I. Nature, purposes, instruments
The Union of Bulgarian Actors (UBA) is a self-governing artistic and trade union organization, incorporated as an association, under the stipulations of art.19 of the Law on the Non-profit Corporate Bodies.
UBA is independent of political parties and state institutions and is governed solely by the will of its members, adhering to the principles of autonomy, professional capacity, transparency of the managing body’s activities, competitiveness in its election, and a two year office for all of the Union’s managers, associations and guilds.
UBA is a member of FIA, the International Federation of Actors. It can also become member of other domestic or international organizations, which unite physical and corporate bodies with similar purposes.
UBA registered address is Sofia 1000, Sredets Municipality, 12, Narodno Sabranie Sq.
UBA existence is not bound by any certain period of time.
Purposes of UBA
The purposes of UBA are the following:
– To work for the establishment of the theatre and stage arts and the spread of their prestige within the country and abroad;
– To advocate the civil rights of its members and to protect their violated professional worthiness;
– To work for the professional promotion of its members and their qualification;
– To preserve the memory of the stage art in Bulgaria and popularize the Bulgarian theatre achievements across the world;
– To work for the members’ incorporation into the organizational values and traditions;
– To defend the union rights of its members, related to the personal and collective employment agreements, work safety, social and health insurance, social and living necessities and holiday activities.
UBA achieves its goals via the following instruments:
– Coordination between the common activities of the union associations and professional guilds, and enhancing their cooperation and interrelations;
– Cooperation with other artistic groups, foundations and international theatre organizations;
– Establishment of funds to support the needy UBA members, in addition to a security cash fund, according to the provisions of the Mandatory Social Security Code;
– Development of the recreational activities and maintenance of the available holiday complexes;
– Preservation and maintenance of UBA properties and their optimal utilization;
– Members’ protection during working and legal disputes, including protection in the relevant courts of justice;
– Development of criteria for optimum working conditions, including specification and negotiation of the minimum wage rates and other remuneration;
– Mediation, related to providing of information and assistance to job seekers and employers, with the purpose of concluding employment contract between them;
– Participation in the defense of the neighboring rights of the performers, under the provisions of the Copyright and Neighboring Rights Act;
– Practice of economic activity, related to UBA main functions, where the income from this economic activity is used solely for achieving the goals, stipulated in UBA Articles of Association. The earnings do not form profit and are not distributed.
UBA defines itself as an organization, set up to practice activities for private benefit, in the meaning of art.2, para.1 from the Law on the Non-profit Corporate Bodies.
UBA has the following subjects of activity:
– Consults and protects the artistic and other category workers in relation to issues, concerning their employment and professional rights, copyright and neighboring rights;
– Organizes the recreational activities;
– Manages its own properties and the ones made available to it;
– Publishes advertisements, related to stage activities;
– Practices intermediary activities within the legal boundaries;
– Inaugurates and participates in the set up and holding of stage performances and publishing work;
– Sets up seminars and discussions about current issues of the theatre process.
II. Governing Bodies
The governing bodies of UBA are the General Assembly and the Board of Directors.
The General Assembly is the supreme administration body of the Union of Bulgarian Actors (UBA).
It comprises delegates, who represent all members of the Union, and the representation rate is determined by the Board of Directors, in accordance with the number of members on the date of the general meeting. Delegates are appointed among UBA guilds and associations. The regular General Assembly is summoned every two years on the initiative of the Board of Directors, or each of the Supervisory Committee, four of the guilds or one third of Sofia-residing members. In the last case, if the board fails to extend a written invitation to the participants in the General Assembly within one-month, the assembly is summoned by Sofia City Court on the written request of the concerned members or their authorized representative.
Te same conditions are valid for calling the extraordinary General Assembly, if such need occurs.
The notice to the General Assembly should include the meeting’s agenda, date, time and place of the meeting, and the initiator of the event.
The notice is published in the State Gazette and is placed at the announcement board in UBA office.
The General Assembly carries out the following activities:
– Adopts, amends and complements the Articles of Association of UBA and the Artistic Fund;
– Elects and dismisses members of the Board of Directors. The Board comprises the chairperson, all guilds’ representatives, who are appointed by the guilds’ general assemblies, and up to five union members, two of which are from theatres out of Sofia.
– Decides the restructuring or discontinuation of UBA activities, as well as its membership in other organizations;
– Approves UBA balance sheet;
– Approves the report of the Board of Directors’ activities;
– Approves future activity trends of UBA and the Artistic Fund;
– Cancels decisions of other UBA departments, which contradict the law, the Articles of Association or other internal regulations, related to UBA activity. Such decisions may be disputed in front of the General Assembly by the concerned members or bodies.
– Approves and ratifies the newly established guilds, and decides upon proposals for their dissolution;
– Appoints the Supervisory Committee;
– Decides upon sale, substitution, mortgage and other administrative actions with the real estates of the Union. Such decisions are approved by the General Assembly with qualified majority. In case of absence of such majority, the meeting is postponed for another date, without applying the principle of decrease of quorum.
– Elects UBA chairperson.
Every member of the Union may stand or be nominated for the position. Candidates should submit, within one month before the meeting, their vision for the future activity of the Union. The vision should comprise preliminary projects, as well as practical solutions for their execution. The projects are spread among the participants in the Assembly, along with the other necessary documents. Nomination for UBA chairperson allows also candidates, who are admitted to the General Assembly, without submission of a preliminary vision.
The General Assembly is legitimate, when attended by more than half of all delegates. In case of lack of quorum, the meeting is postponed for one hour, with the same agenda and at the same place, and then can be conducted regardless of the number of attending persons.
Each delegate of the General Assembly has one vote.
Decisions of the General Assembly are taken with a majority of 50% plus one person. Decisions, related to amendment or complementation of the Articles of Association and to the Union’s restructuring or dissolution, are taken with majority of two thirds of the attending persons.
Issues, which are out of the meeting’s agenda, included the notice, will not be regarded at the meeting.
Delegates of the General Assembly have no voting right in the following cases:
– cases that are related to themselves, their spouses, all lineal relatives, collateral relatives to the fourth degree, and kinship by marriage – up to the second degree, inclusive.
– cases, related to legal entities, in which they are managers or have the powers to impose or impede decision taking processes.
Decisions of the General Assembly are obligatory for all UBA bodies. They are subject to judicial control, regarding their conformity with the law and the Articles of Association. Disputes over the decisions may be referred to Sofia City Court by each Union member or body, as well as by the Prosecutor, within one month from the decision disclosure, but not later than a year from its approval.
BOARD OF DIRECTORS
The Board of Directors is elected for a period of two years. The number of its members is appointed by the General Assembly.
The Board has the following powers:
– Works out solutions for the general matters concerning the Union and the particular tasks of the associations and guilds, and presents the solutions for approval at the following General Assembly;
– Decides upon all matters, which are not related legally or by virtue of the Articles of Association to the competency of other bodies;
– Represents the Union and specifies the representation power extension for the chairperson and other members;
– Ensures the execution of the General Assembly’s decisions;
– Specifies the membership fees and the order of their collection and reporting;
– Prepares and presents to the General Assembly the report for UBA and the Artistic Fund activities over the past period, as well as the draft budget for the next accounting period;
– Approves members’ acceptance and dismissal;
– Elects chairperson and members of the Artistic Fund Board of Directors;
– Specifies UBA registered address;
– Decides the chairman’s remuneration.
Meetings of the Board of Directors are summoned and presided by the board’s chairman or, if absent, by a member, appointed by the board. The meetings are held at least twice a year. The chairperson is also obliged to summon the board on the written request of one third of the board members. If the chairperson fails to do so in a one week time from the request receipt, the meeting can be called on the request of each concerned board member.
The board may take decisions if the meeting is attended by more than half of the members. Decisions are taken by the attending members with a simple majority. Decisions, related to suggestions to the General Assembly for the Union dismissal, or to administrative actions with the Union’s assets and arrangements, are taken with a majority of two thirds of all board members, disregarding the number of the members, who attend the meeting.
The Board is entitled to adopt resolutions without holding a meeting, if the decision taking report is signed by all members without any remarks or objections.
The Board may approve the establishment of auxiliary temporary or permanent bodies within the Union.
The chairperson, according to the provisions of these Articles of Association, signs all employment contracts with UBA personnel, contracts with third parties, agreements, banking documents and all documents, which are not within the authorities of the Board of Directors. Such documents are administrative orders, reports for the General Assembly, draft budgets and etc.
The chairperson accepts and hears UBA members’ requests, complaints and suggestions and presents solutions for the raised issues to the Board of Directors. The Board is the authorized body, which decides upon them.
UBA is jointly and separately represented by the Board of Directors and the chairperson.
III. UBA Membership
Membership in the Union is voluntary. Anyone can be UBA member, regardless of their political orientation, nationality, race, gender or confessional denomination, on condition that the member adheres to the adopted Articles of Association, practices a profession related to the theatre, circus or other stage arts and pays their membership fees in due time.
Membership may be practiced through participation in the associations and guilds or both at the same time, or independently from the two structures for the freelance members.
Members are accepted by means of written application, addressed to the chairperson of the association, guild or the Union, respectively. The refusal for admission to any of these structures may be appealed against in front of the Board of Directors in one-month period.
The new members’ recognition is carried out by the Board of Directors on its first meeting to come. The board’s refusal for recognition may be appealed against in front of the General Assembly, whose decision is final.
Each regular member has the right to participate in the Union management, to be informed about its activity, to benefit from its properties and the results of its activities, under the arrangements stipulated in the Articles.
Each member is entitled to legal protection in front of the corresponding courts, state and social institutions and different employers. Members may refer to all Union’s structures with issues, proposals or personal requests and receive reply in due course of time.
Each member is obliged to pay their membership fees regularly, with the option to choose the place of payment, whether in guilds, associations or directly in the Union headquarters.
UBA membership is attested by a single-model member’s book or card. When moving from one association to another, the move is accomplished only by their book or card.
UBA members have the following obligations:
– To work for the recognition of the Union’s prestige;
– To abide by the Articles and other internal regulations;
– To observe the principles of the professional ethics;
– To pay the membership fees regularly.
Members are not liable for the Union’s obligations.
Besides the common members, the Union may accept associated and honorary members. Associated members may include employers qualified in the artistic professions, represented in the guilds, or veterans, who have worked in the field of stage arts. Associated members are entitled to the same rights and have the same obligations as the common members, but cannot take part in the elections or be elected for leading positions within the Union.
Every natural person, who has contributed to the organization’s activity, may become an honorary member. The declaration for an honorary member is carried out by the Board of Directors.
Membership in the Union is discontinued as follows:
– By naked promise, addressed to the Board of Directors;
– By occurrence of death or placing under full judicial disability;
– By decision of the Board of Directors for the member’s exclusion, whereas such decision may be appealed against in the General Assembly;
– If the member fails to pay their membership fee for more than three months, or habitually disregards UBA activities.
– Discontinuation of UBA existence.
None of the above cases entitles the excluded member to lay claims on parts of the Union’s property and financial means.
IV. Organizational Structures
The organizational structures of the Union are represented by the associations and the guilds.
The union associations are formed on artistic and territorial basis. They are established by a General Assembly of at least five founders.
Union associations may also be founded by at least five freelance artists.
In all cases, the founders sign a memorandum of association, a copy of which is sent to the Board of Directors for validation.
Each association specifies its own administrative arrangements.
Associations with more than seven members have to appoint a deputy chairperson.
Union associations are independent to decide upon all artistic and union issues of their concern.
They can obtain a status of a branch as per art.11.2. of the Non-profit Company Act, observing its rules and provisions.
The superior governing body of the association is the members’ General Assembly. It is summoned, when necessary, by the management body or at the request of at least a quarter of the members, but not less than twice a year. The assembly is considered regular, if attended by at least 50 % plus one member. The decisions are taken with simple majority.
The association is represented by its chairperson or, if absent, by the deputy chairperson in front of UBA authorities.
The management bodies and their individual members may be recalled by the association’s General Assembly before the end of their office term.
Should the chairperson become objectively impeded to perform their office, he or she is obliged within two weeks from the occurrence of the impediment to summon the association’s General Assembly in order to elect new chairperson.
The guilds are formed on professional affiliation basis. The guilds formed within the Union of Bulgarian Actors (UBA) are:
– Guild of actors;
– Guild of puppet theatre artists;
– Guild of repertory directors, theatre critics and theatrologists;
– Guild of technical and administrative workers ‘START”;
– Guild of music-hall artists;
– Guild of circus artists;
– Guild of drama teachers;
– Guild of understudy and stand-in actors ‘GUARD’.
The guilds must comprise at least 15 members. When the guild falls below 15 members in the period between two General Assemblies, it forfeits its status and representation rights in the Board at the next General Assembly. Should the remaining members accord, the guild may transform itself into an association, formed on territorial and artistic criteria.
UBA performs its specific artistic and professionally qualifying activities mainly through the work of its guilds.
The guilds are independent in their activities. They specify the rules and procedures of their own work, provided that these rules do not contradict the present Articles of Association. The guilds adopt or update the regulations for their activities and the members of the management. The regulations are obligatory for the members. They are approved at the general representatives’ meeting and validated by the Board of Directors not later than two weeks from the date of their approval. If the decision of one guild violates the interests of another one, the dispute is raised to the Board of Directors.
The formation of a new guild or its dissolution is approved at its members’ General Assembly, observing art.31 of UBA Articles of Association. The accession of one guild to UBA or its dismissal is decided by the General Assembly.
The Supervisory Committee oversees the entire activity of the Union. It consists of five members, which are appointed by the General Assembly. Аt the first session of the Committee, members appoint a chairperson among them, with a qualified majority.
The Supervisory Committee has the following rights:
– to take part in the work of all union organs with the right of a deliberative vote;
– to form commissions and working groups;
– to summon extraordinary general meetings and called meetings of the Board of Directors;
– to verify the legitimacy and appropriateness of the administration of UBA funds.
The Committee is obliged to perform audits at least once in a year. It is also obliged to take actions in case of warnings and complaints from UBA members.
Associations elect their supervisory committees or a supervisor with simple majority аt their general meetings. They have the same functions within the association.
V. UBA Funds
UBA raises funds from the following sources:
– Membership fees;
– Income from Union performances;
– Management of own properties and funds;
– Donations and last wills;
– Economic activity servicing the non-profit purposes of the Union;
– Artistic Fund.
VІ. Artistic Fund
The Artistic Funds Act and the regulations for its application settle the overall activity of the artistic fund, its purposes, tasks, fund raising and spending. They also regulate the management and control over the fund’s activity.
VII. Allocation of Residual Property after Satisfaction of the Creditor Rights
In case of termination of the Union by a decision of the General Assembly, the property, which is left after the Union’s liquidation and creditor satisfaction, is distributed according to the decision of the General Assembly.
In case of termination of the Union by means of art.13, para.1, it.3b from the Law on the Non-profit Corporate Bodies, the liquidation is carried out by the members of the Board of Directors or a person authorized by them, adhering to the provisions of the Commercial Code. After the creditor satisfaction, the residual property is cashed and, by the decision of the Board, distributed among the artistic veteran houses, foundations, active in the artistic field and other non-profit organizations, whose purposes are similar to the purposes of UBA.
VIII. Final Provisions
UBA has its own stamp and sign, approved by the Board of Directors.
The issues, which are not explicitly regulated by these Articles of Association, the associations’ regulations or the Bulgarian legislation, are decided by the Board of Directors.
The present Articles of Associations are approved by the Union’s General Assembly at its seventh congress in 1990, amended and complemented at UBA National Conferences in 1992, 1994, 1996 and 1999, updated, according to the provisions of the Law on the Non-profit Corporate Bodies at UBA National Conferences on May 27 and 28, 2001, and amended and complemented by the decision of the General Assembly of June 16, 2003 and June 20, 2005.