The Law of the Islamic Republic of Iran Chamber of Commerce, Industries and Mines

Approved on March 6.1991 with the Amendments of December 6, 1994

Article 1

To Facilitate the laying of grounds for the growth and expansion of the country’s economy, exchange of ideas and expression of opinions by industrial, mineral, agricultural and commercial managers, the Islamic Republic of Iran Chamber of Commerce, Industries and Mines in hereby established by virtue of the functions and powers set out in this Law.

Article 2

The Islamic Republic of Iran Chamber of Commerce, Industries and Mines is a non-profit making entity with juridical personality and financial independence.

Article 3

The Center of the Islamic Republic of Iran Chamber of Commerce, Industries and Mines which is hereafter called Iran Chamber in this law, shall be situated in the city of Tehran.

Article 4

The scope of activity of a Provincial Chamber is limited to the boundaries as laid down in the Law of the National Geographic Division, and each provincial Chamber enjoys juridical personality and shall be independent in its financial and administrative affairs in accordance with the respective regulations.

Note 1: At least fifty members are needed for establishment of a provincial Chamber.

Note 2: Tehran, like other provinces, shall have an independent Chamber and its scope of activity and range of functions will be similar to those of the other Chambers.

Note 3: The manner and amount of the Iran Chamber’s financial contribution to the provincial Chambers shall be subject to the approval of the Iran Chamber Board of Directors.

FUNCTIONS AND POWERS

Article 5

The functions and powers of the Iran Chamber are as follow:

A. Generating coordination and cooperation among the merchants and industrial, mineral and agricultural entrepreneurs in carrying out the related laws and current regulations of the country.

B. Rendering of consultative opinions to the legislative, judiciary and executive powers on the economic issues of the country in the areas of commerce, industry, mining, and the like.

C. Cooperation with the executive agencies and other concerned authorities for the purpose of implementation of the laws and rules relating to the Chamber.

D. Establishment of contacts with the chambers of other countries and forming joint chambers and commissions with them on the basis of the strategic policies of the Islamic Republic of Iran.

E. Setting up specialized and commercial exhibitions within and outside the country with the approval of the Ministry of Commerce and participation in the seminars and conferences relating to the Chamber’s commercial, industrial, mineral and agricultural activities in the framework of the policies of the Islamic Republic of Iran.

F. Making endeavors to survey the foreign markets for Iranian export goods and encouraging and assisting the respective entities to participate in the fairs inside and outside the country.

G. Encouraging and promoting domestic investment in production, especially with respect to the production of export goods with competitive advantage.

H. Endeavoring in the area of considering and arbitrating the national and international differences which may arise between the members or other applicants by means of setting up the Iran Chamber Arbitration Center on the basis of an articles of association which will be prepared by the judiciary Power and shall be approved by the Islamic Consultative Assembly (parliament).

L. To organize and manage the Economic Statistics and Information Center for completing the asks and activities of the Chamber.

J. Issuing membership cards in accordance with the by-law of the Iran Chamber to complete the documents required for issuance of commercial cards.

K. Setting up export and import unions and producers’ syndicates in the areas of various commercial, industrial, mineral and services activities according to the relevant regulations.

L. To hold applied courses in different fields of commerce, industry, mines and services commensurate with the national requirements.

M. Provision, issuance, settlement and certification of documents which are assigned to the Iran Chamber by virtue of international rules, in coordination with the Ministry of Commerce.

N. Establishing joint chambers with friendly countries in coordination with the Ministries of Commerce and Foreign Affairs.

BODIES OF THE IRAN CHAMBER

Article 6

The bodies of the Iran Chamber are as follows:

A. The Supreme Supervisory Council

B. The Board of Delegates

C. The Board of Directors.

Article 7

The bodies of the provincial Chambers are:

A: The Board of Delegates

B: The Board of Directors

Article 8

The Supreme Supervisory Council consists of the following persons:

Ministers of Commerce, Financial Affairs and Finance, Industries, Mines and Metals, Agriculture, as well as the President and two of the Vice-Presidents of the Iran Chamber.

The Minister of Commerce shall act as the chairman of the Supreme Supervisory Council.

Article 9

The duties of the Supreme Supervisory Council shall be as follows:

A. Discussing and approving the procedural regulations respecting the conditions of membership in each of the Chambers and determination of its limits upon the recommendation of the Board of Directors.

B. Policy-making and determination of the general guidelines of the Chamber and supreme supervision of the proper execution of the same in the framework of the relevant laws and regulations.

C. Consideration of the recommendations and complaints of the Chambers respecting the manner of their activities and the means for improvement of their affairs.

D. Dissolution of the Chambers in accordance with Article 10.

E. Appointment of the provisional board of directors for a period not exceeding three months for the Chambers which are not able to carry out their duties and at the same time announcing the date of holding a new election.

F. Hearing of the report about the performance of the Iran Chamber and taking decisions on the views presented by it.

Note 1: The Supreme Supervisory Council meets at least twice a year. The manner of holding the sessions and achieving a quorum shall be outlined in a by-law that will be approved by the Supreme Supervisory Council.

Note 2: Instances and conditions of the annulment of Chamber membership shall be according to a by-law which the Board of Directors will recommend to the Supreme Supervisory Council for approval.

Article 10

The Chambers shall be dissolved by the declaration of the Supreme Supervisory Council on the following grounds:

1. Losing the minimum members needed.

2. Failure of the members to put up themselves as candidates and refusal to assume responsibilities at the Chamber.

Note: Upon the declaration of dissolution by the Supreme Supervisory Council, a board of three members shall be appointed by the Council to decide about the assets and financial undertakings of the Chamber concerned, on the basis of a by-law which will be approved by the council and in accordance with the current laws concerning the winding up of companies.

THE BOARD OF DELEGATES

Article 11

The Board of Delegates:

The Board of Delegates of the Iran Chamber consists of the appointees of the country’s Chambers and representatives of the unions and syndicates affiliated to the Iran Chamber.

Note 1: At the first meeting, the board of delegates of the relevant Chamber shall be elected for a term of four years and will be introduced to the Iran Chamber.

Note 2: Any Chamber with a membership of less than 150 shall have one delegate, and Chambers with more than 150 members shall have one delegate for each 100 members.

Note 3: Of each union and syndicate affiliated to the Iran Chamber one delegate will be elected and introduced.

Note 4: Membership of the Iran Chamber Board of Delegates is honorary.

Article 12

The number of the members of the Iran Chamber Board of Delegates is 60 who are elected for a term of 4 years in the following manner:

20 persons appointed by the Ministers composing of 10 persons from the Ministry of Commerce, 8 persons from the Ministry of Industries, and 2 persons from the Ministry of Mines and Metals. 40 persons elected from among the members of the Tehran Chamber composing of 20 persons from the commerce sector, 16 persons from the industry sector, and 4 persons from the mining sector.

Article 13

The number of the board of delegates of other provincial Chambers are 15 persons of whom 6 persons are from the commerce sector, 6 persons from the industry sector, and 3 persons from the mining sector of the relevant Chamber who shall be elected for a term of 4 years.

Note: In the event that a sector has no candidates for membership, the required number shall be elected from among the candidates of other sectors.

Article 14

For membership in each Chamber, having a valid membership card from the relevant Chamber is needed.

Article 15

Election of each Chamber is carried out in one day, and the nationwide elections shall be concluded within one month.

Note 1: Two months before the end of the current term of the Boards of Delegates, the Iran Chamber is bound to hold the elections for next term.

Note 2: For holding the elections of delegates of the Tehran Chamber and the provinces, an Election Supervision Commission shall be set up consisting of one representative from the Ministry of Commerce appointed by the Minister, and 4 representatives from the Iran Chamber appointed by the president of the Chamber.

The commission, for carrying out the elections of the provincial Chambers, will form a board of not less than three persons consisting of one representative from the Ministry of Commerce, and the rest from among the respected members of the relevant provincial Chamber. The said board by publishing a notice in one of the mass-circulation newspapers will notify the members of the relevant Chambers of the date and duration and conditions of the elections.

Article 16

The functions and powers of the Iran Chamber Board of Delegates shall be as follows:

A. Appointment of the Board of Directors.

B. Examining and approving and appropriation of the Chamber budget.

C. Reviewing and commenting on the reports and recommendations of the commissions and other units of the Chamber and taking decisions on the same within the limits of the powers granted.

D. Establishment of the advisory commissions in numbers required and election of their members from among the delegates.

E. Preparing and recommending by-laws of this Law to the Supreme Supervisory Council for decision at most within two months after the formation of the Iran Chamber as well as recommending subsequent amendments to be made to the by-laws with observation of Note 2 of Article 15.

THE BOARD OF DIRECTORS

Article 17

The Board of Directors of the Iran Chamber consist of 7 members and the board of directors of each provincial Chambers has 5 members who will be elected for four years at the first meeting of the Board of Delegates.

Article 18

For managing the executive affairs of the Chamber according to the respective laws and regulations and by-laws, the President of the Chamber proposes to the Board of Directors a person as Secretary General who, upon the Board’s approval and under the supervision of the President, will perform his duties.

Note: Replacement of the Secretary General will be possible upon the recommendation of the President and approval of the Board of Directors.

Article 19

The functions and powers of the Iran Chamber Board of Directors shall be as follows:

A. Implementation of the resolutions of the Supreme Supervisory Council and the Board of Delegates.

B. Reviewing and confirming the recommendations and report of the Chamber’s Commissions and presenting them to the Board of Delegates and the Supreme Supervisory Council, as the case may be.

C. Appointing the representatives of the Chamber for participating in domestic and international gatherings and determination of the scope of their functions and activities, as well as approval of the related expenses.

D. Examining, approving and appropriating the annual budget prepared by the Secretary General, and recommending it to the Board of Delegates for approval.

Article 20: The functions and powers of the Board of Directors of the provincial Chambers shall be as follows:

A. Reviewing and confirming the recommendations and reports of the Commissions and presenting the same to the Board of Delegates.

B. Appointment of the representatives of the provincial Chambers for participating in domestic official gatherings.

C. Examining the annual budget and the budget appropriation report and presenting it to the Board of Delegates for approval.

Article 21

Revenues of the Iran Chamber shall be generated from the following sources:

A. Annual membership fees in accordance with the by-law which, upon the recommendation of the Board of Directors, shall be approved by the Board of Delegates.

B. Implementation for the Law on the Manner of Meeting the Expenses of the Islamic Republic of Iran Chambers of commerce, Industries, and Mines approved on 2 November 1993.

Article 22

The Chamber revenues shall be expended according to the rules that the Board of Delegates will approve Upon the recommendation of the Board of Directors.

Article 23

In all the laws and regulations wherein Tehran Chamber of Commerce, industries and Mines are mentioned, the Iran Chamber shall replace them.

Article 24

The procedural by-laws of this law at the national scale as well as the general rules and regulations governing the functions and powers of the provincial Chambers or the Board of Delegates of the Iran Chamber and the decisions which are thus approved, shall all be binding on the Board of Directors and other Bodies.

Article 25

All the assets, movable and immovable properties, liabilities and debts of the Chamber of Commerce, Industries, and Mines shall be transferred to the Iran Chamber.

Article 26

As from the date of approval of this Law, all contradictory laws shall be canceled and the new elections of the Chambers will be carried out on the basis of this Law.

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