The General Assembly in the Israeli Nonprofit Organization
There are three mandatory institutions of any Israeli nonprofit organization (amutah), and the General Assembly is one of them.
This Series of Posts
Cohen, Decker, Pex & Brosh law office specializes in Israeli nonprofit organization law, among other things. This article addresses some essential information about Israeli nonprofit organizations. The other posts focusing on Israeli nonprofit law and regulations on this website will give you knowledge you need to help manage your Israeli nonprofit organization.
For more information on the Israeli Corporations Authority which oversees Israeli nonprofit organizations, see the government website. For more articles from an Israeli lawyer and legal advice for Israeli nonprofit organizations related to the topic of this article, see our articles about the three mandatory institutions of an amutah, the Executive Board and the Audit Committee.
Background Information for Your Nonprofit Organization
While an amutah may have multiple institutions, every amutah in Israel must have a minimum of the following three institutions: a General Assembly, an Executive Board and an Audit Committee. In order to request more institutions, the amutah must discuss this in its by-laws and have it approved by the Registrar of Amutot.
This article will discuss the first institution, the General Assembly, as well as its roles and responsibilities.
General Information about the General Assembly
The General Assembly is an institution that includes all members of the amutah. The General Assembly must meet at least once a year and as often as specified in the by-laws of the amutah with consideration of Section 20 of the law. The meeting should be called at least 10 days prior to its occurrence and the request for the meeting should be accompanied by a detailed list of subjects that will be on the agenda.
The Authority of the General Assembly
The General Assembly has the authority to, among other things, determine how many people should be on the Executive Board as well as elect Executive Board members, elect the Audit Committee, appoint an auditor, approve yearly financial statements, make resolutions about changing the amutah’s by-laws (or the objectives or name of the amutah), approve reimbursements of expenses for members of the Executive Board or Audit Committee and to remove Executive Board members from office if necessary.
Any voting that takes place in the General Assembly should be direct and personal, although power of attorney may be used so long as they honestly represent the General Assembly member’s position. In the event that power of attorney is used, the Registrar of Amutot requires that it should be used in a specific meeting and should be in alignment with the particular position of the member as it relates to each agenda item.
In the event that the General Assembly members are evenly divided about a vote on an issue, the by-laws of the organization will determine the vote. In some cases this may mean that the Chairman of the Assembly casts the tie-breaker unless the by-laws indicate another means of dealing with this issue. In the event that the organization’s by-laws do not apply, Israeli law on amutot and the General Assembly stipulates that model by-laws apply.
If you have questions about the General Assembly or anything else related to Israeli nonprofit law, contact us at Cohen, Decker, Pex & Brosh.
Advocate Joshua Pex specializes in nonprofit law in Israel and would be happy to answer your questions or provide legal services you need for your Israeli nonprofit organization.
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