(11)

Article 12 is amended as follows: (a) paragraph 1 is amended as follows (i) the introductory part is replaced by the following: ‘1. The Management Board shall be composed of persons with sound knowledge in the field of fundamental rights and with appropriate experience in the management of public or private sector organisations, including administrative and budgetary skills, as follows:’; (ii) the following subparagraph is added: ‘The Member States, the Commission and the Council of Europe shall endeavour to achieve an equal representation of women and men on the Management Board.’; (b) paragraphs 3, 4 and 5 are replaced by the following: ‘3. The term of office of the members and alternate members of the Management Board shall be five years. A former member or alternate member may be reappointed for one more non-consecutive term. 4. Apart from normal replacement or death, the term of office of the member or the alternate member shall end only when he or she resigns. However, where a member or an alternate member no longer meets the criteria of independence, he or she shall resign forthwith and shall notify the Commission and the Director. In those cases apart from normal replacement, the party concerned shall appoint a new member or a new alternate member for the remaining term of office. The party concerned shall also appoint a new member or a new alternate member for the remaining term of office if the Management Board has established, based on a proposal of one third of its members or of the Commission, that the respective member or alternate member no longer meets the criteria of independence. Where the remaining term of office is less than two years, the term of office of the new member or alternate member may be extended to a full term of five years. 5. The Management Board shall elect its Chairperson and Vice-Chairperson and the other two members of the Executive Board referred to in Article 13(1) from its members appointed pursuant to paragraph 1, point (a) of this Article to serve for a two-and-a-half year term, which may be renewed once. The Management Board’s Chairperson and Vice-Chairperson shall be elected by a majority of two thirds of the members of the Management Board referred to in paragraph 1, points (a) and (c) of this Article. The other two members of the Executive Board referred to in Article 13(1) shall be elected by a majority of the members of the Management Board referred to in paragraph 1, points (a) and (c) of this Article.’; (c) paragraph 6 is amended as follows: (i) points (a) and (b) are replaced by the following: ‘(a) adopt the Agency’s annual and multiannual work programmes; (b) adopt the annual reports referred to in Article 4(1), points (e) and (g), comparing, in the latter one, in particular, the results achieved with the objectives of the annual and multiannual work programmes;’; (ii) point (e) is replaced by the following: ‘(e) in accordance with paragraphs 7a and 7b of this Article, exercise, with respect to the staff of the Agency, the powers conferred by the Staff Regulations of Officials of the European Union (the “Staff Regulations”) and by the Conditions of Employment of Other Servants of the Union (the “Conditions of Employment”) laid down in Council Regulation (EEC, Euratom, ECSC) No 259/68 (*2) on the appointing authority and on the authority empowered to conclude a contract of employment, respectively (“the appointing authority powers”); (*2) OJ L 56, 4.3.1968, p. 1.’;" (iii) point (i) is replaced by the following: ‘(i) adopt the implementing rules for giving effect to the Staff Regulations and the Conditions of Employment, in accordance with Article 110(2) of the Staff Regulations;’; (iv) the following points are added: ‘(m) adopt a security strategy, including rules on the exchange of EU classified information; (n) adopt rules for the prevention and management of conflicts of interest in respect of its members as well as of the Scientific Committee; (o) adopt and regularly update the communication strategy referred to in Article 4(1), point (h).’; (d) the following paragraphs are inserted: ‘7a The Management Board shall adopt, in accordance with Article 110(2) of the Staff Regulations, a decision based on Article 2(1) of the Staff Regulations and on Article 6 of the Conditions of Employment, delegating relevant appointing authority powers to the Director and defining the conditions under which that delegation of powers can be suspended. The Director shall be authorised to sub-delegate those powers. 7b Where exceptional circumstances so require, the Management Board may by way of a decision temporarily suspend the delegation of the appointing authority powers to the Director and those sub-delegated by the Director and exercise them itself or delegate them to one of its members or to a staff member other than the Director.’; (e) paragraphs 8, 9 and 10 are replaced by the following: ‘8. As a general rule, decisions by the Management Board shall be taken by a majority of all members. Decisions referred to in paragraph 6, points (a) to (e), (g), (k) and (l) shall be taken by a two-thirds majority of all members. Decisions referred to in Article 25(2) shall be taken by unanimity. Each member of the Management Board, or in his or her absence his or her alternate, shall have one vote. The Chairperson shall have the casting vote. The person appointed by the Council of Europe may vote only on decisions referred to in paragraph 6, points (a), (b) and (k). 9. The Chairperson shall convene the Management Board twice a year, without prejudice to extraordinary meetings. The Chairperson shall convene extraordinary meetings on his or her own initiative or at the request of the Commission or of at least one third of the members of the Management Board. 10. The Chairperson or Vice-Chairperson of the Scientific Committee and the Director of the European Institute for Gender Equality may attend meetings of the Management Board as observers. The Directors of other relevant Union agencies and bodies as well as of other international bodies mentioned in Articles 8 and 9 may also attend as observers when invited to do so by the Executive Board.’;