Annexes to COM(2013)501 - ECSEL Joint Undertaking

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dossier COM(2013)501 - ECSEL Joint Undertaking.
document COM(2013)501 EN
date May  6, 2014
ANNEX

STATUTES OF THE ECSEL JOINT UNDERTAKING

Article 1

Tasks

The ECSEL Joint Undertaking shall carry out the following tasks:

(a)support financially research and innovation indirect actions, mainly in the form of grants;

(b)ensure sustainable management of the ECSEL Joint Undertaking;

(c)develop close cooperation and ensure coordination with European (in particular Horizon 2020), national and transnational activities, bodies and stakeholders, aiming at fostering a fertile innovation environment in Europe, creating synergies and improving exploitation of research and innovation results in the area of electronic components and systems;

(d)define and make any necessary adjustments to the multiannual strategic plan;

(e)draw up and implement work plans for executing the multiannual strategic plan;

(f)initiate open calls for proposals, evaluate proposals, and award funding to indirect actions through open and transparent procedures within the limits of available funds;

(g)publish information on the indirect actions;

(h)monitor the implementation of the indirect actions and manage the grant agreements or decisions;

(i)monitor overall progress towards achieving the objectives of the ECSEL Joint Undertaking;

(j)engage in information, communication, exploitation and dissemination activities by applying mutatis mutandis Article 28 of Regulation (EU) No 1291/2013, including making the detailed information on results from calls for proposals available and accessible in a common Horizon 2020 e-database;

(k)liaise with a broad range of stakeholders, including research organisations and universities;

(l)any other task needed to achieve the objectives set out in Article 2 of this Regulation.

Article 2

Members

1.The members of the ECSEL Joint Undertaking shall be:

(a)the Union, represented by the Commission,

(b)Belgium, Bulgaria, Czech Republic, Denmark, Germany, Estonia, Ireland, Greece, Spain, France, Italy, Latvia, Lithuania, Luxembourg, Hungary, Malta, Netherlands, Austria, Poland, Portugal, Romania, Slovenia, Slovakia, Finland, Sweden and the United Kingdom, and

(c)upon acceptance of these Statutes by means of a letter of endorsement, the AENEAS Association, an association registered under French law with its registered office in Paris (France); the ARTEMISIA Association, an association registered under Dutch law with its registered office in Eindhoven (the Netherlands); the EPoSS Association, an association registered under German law with its registered office in Berlin (Germany).

2.The countries that are members of the ECSEL Joint Undertaking are referred to in these Statutes as the 'ECSEL Participating States'. Each ECSEL Participating State shall appoint its representatives in the bodies of the ECSEL Joint Undertaking and shall designate the national entity or entities responsible for fulfilling its obligations with respect to the activities of the ECSEL Joint Undertaking.

3.In these Statutes, the ECSEL Participating States together with the Commission are referred to as the ‘public authorities’ of the ECSEL Joint Undertaking.

4.In these Statutes, the private associations are referred to as the ‘private members’ of the ECSEL Joint Undertaking, and ‘the entities that constitute each private member, as defined in that private member’s statutes, are referred to as the ‘constituent entities’.

Article 3

Changes to membership

1.Member States or Associated Countries that are not listed in point (b) of Article 2(1) shall become members of the ECSEL Joint Undertaking upon notification to the Governing Board of their written acceptance of these Statutes and of any other provisions governing the functioning of the ECSEL Joint Undertaking.

2.Provided that they contribute to the financing referred to in Article 16(4) to achieve the objectives of the ECSEL Joint Undertaking set out in Article 2 of this Regulation and that they accept these Statutes, the following entities may apply to become a member of the ECSEL Joint Undertaking:

(a)any country other than those referred to in paragraph 1 pursuing research and innovation policies or programmes in the area of electronic components and systems;

(b)any other legal entity that directly or indirectly supports research and innovation in a Member State or in an Associated Country.

3.Any application for membership of the ECSEL Joint Undertaking made in accordance with paragraph 2 shall be addressed to the Governing Board of the ECSEL Joint Undertaking. It shall assess the application, taking into account the relevance and the potential added value of the applicant as regards the achievement of the objectives of the ECSEL Joint Undertaking and shall decide on the application.

4.Any member may terminate its membership of the ECSEL Joint Undertaking. Such termination shall become effective and irrevocable six months after notification to the other members. As from the date of termination, the former member shall be discharged from any obligations other than those approved or incurred by the ECSEL Joint Undertaking prior to the notification of termination of the membership.

5.Membership of the ECSEL Joint Undertaking may not be transferred to a third party without the prior agreement of the Governing Board.

6.Upon any change to membership pursuant to this Article, the ECSEL Joint Undertaking shall immediately publish on its website an updated list of members together with the date of such change.

Article 4

Bodies of the ECSEL Joint Undertaking

The bodies of the ECSEL Joint Undertaking shall be:

(a)the Governing Board;

(b)the Executive Director;

(c)the Public Authorities Board;

(d)the Private Members Board.

Article 5

Composition of the Governing Board

The Governing Board shall be composed of representatives of the members of the ECSEL Joint Undertaking.

Each member of the ECSEL Joint Undertaking shall appoint its representatives and a lead delegate who shall hold the voting rights of the member in the Governing Board.

Article 6

Functioning of the Governing Board

1.The voting rights in the Governing Board shall be distributed as follows:

(a)1/3 for the private members collectively;

(b)1/3 for the Commission; and

(c)1/3 for the ECSEL Participating States collectively.

The members shall make every effort to achieve consensus. Failing consensus, the Governing Board shall take its decisions by a majority of at least 75 % of all votes, including the votes of the members who are absent.

2.For the first two financial years, the voting rights of the ECSEL Participating States shall be distributed as follows:

(a)one per cent for each ECSEL Participating State;

(b)the remaining percentage distributed annually among the ECSEL Participating States in proportion to their actual financial contributions over the past two years, including their contributions to the ENIAC and ARTEMIS Joint Undertakings.

For the subsequent financial years, the distribution of the voting rights of the ECSEL Participating States shall be established annually and in proportion to the funds they have committed to indirect actions over the past two financial years.

The voting rights of the private members shall be distributed equally amongst the private associations unless decided otherwise by the Private Members Board.

Voting rights for any new member of the ECSEL Joint Undertaking that is not a Member State or an Associated Country shall be determined by the Governing Board before that member joins the ECSEL Joint Undertaking.

3.The Governing Board shall elect a chairperson for a period of at least one year.

4.The Governing Board shall hold its ordinary meetings at least twice a year. It may hold extraordinary meetings at the request of the Commission, of a majority of the representatives of the ECSEL Participating States, of a majority of the private members, at the request of the chairperson, or at the request of the Executive Director in accordance with Article 16(5). The meetings of the Governing Board shall be convened by its chairperson and shall usually take place at the seat of the ECSEL Joint Undertaking.

The quorum of the Governing Board shall be constituted by the Commission, the private members and at least three ECSEL Participating States’ lead delegates.

The Executive Director shall take part in the deliberations, unless decided otherwise by the Governing Board, but shall have no voting rights.

The Governing Board may invite, on a case-by-case basis, other persons to attend its meetings as observers, in particular representatives of regional authorities within the Union.

5.The representatives of the members of the ECSEL Joint Undertaking shall not be personally liable for actions carried out in their capacity as representatives on the Governing Board.

6.The Governing Board shall adopt its own rules of procedure.

Article 7

Tasks of the Governing Board

1.The Governing Board shall have overall responsibility for the strategic orientation and the operations of the ECSEL Joint Undertaking and shall supervise the implementation of its activities.

2.The Commission, in its role on the Governing Board, shall seek to ensure coordination between the activities of the ECSEL Joint Undertaking and the relevant activities of Horizon 2020 with a view to promoting synergies when identifying priorities covered by collaborative research.

3.The Governing Board shall in, particular, carry out the following tasks:

(a)assess, accept or reject applications for a membership in accordance with Article 3(3) of these Statutes;

(b)decide on the termination of membership in the ECSEL Joint Undertaking of any member that does not fulfil its obligations;

(c)adopt the financial rules of the ECSEL Joint Undertaking in accordance with Article 5 of this Regulation;

(d)adopt the annual budget of the ECSEL Joint Undertaking, including the corresponding staff establishment plan indicating the number of temporary posts by function group and by grade, the number of contract staff and seconded national experts expressed in full-time equivalents;

(e)exercise the appointing authority powers with respect to staff, in accordance with Article 6(2) of this Regulation;

(f)appoint, dismiss, extend the term of office of, provide guidance to and monitor the performance of the Executive Director;

(g)approve the organisational structure of the Programme Office upon recommendation of the Executive Director;

(h)adopt the multiannual strategic plan referred to in Article 21(1);

(i)adopt the work plan and the corresponding expenditure estimates referred to in Article 21(2);

(j)approve the annual activity report, including the corresponding expenditure referred to in Article 22(1);

(k)arrange as appropriate, for the establishment of an internal audit capability of the ECSEL Joint Undertaking upon recommendation by the Executive Director;

(l)establish the ECSEL Joint Undertaking’s communications policy upon recommendation by the Executive Director;

(m)where appropriate, establish implementing rules to the Staff Regulations and the Conditions of Employment in accordance with Article 6(3) of this Regulation;

(n)where appropriate, lay down rules on the secondment of national experts to the ECSEL Joint Undertaking and on the use of trainees in accordance with Article 7(2) of this Regulation;

(o)where appropriate, set up advisory groups in addition to the bodies of the ECSEL Joint Undertaking;

(p)where appropriate, submit to the Commission a request to amend this Regulation proposed by a member of the ECSEL Joint Undertaking;

(q)be responsible for any task that is not specifically allocated to a particular body of the ECSEL Joint Undertaking; it may assign such tasks to any body of the ECSEL Joint Undertaking.

Article 8

Appointment, dismissal or extension of the term of office of the Executive Director

1.The Executive Director shall be appointed by the Governing Board, from a list of candidates proposed by the Commission, following an open and transparent selection procedure. The Commission shall associate the representation from the other members of the ECSEL Joint Undertaking in the selection procedure, as appropriate.

In particular, an appropriate representation from the other members of the ECSEL Joint Undertaking shall be ensured at the pre-selection stage of the selection procedure. For that purpose, the ECSEL Participating States and the private members shall appoint by common accord a representative as well as an observer on behalf of the Governing Board.

2.The Executive Director shall be a member of staff and shall be engaged as a temporary agent of the ECSEL Joint Undertaking under point (a) of Article 2 of the Conditions of Employment.

For the purpose of concluding the contract of the Executive Director, the ECSEL Joint Undertaking shall be represented by the chairperson of the Governing Board.

3.The term of office of the Executive Director shall be three years. By the end of that period, the Commission, associating the ECSEL Participating States and the private members as appropriate, shall undertake an assessment of the performance of the Executive Director and the ECSEL Joint Undertaking’s future tasks and challenges.

4.The Governing Board, acting on a proposal from the Commission which takes into account the assessment referred to in paragraph 3, may extend the term of office of the Executive Director once, for a period of no more than four years.

5.An Executive Director whose term of office has been extended may not participate in another selection procedure for the same post at the end of the overall period.

6.The Executive Director may be dismissed only upon a decision of the Governing Board acting on a proposal from the Commission associating the ECSEL Participating States and the private members as appropriate.

Article 9

Tasks of the Executive Director

1.The Executive Director shall be the chief executive responsible for the day-to-day management of the ECSEL Joint Undertaking in accordance with the decisions of the Governing Board.

2.The Executive Director shall be the legal representative of the ECSEL Joint Undertaking. The Executive Director shall be accountable to the Governing Board.

3.The Executive Director shall implement the budget of the ECSEL Joint Undertaking.

4.The Executive Director shall, in particular, carry out the following tasks in an independent manner:

(a)consolidate and submit for adoption to the Governing Board the draft multiannual strategic plan composed of the multiannual strategic research and innovation agenda as proposed by the Private Members Board and the multiannual financial perspectives from the public authorities;

(b)prepare and submit for adoption to the Governing Board the draft annual budget, including the corresponding staff establishment plan indicating the number of temporary posts in each grade and function group and the number of contract staff and seconded national experts expressed in full-time equivalents;

(c)prepare and submit for adoption to the Governing Board the draft work plan including the scope of the calls for proposals needed to implement the research and innovation activities plan as proposed by the Private Members Board and the corresponding expenditure estimates as proposed by the public authorities;

(d)submit for opinion to the Governing Board the annual accounts;

(e)prepare and submit for approval to the Governing Board the annual activity report, including the information on corresponding expenditure;

(f)sign individual grant agreements and decisions;

(g)sign procurement contracts;

(h)implement the ECSEL Joint Undertaking’s communication policy;

(i)organise, direct and supervise the operations and the staff of the ECSEL Joint Undertaking within the limits of the delegation by the Governing Board as provided for in Article 6(2) of this Regulation;

(j)establish and ensure the functioning of an effective and efficient internal control system and report any significant change to it to the Governing Board;

(k)ensure that risk assessment and risk management are performed;

(l)take any other measures needed to assess the progress of the ECSEL Joint Undertaking towards its objectives as set out in Article 2 of this Regulation;

(m)perform any other tasks entrusted or delegated to the Executive Director by the Governing Board.

5.The Executive Director shall set up a Programme Office for the execution, under his or her responsibility, of all support tasks arising from this Regulation. The Programme Office shall be composed of the staff of the ECSEL Joint Undertaking and shall in particular carry out the following tasks:

(a)provide support in establishing and managing an appropriate accounting system in accordance with the financial rules of the ECSEL Joint Undertaking;

(b)manage the calls for proposals as provided for in the work plan and administer the grant agreements and decisions;

(c)provide the members and the other bodies of the ECSEL Joint Undertaking with all relevant information and support necessary for them to perform their duties as well as responding to their specific requests;

(d)act as the secretariat of the bodies of the ECSEL Joint Undertaking and provide support to advisory groups set up by the Governing Board.

Article 10

Composition of the Public Authorities Board

The Public Authorities Board shall be composed of representatives of the public authorities of the ECSEL Joint Undertaking.

Each public authority shall appoint its representatives and a lead delegate who shall hold the voting rights in the Public Authorities Board.

Article 11

Functioning of the Public Authorities Board

1.The voting rights in the Public Authorities Board shall be assigned to the public authorities on an annual basis in proportion to their financial contribution to the activities of the ECSEL Joint Undertaking for that year in accordance with Article 18(4), and with an upper limit for any given member of 50 % of the total voting rights in the Public Authorities Board.

If fewer than three ECSEL Participating States have communicated to the Executive Director their financial contribution according to Article 18(4), the Commission shall hold 50 % of the voting rights and the remaining 50 % shall be distributed equally amongst the ECSEL Participating States.

The public authorities shall make every effort to achieve consensus. Failing consensus, the Public Authorities Board shall take its decisions by a majority of at least 75 % of all votes, including the votes of the ECSEL Participating States that are not in attendance.

Each public authority shall have a right of veto on all issues concerning the use of its own contribution to the ECSEL Joint Undertaking.

2.The Public Authorities Board shall elect its chairperson for a period of at least two years.

3.The Public Authorities Board shall hold its ordinary meetings at least twice a year. It may hold extraordinary meetings at the request of the Commission or of a majority of the representatives of the ECSEL Participating States, or at the request of the chairperson. The meetings of the Public Authorities Board shall be convened by its chairperson and shall normally take place at the seat of the ECSEL Joint Undertaking.

The quorum of the Public Authorities Board shall be constituted by the Commission and at least three ECSEL Participating States’ lead delegates.

The Executive Director shall take part in the deliberations, unless decided otherwise by the Public Authorities Board, but shall have no voting rights.

Any Member State or Associated Country that is not a member of the ECSEL Joint Undertaking may participate in the Public Authorities Board as an observer. Observers shall receive all relevant documents and may give advice on any decision taken by the Public Authorities Board. All such observers will be bound by the confidentiality rules applying to the Public Authorities Board members.

The Public Authorities Board may appoint working groups where necessary under the overall coordination of one or more public authorities.

The Public Authorities Board shall adopt its own rules of procedure.

Article 12

Tasks of the Public Authorities Board

The Public Authorities Board shall:

(a)ensure that the principles of fairness and transparency are properly applied in the allocation of public funding to participants in indirect actions;

(b)approve the rules of procedure for calls for proposals, and for the evaluation, selection and monitoring of indirect actions;

(c)approve the launch of calls for proposals, in accordance with the work plan;

(d)rank proposals on the basis of the selection and award criteria, and taking into consideration their contribution towards the achievement of the objectives of the call and synergy with national priorities;

(e)decide on the allocation of public funding to selected proposals up to the limit of the budgets available, taking into account the verifications carried out in accordance with Article 18(5). Such decision shall be binding on the ECSEL Participating States without any further evaluation or selection processes.

Article 13

Composition of the Private Members Board

The Private Members Board shall be composed of representatives of the private members of the ECSEL Joint Undertaking.

Each private member shall appoint its representatives and a lead delegate who shall hold the voting rights in the Private Members Board.

Article 14

Functioning of the Private Members Board

1.The Private Members Board shall meet at least twice a year.

2.The Private Members Board may appoint working groups where necessary under the overall coordination of one or more members.

3.The Private Members Board shall elect its chairperson.

4.The Private Members Board shall adopt its rules of procedure.

Article 15

Tasks of the Private Members Board

The Private Members Board shall:

(a)draw up and regularly update the draft multiannual strategic research and innovation agenda referred to in Article 21(1) for achieving the objectives of the ECSEL Joint Undertaking set out in Article 2 of this Regulation;

(b)prepare each year the draft research and innovation activities plan for the next year, as a basis for the calls for proposals referred to in Article 21(2);

(c)submit to the Executive Director the draft multiannual strategic research and innovation agenda and the yearly draft research and innovation activities plan within the deadlines set by the Governing Board;

(d)organise an advisory stakeholder forum that is open to all public and private stakeholders having an interest in the field of electronic components and systems, to inform them about and collect feedback on the draft multiannual strategic research and innovation agenda and draft research and innovation activities plan for a given year.

Article 16

Sources of financing

1.The ECSEL Joint Undertaking shall be jointly funded by its members through financial contributions paid in instalments and in kind contributions consisting of the costs incurred by the private members or their constituent entities and affiliated entities in implementing indirect actions that are not reimbursed by the ECSEL Joint Undertaking.

2.The administrative costs of the ECSEL Joint Undertaking shall be covered by means of the financial contributions referred to in:

(a)Article 3(1) of this Regulation for the Union’s financial contribution up to EUR 15 255 000;

(b)Article 4(2) of this Regulation for the contribution by the private members up to EUR 19 710 000 or 1 % of the sum of the total cost of all projects, whichever figure is higher, but not exceeding EUR 48 000 000; and

(c)Article 19(2) of this Regulation for the completion of the actions launched under Regulations (EC) No 72/2008 and (EC) No 74/2008.

If part of the contribution for administrative costs is not used, it may be made available to cover the operational costs of the ECSEL Joint Undertaking.

3.The operational costs of the ECSEL Joint Undertaking shall be covered by means of:

(a)the Union’s financial contribution;

(b)financial contributions from ECSEL Participating States;

(c)in kind contributions by the private members or their constituent entities and affiliated entities consisting of the costs incurred by them in implementing indirect actions less the contributions by the ECSEL Joint Undertaking, the ECSEL Participating States and any other Union contribution to those costs.

4.The resources of the ECSEL Joint Undertaking entered in its budget shall be composed of the following contributions:

(a)members’ financial contributions to the administrative costs;

(b)members’ financial contributions to the operational costs, including those from the ECSEL Participating States which entrust the ECSEL Joint Undertaking in accordance with Article 17(1);

(c)any revenue generated by the ECSEL Joint Undertaking;

(d)any other financial contributions, resources and revenues.

Any interest yielded by the contributions paid to the ECSEL Joint Undertaking shall be considered to be its revenue.

5.Should any member of the ECSEL Joint Undertaking be in default of its commitments concerning its agreed financial contribution, the Executive Director shall put this in writing and shall set a reasonable period within which such default shall be remedied. If the situation is not remedied within that period, the Executive Director shall convene a meeting of the Governing Board to decide whether the defaulting member’s membership is to be revoked or whether if any other measures are to be taken until its obligations have been met.

6.The resources and activities of the ECSEL Joint Undertaking shall be intended for the achievement of the objectives set out in Article 2 of this Regulation.

7.The ECSEL Joint Undertaking shall own all assets generated by it or transferred to it for the achievement of its objectives set out in Article 2 of this Regulation.

8.Except when the ECSEL Joint Undertaking is wound up, any excess revenue over expenditure shall not be paid to the members of the ECSEL Joint Undertaking.

Article 17

ECSEL Participating States contributions

1.The ECSEL Participating States may entrust the ECSEL Joint Undertaking with the implementation of their contributions to the participants in indirect actions through the grant agreements with participants concluded by the ECSEL Joint Undertaking. They may also entrust the ECSEL Joint Undertaking with the payment of their contributions to the participants or make the payments by themselves based on the verifications made by the ECSEL Joint Undertaking.

2.Where an ECSEL Participating State does not entrust the ECSEL Joint Undertaking as described in paragraph 1, it shall take all necessary measures to establish its own grant agreements within a similar timeframe as the ECSEL Joint Undertaking grant agreements. The verification of the eligibility of costs performed by the ECSEL Joint Undertaking as referred to in Article 18(7) may be used by the ECSEL Participating State as part of its own payment process.

3.The arrangements for the cooperation between the ECSEL Participating States and the ECSEL Joint Undertaking shall be established by means of an administrative arrangement to be concluded between the entities designated by the ECSEL Participating States for that purpose and the ECSEL Joint Undertaking.

4.When ECSEL Participating States entrust the ECSEL Joint Undertaking in accordance with paragraph 1, the administrative arrangements referred to in paragraph 3 shall be supplemented with annual arrangements between the entities designated by the ECSEL Participating States for that purpose and the ECSEL Joint Undertaking, laying down the terms and conditions for the financial contribution of the ECSEL Participating States to the ECSEL Joint Undertaking.

5.Member States, Associated Countries and third countries that are not members of the ECSEL Joint Undertaking may conclude similar arrangements with the ECSEL Joint Undertaking.

Article 18

Funding of indirect actions

1.The ECSEL Joint Undertaking shall support indirect actions through open and competitive calls for proposals, and allocations of public funding within the limits of the budgets available. Any public support under the ECSEL Joint Undertaking is without prejudice to State aid rules.

2.The financial contribution from the public authorities shall be that referred to in point (a) of Article 16(3) and point (b) of Article 16(3) disbursed as a reimbursement of eligible costs to the participants in indirect actions. The specific reimbursement rates by the Union and by each ECSEL Participating State shall be included in the work plan.

3.The public authorities shall communicate to the Executive Director their financial commitments reserved for each call for proposals to be included in the work plan and where applicable in accordance with Article 17(1) in time for the preparation of the draft budget of the ECSEL Joint Undertaking, taking into account the scope of the research and innovation activities addressed in the work plan.

4.The Executive Director shall verify the eligibility of applicants for funding from the Union and the ECSEL Participating States shall verify the eligibility of their applicants against any predetermined national criteria for funding and shall communicate the results to the Executive Director.

5.On the basis of the verifications provided in paragraph 4, the Executive Director shall establish the proposed list of indirect actions to be retained for funding, detailed by the applicants, and shall communicate it to the Public Authorities Board which shall decide on the maximum allocation of public funding in accordance with point (e) of Article 12 and mandate the Executive Director to establish agreements with the corresponding participants.

6.The ECSEL Joint Undertaking shall take all necessary measures, including the verification of the eligibility of costs, for the disbursement of the public funding to the respective participants in accordance with the arrangements referred to in Article 17(3) and (4).

7.The ECSEL Participating States shall not require additional technical monitoring and reporting other than those required by the ECSEL Joint Undertaking.

Article 19

Financial commitments

The financial commitments of the ECSEL Joint Undertaking shall not exceed the amount of financial resources available or committed to its budget by its members.

Article 20

Financial year

The financial year shall run from 1 January to 31 December.

Article 21

Operational and financial planning

1.The multiannual strategic plan shall specify the strategy and plans for achieving the objectives of the ECSEL Joint Undertaking set out in Article 2 of this Regulation in the form of a multiannual strategic research and innovation agenda from the Private Members Board and multiannual financial perspectives from the public authorities. It should identify research and innovation priorities for the development and adoption of key competences for electronic components and systems across different application areas in order to strengthen European competitiveness and help create new markets and societal applications. It should be reviewed regularly in accordance with the evolution of the industrial needs in Europe.

2.The Executive Director shall submit to the Governing Board for adoption a draft annual or multiannual work plan which shall include the research and innovation activities plan, the administrative activities and the corresponding expenditure estimates.

3.The work plan shall be adopted by the end of the year prior to its implementation. The work plan shall be made publicly available.

4.The Executive Director shall prepare the draft annual budget for the following year and shall submit it to the Governing Board for adoption.

5.The annual budget for a particular year shall be adopted by the Governing Board by the end of the previous year.

6.The annual budget shall be adapted in order to take into account the amount of the Union’s financial contribution as set out in the Union budget.

Article 22

Operational and financial reporting

1.The Executive Director shall report annually to the Governing Board on the performance of the duties of the Executive Director in accordance with the financial rules of the ECSEL Joint Undertaking.

Within two months of the closure of each financial year, the Executive Director shall submit to the Governing Board for approval an annual activity report on the progress made by the ECSEL Joint Undertaking in the previous calendar year, in particular in relation to the annual work plan for that year. The annual activity report shall include, inter alia, information on the following matters:

(a)research, innovation and other actions carried out and the corresponding expenditure;

(b)the proposals submitted, including a breakdown by participant type, including SMEs, and by country;

(c)the proposals selected for funding, with a breakdown by participant type, including SMEs, and by country, and indicating the contributions of the ECSEL Joint Undertaking and the ECSEL Participating States to the individual participants and indirect actions.

2.Once approved by the Governing Board, the annual activity report shall be made publicly available.

3.By 1 March of the following financial year, the accounting officer of the ECSEL Joint Undertaking shall send the provisional accounts to the Commission’s accounting officer and to the Court of Auditors.

By 31 March of the following financial year, the ECSEL Joint Undertaking shall send the report on the budgetary and financial management to the European Parliament, to the Council and to the Court of Auditors.

On receipt of the Court of Auditors’ observations on the ECSEL Joint Undertaking’s provisional accounts pursuant to Article 148 of Regulation (EU, Euratom) No 966/2012, the accounting officer of the ECSEL Joint Undertaking shall draw up the ECSEL Joint Undertaking’s final accounts and the Executive Director shall submit them to the Governing Board for an opinion.

The Governing Board shall deliver an opinion on the ECSEL Joint Undertaking’s final accounts.

The Executive Director shall, by 1 July of the following financial year, send the final accounts to the European Parliament, to the Council, to the Commission and to the Court of Auditors, together with the Governing Board’s opinion.

The final accounts shall be published in the Official Journal of the European Union by 15 November of the following financial year.

The Executive Director shall provide the Court of Auditors with a reply to observations made in its annual report by 30 September. The Executive Director shall also submit that reply to the Governing Board.

The Executive Director shall submit to the European Parliament, at the latter’s request, any information required for the smooth application of the discharge procedure for the financial year in question, in accordance with Article 165(3) of Regulation (EU, Euratom) No 966/2012.

Article 23

Internal audit

The Commission’s internal auditor shall exercise the same powers over the ECSEL Joint Undertaking as those exercised in respect of the Commission.

Article 24

Liability of members and insurance

1.The financial liability of the members of the ECSEL Joint Undertaking for the debts of the ECSEL Joint Undertaking shall be limited to their contributions already made to the administrative costs.

2.The ECSEL Joint Undertaking shall take out and maintain appropriate insurance.

Article 25

Conflict of interest

1.The ECSEL Joint Undertaking, its bodies and staff shall avoid any conflict of interest in carrying out their activities.

2.The ECSEL Joint Undertaking Governing Board shall adopt rules for the prevention and management of conflicts of interest in respect of its members, bodies and staff. Those rules shall contain provisions intended to avoid a conflict of interest in respect of the representatives of the members of the ECSEL Joint Undertaking serving on the Governing Board or on the Public Authorities Board.

Article 26

Winding-up

1.The ECSEL Joint Undertaking shall be wound up at the end of the period laid down in Article 1 of this Regulation.

2.In addition to paragraph 1, the winding-up procedure shall be automatically triggered if the Union or all private members withdraw from the ECSEL Joint Undertaking.

3.For the purpose of conducting the proceedings to wind up the ECSEL Joint Undertaking, the Governing Board shall appoint one or more liquidators, who shall comply with the decisions of the Governing Board.

4.When the ECSEL Joint Undertaking is being wound up, its assets shall be used to cover its liabilities and the expenditure relating to its winding-up. Any surplus shall be distributed among the members at the time of the winding-up in proportion to their financial contribution to the ECSEL Joint Undertaking. Any such surplus distributed to the Union shall be returned to the Union budget.

5.An ad hoc procedure shall be set up to ensure the appropriate management of any agreement concluded or decision adopted by the ECSEL Joint Undertaking as well as any procurement contract with a duration longer than the duration of the ECSEL Joint Undertaking.