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Principal rules and procedures for the EU DSO entity

1. The statutes of the EU DSO entity adopted in accordance with Article 53 shall safeguard the following principles:

(a) participation in the work of the EU DSO entity is limited to registered members with the possibility of delegation within the membership;

(b) strategic decisions regarding the activities of the EU DSO entity as well as policy guidelines for the board of directors are adopted by the general assembly;

(c) decisions of the general assembly are adopted according with the following rules:

(i) each member disposes of a number of votes proportional to the number of that member's customers;

(ii) 65 % of the votes attributed to the members are cast; and (iii) the decision is adopted by a majority of 55 % of the members;

(d) decisions of the general assembly are rejected according with the following rules:

(i) each member disposes of a number of votes proportional to the number of that member's customers;

(ii) 35 % of the votes attributed to the members are cast; and (iii) the decision is rejected by at least 25 % of the members;

(e) the board of directors is elected by the general assembly for a mandate of a maximum of four years;

(f) the board of directors nominates the President and the three Vice-Presidents from among the members of the board;

(g) cooperation between transmission system operators and distribution system operators pursuant to Articles 56 and 57 is led by the board of directors;

(h) decisions of the board of directors are adopted by an absolute majority;

(i) on the basis of a proposal by the board of directors, the secretary general is appointed by the general assembly from among its members for a mandate of four years, renewable once;

(j) on the basis of a proposal by the board of directors, Expert Groups are appointed by the general assembly and do not exceed 30 members, with the possibility of one-third of the members coming from outside the membership of EU DSO; in addition, one ‘country’ expert group shall be established and shall consist of one representative of distribution system operators from each Member State.

2. Procedures adopted by the EU DSO entity shall safeguard the fair and proportionate treatment of its members and shall reflect the diverse geographical and economic structure of its membership. In particular, the procedures shall provide that:

(a) the board of directors is composed of the President of the Board and 27 members' representatives, of which:

(i) nine are representatives of members with more than 1 million grid users;

(ii) nine are representatives of members with more than 100 000 and less than 1 million grid users; and (iii) nine are representatives of members with less than 100 000 grid users;

(b) representatives of existing DSO associations are permitted to participate as observers at the meetings of the board of directors;

(c) the board of directors are not permitted to consist of more than three representatives of members who are based in the same Member State or in the same industrial group;

(d) each Vice-President of the Board is nominated among representatives of members in each category described in point (a);

(e) representatives of members who are based in one Member State or the same industrial group do not constitute the majority of the participants in the Expert Group;

(f) the board of directors establishes a Strategic Advisory group that provides its opinion to the board of directors and the Expert Groups and consists of representatives of the European DSO associations and representatives of those Member States which are not represented in the board of directors.