«UZULGURJISAVDOINVEST» ASSOCIATION OF WHOLESALE TRADE ENTERPRISES
Wholesale trade bases, hereinafter referred as “Founders”, agree on the following Establishment Agreement:
- specialized wholesale bases bureau of the Republic “OZIQ-OVQAT MOLLARI” public corporation was registered under the ordinal number 36 by the Ministry of Justice of the Republic of Uzbekistan on april 11, 2007, located in the address Alley N2, Apartment 115, Oltinkul Str., Tashkent
-Universal wholesale regional base «RTPF TIJORAT» LLC was registered under the ordinal number 89 by the Ministry of Justice of the Republic of Uzbekistan on November 4, 2008, located in the address 25, Navoi str., Tashkent
1. SUBJECT OF THE AGREEMENT
The Founders establish “UZULGURJISAVDOINVEST” ASSOCIATION OF WHOLESALE TRADE ENTERPRISES (hereinafter referred as “Association”)
1.1 The Association was established to comply with the Decree PQ-3722 of the President of the Republic of Uzbekistan on “Measures to create necessary conditions for the liberalization and development of wholesale and retail trade” and the Resolution PQ-1514 of the President of the Republic of Uzbekistan on “the Reformation of the structure and increasing performance appraisal of the Association “Uzulgurjisavdoinvest”.
1.2 The Association was established as a legal person, and has its own property, independent balance, currency and other bank accounts, and has a right to enter into contracts and agreements, has property and non-property rights, also, can act as an claimant and be amenable to Commercial courts and Arbitration tribunals.
1.3 The Association shall comply with the Constitution of the Republic of Uzbekistan, Civil Code of the Republic of Uzbekistan, Decrees, Resolutions and Orders of the President of the Republic of Uzbekistan, Resolutions and Orders of the Cabinet of Ministers, other norms and documents of the Republic of Uzbekistan, the Charter and the present Establishment Agreement.
1.4 Legal Address of the Association: 25 Navoi Str., Tashkent, Uzbekistan. 100021.
1.5 Activity period of the Association is not limited.
- The establishment purpose and the activity of the Association
2.1. Main purposes and activities of the Association, in accordance with the Article N4 of the Resolution PQ-1514 of the President of the Republic of Uzbekistan on “the Reformation of the structure and increasing performance appraisal of the Association “Uzulgurjisavdoinvest”, are as follows:
Organizing harvest and export deliveries of locally produced food products, particularly, fresh fruits and vegetables, grapes and watermelons/melons;
Purchase of fruits and vegetables, potatoes from farmers and peasent farms, storing these products and ensure uninterrupted provision of the population with these products in winter-spring season;
Market research of economic changes at domestic consumer market, particularly, taking measures to offer retail trade of socially important food products in populated areas difficult to access and located in distant regions of the Republic;
Organizing work on the development and consolidation of material and technical base of wholesale trade enterprises, provision of construction, reconstruction and modernization of special storehouses for ready-made food products and fresh fruits/vegetables, moreover, equipping storehouses with modern trade and cooling facilities.
Coordination of the activities of wholesale bases included in the Association, also, provide assistance to maintain and strengthen relations with local producers of food products.
3. Rights of the Association
3.1. The Association is regarded as a legal person.
The Association has rights in its own capacity to:
- Make contracts;
- Enter property and non-property legal relations;
- Become a claimant or be responsible at courts in accordance with the National law;
- Be responsible for its obligations with its property.
3.2. The Association does not bear responsibility for the activities of the Founders, and the Founders do not bear responsibility for the activities of the Association.
3.3.The Founders of the Association keep their full independance and rights as a legal person and do not change their possessing forms and titles.
4. The Property of the Association
4.1. The main source of property of the Association is enterance and membership fees of the Founders of the Association. Fees can be monetary as well as other material and non-material actives, property and non-property rights. Fees paid to the Association become its property.
4.2.Pecuniary valuation of the Founders of the Association is affirmed by an unanimous resolution of all the Founders of the Association in General Meeting of the Founders.
4.3.In case the fee made to the Association is in non-monetary type, the right to utilize corresponding fee must be submitted for the period of one month starting from the period fee is due to the Association.
4.4. The Association can purchase necessary facilities and inventory for the national currency of the Republic of Uzbekistan and for a foreign currency, capital issues, and also, other necessary properties for the completion of goals and tasks mentioned in the present Agreement.
4.5. The Association can take advantage of its property; also, carry out activities to reach its own goals and tasks assigned in the present Agreement only in accordance with the national legislation of the Republic of Uzbekistan.
4.6. Financial and material funds of the Association are founded at the expense of the followings:
Enterance fees of the Founders of the Association;
Membership fees of the Founders of the Association;
Different purpose payments and voluntary donations of legal persons from Uzbekistan and foreign legal persons;
Other monetary funds and the rest of funds received by the Association in accordance with the national legislation of the Republic of Uzbekistan.
4.7. Amounts, conditions and the periods of entrance fees are determined within the scope of authority of the General Meeting of the Association.
4.8. Withdrawal from the Founders of the Establishment should be made in accordance with the regulations marked by the Charter of the Association. In order to withdraw from the Founders list the agreement of other Founders is not necessary.
4.9. Founders and members who withdraw from the Association enterance and membership fees will not be returned.
5. Administration of the Association
5.1. The followings are considered as administrative bodies of the Association:
General Meeting of the Founders of the Association; the Audit Commission of the Administration of the Association
5.2. General Meeting of the Founders of the Association (hereinafter referred as “General Meeting”) is regarded as superior administrative body of the Association.
6. The Rights and the Obligations of the Founders
6.1. The Founders of the Association have the following rights:
6.2. The obligations of the Founders of the Association:
- To require extraordinary meeting of the Founders;
- To receive reports about the activities of the Association;
- To participate in the formation of the bodies of the Association;
- To utilize all possibilities of the Association;
- To enter the enterance fee of the Association;
- Enumeration of membership fees of the Association;
- To follow the requirements of the Establishment Agreement and the Charter;
- To fulfill its own obligations to establish the Association.
7. Validity Period of the present Agreement
7.1. The present contract comes to force from the moment of its signing by the parties and valid till an unlimited period.
7.2. Based on the Present agreement, none of the Founders has a right to pass its rights and obligations to a third party without the consent of the other Founders.
7.3. Change and additions to the present Agreement provisions are possible by a decision of the General Meeting.
8. Reorganization and Liquidation of the Association
8.1. Reorganization of the Association (joining, uniting, division, separation, reformation) is possible in case two thirds of the total number of the Founders of the Association votes for, in accordance with the decision of the General Meeting.
8.2. The Association:
Can terminate its activity in accordance with the decision of the General Meeting and a court of law or with legislative documents.
8.3. Liquidation and reorganization of the Association is possible on the basis and the order indicated in the Civil Code and other legislative acts of the Republic of Uzbekistan.
8.4. The Association is regarded as liquidated of reorganized after the enterance of corresponding records to the government register of legal persons.