and organization.
4.1.1. Session;
4.1.2. Board of Representatives;
4.1.3. President;
4.1.4. Vice President;
4.1.5. Committees;
4.1.6. Executive Director;
4.1.7. Task Force;
4.2. The following committees shall operate as part of the Board of Representatives of the Association.
4.2.1. Banking Policy Committee;
4.2.2. Foreign Relations Committee;
4.2.3. Legal Policy Committee;
4.2.4. Organization, Technology, and Automation Policy Committee.
4.3. Other committees may be operated by the Board of Representatives as part of the Board of Representatives and Executive Director if they are considered necessary to perform the goal and functions of the Association.
4.4. There shall be a Task Force shall perform daily activities of the Association under the supervision of the Executive Director and the Task Force shall consist of a lawyer, economist, and 2 public relations officers.
Section Five. Session of the Association
5.1. The supreme governing body of the Association shall be a Session. The Session shall consist of representatives composed of 3-5 persons who represent each member.
5.2. The Session shall operate in the form of meetings and decisions to be made by the Session shall resolutions.
5.3. Each member shall have 1 vote at the Session.
5.4. Regular Session: The President shall announce and convene a Regular Session once a year.
5.5. Non-Regular Session: A Non-Regular Session shall be convened by votes of two thirds of the members. The members shall present a proposal in writing to convene a Non-Regular Session to the President 30 calendar days in advance of the date of the Session.
5.6. Attendance of a Session: Attendance of a Session shall be two thirds of the members. If attendance of a Session is not sufficient at the announced date, it shall be re-announced within 14 calendar days. In case no less than a third of the members are present in the re-announced Session, attendance of the Session shall be considered effective.
5.7. Agenda of a Session shall be delivered to the members 14 days in advance of the date of the Session. In the case of the re-announcement of the Session the agenda shall not be amended.
5.8. The President shall preside a Session and Vice President appointed by the President shall do so in his/her absence and if there is no appointment, eldest of the Vice Presidents shall do so.
5.9. The following issues shall be resolved at a Session.
5.9.1. To make amendments to the Statute and approve its revision;
5.9.2. To restructure and dissolve the Association and appoint a dissolution commission;
5.9.3. To elect the President and discharge him from his post and terminate his/her term when his/her term expires or if he/she is appointed to another post before three fourth of his/her term end or due his health situation and discuss his/her work report.
5.10. Other issues pertaining to organization of a Session and not being regulated in this Article shall be resolved under Articles 6 and 7 of the Statute.
Section Six. Board of Representatives
6.1. The Board of Representatives shall manage the Association when a Session is in recess. The Board of Representatives shall consist of executive organs of the members.
6.2. Meeting of the Board of Representatives (Meeting): The form of the Board of Representatives of conducting activities shall be a meeting of the Board of Representatives.
6.3. Regular meeting: The President of the Association shall announce and convene a regular meeting of the Board of Representatives of the Association no less than once a quarter.
6.4. Non-regular meeting: A non-regular meeting of the Board of Representatives shall be convened by votes of one third of the members. The members shall present a proposal in writing to convene a non-regular meeting to the President 14 days in advance of the date of the meeting.
6.5. Attendance of a meeting: Attendance of a meeting shall be 51 percent of the members. If attendance of a meeting is not sufficient, it shall be re-announced and convened within 7 calendar days. In case no less than 30 percent of the members are present in the re-announced meeting, attendance of the meeting shall be considered effective.
6.6. Agenda of a meeting shall be delivered to the members 7 days in advance of the date of the meeting.
6.7. Issues not included in the agenda shall not be discussed.
6.8. The President of the Association shall preside a meeting and Vice President appointed by the President shall do so in his/her absence and if there is no appointment, eldest of the Vice Presidents shall do so.
6.9. Decision of a meeting: Decisions to be made in a meeting shall be resolutions.
6.10. Minutes shall be taken in the course of a meeting.
6.11. The resolutions and minutes shall be certified with signature of the person who presided the meeting.
6.12. Unless a specific date is given in a resolution, the resolution shall be effective as soon as it is issued.
6.13. Powers of the Board of Representatives:
6.13.1. To approve and review an annual budget of the Association;
6.13.2. To elect members of the Inspection Board of the Association, suspend their term, terminate it before it expires, discharge them, and discuss their work reports;
6.13.3. To approve structure and organization of the Association;
6.13.4. To establish and enforce procedures as to admission and discharge of members;
6.13.5. To approve a general strategy plan on activities of the Association;
6.13.6. To discharge a Vice President from his post and terminate his/her term if he/she is appointed to another post before three fourth of his/her term end or due his/her health situation and appoint a new Vice President.
6.13.7. To appoint and discharge the Executive Director and terminate his/her term before it expires and discuss his/her work report;
6.13.8. To approve a financial statement of the Association;
6.13.9. To approve procedures which regulate the structure, organization, and activities of the Association;
6.13.10. To establish and operate organizations as part of the Association;
6.13.11. To make a decision on cooperation with other organizations in order to reach the goal of the Statute;
6.13.12. To discuss and resolve proposals presented by the Inspection Board of the Association;
6.13.13. To make a decision on joining of an international organization;
6.13.14. To establish procedures as to rate of a membership fee and its payment;
6.13.15. To discuss and resolve other issues presented by the Executive Director.
Section Seven. Board of Representatives Decision-making Procedures
7.1. Each member shall have one vote in a meeting and decisions of regular and non-regular meetings shall be approved by votes of the majority of the members present in the meeting unless otherwise specified in the Statute.
7.2. Issues related to individuals shall be resolved in camera and other issues – by open voting.
7.3. Explanations given by the member who had disagreements as to issues discussed in a meeting shall be recorded in its minutes.
Section Eight. President of the Association
8.1. The President shall be elected from among the members in a session for a period of one year.
8.2. The President shall exercise the following powers.
8.2.1. To preside a Session or meeting;
8.2.2. To represent the Association within the limits of his obligations and powers;
8.2.3. To make a contract and employ an Executive Director appointed by the Board of Representatives and monitor his/her activities;
8.2.4. To manage the Vice Presidents and monitor their activities;
8.2.5. To announce and convene regular and non-regular Sessions and meetings;
8.2.6. To exercise other powers bestowed by the Board of Representatives;
8.3. The Association shall have 2 Vice Presidents and Vice Presidents as nominated by the President shall be appointed from among the members of the Board of Representatives for a period of one year.
8.4. Each of the Vice Presidents shall chair 2 committees and report their work to a meeting and the President.
8.5. The Board of Representatives shall establish operational procedures of the Committees.
8.6. The Vice President appointed by the President in his/her absence shall exercise the above powers and if there is no appointment, eldest of the Vice Presidents shall do so.
Section Nine. Executive Director
9.1. The Board of Representatives shall appoint the Executive Director for a term of three years.
9.2. The Executive Director shall conduct daily activities of the Association and be a full-time employee.
9.3. The Executive Director shall exercise the following powers.
9.3.1. To manage the Task Force of the Association and make labor contracts with employees and employ them;
9.3.2. To ensure performance of decisions of Sessions and the Board of Representatives and the Statute;
9.3.3. To keep records of the members;
9.3.4. To conduct negotiations pertaining to daily activities of the Association on behalf of the Association;
9.3.5. To administer and disburse funds of the Association within the limits of his/her powers bestowed by the Board of Representatives;
9.3.6. To sign documents of property and finance of the Association;
9.3.7. To report the process of activities of the Association to the President on a regular basis;
9.3.8. To ensure that data, balance sheets, and statements released by the Association are accurate;
9.3.9. To exercise other powers bestowed by the Board of Representatives.
9.4. Issues such as the rights and obligations of the Executive Director and scope of his/her responsibilities, justification for his/her release from liabilities, salaries, and incentives shall be regulated by a contract.
9.5. The Executive Director shall issue decrees in performing his/her obligations and exercising hiss/her powers.
9.6. The Executive Director shall perform his/her obligations until a new Executive Director is appointed when his/her term expires.
Section Ten. Inspection Board
10.1. The Inspection Board of the Association shall be elected by the Board of Representatives and the Inspection Board may have a person that is not the member in its composition. The Inspection Board shall have 1-3 members.
10.2. The Inspection Board shall exercise the following powers in compliance with legislation of Mongolia.
10.2.1. To monitor enforcement of the Statute of the Association;
10.2.2. To inspect utilization of the property and financial operations of the Association;
10.2.3. To report work reports and process of work of the Inspection Board to the Board of Representatives and inform the Executive Director thereof;
10.2.4. To adhere to operational procedures of the Inspection Board approved by the Board of Representatives.
Section Eleven. Property and Finance
11.1. The capital of the Association shall include fixed assets and other assets and intellectual property that are owned by the Association.
11.2. Finance of the Association shall consist of membership fees, voluntary donations, and other sources.
11.3. The Association shall have national and foreign currency correspondence accounts in a commercial bank of Mongolia.
Section Twelve. Prohibited Activities and Liabilities of the Association
12.1. The Association shall be prohibited from conducting the following activities.
12.1.1. To allocate dividends from income from its activities;
12.1.2. To issue a property statement and guarantee for citizens and legal entities and make contracts under which it is obliged to make their payments;
12.1.3. To prohibit the members of the Board of Representatives and employees of the Association to use the reputation and property of the Association for personal purposes and obtain personal benefits from them;
12.1.4. To transfer the property of the Association to candidates nominates for elections, parties, and coalitions and make donations to them;
12.1.5. To conduct other activities which contradict legislation of Mongolia and purpose of the Statute.
12.2. The members and management of the Association shall be fully responsible for damages and consequences caused by their violations of the rights and obligations.
Section Thirteen. Dissolution
13.1. The Association shall be dissolved in the following cases.
13.1.1. Based on a decision made in a Session if no less than two thirds of the members of the Association considers that it is not necessary for the Association to conduct further activities and propose its dissolution;
13.1.2. Based on a court decision;
13.2. The capital remained with the Association shall be transferred to a similar non-governmental organization after it has made monetary payments owed to third parties after its dissolution and if there is not such a non-governmental organization, it shall be disbursed for purposes consistent with its goal. |
