The Statute of the International Institute of the Civil Society Foundation
The International Institute of the Civil Society Foundation, hereinafter referred to as the “Foundation”, was established by Mateusz Komorowski, hereinafter referred to as the “Founder”, on the basis of a notarial deed executed on 13 January 2012 by the notary public Grzegorz Kołakowski at the Notarial Office at Aleja Solidarności No. 72/5 in Warsaw (Rep/A No. 128/2012).
The Foundation is governed by the act of 6 April 1984 on foundations (uniform text, O.J. 1991, No. 46, item 203, as amended) and by the provisions of this statute.
The Foundation is apolitical and is not connected to any particular creed or faith.
The motto of the Foundation is: "Together we can do more".
The Foundation has legal personality.
The supervision over the Foundation due to its character and aims is performed by the minister relevant for the social security issues.
The seat of the Foundation is the Capital City of Warsaw, Poland.
The Foundation has been established for an indefinite period of time.
The Foundation conducts its activities within the territory of the Republic of Poland, whereby in a scope necessary for the proper performance of its aims the Foundation may conduct its activity also outside the territory of the Republic of Poland.
The Foundation may operate under its name in selected foreign languages for the aims of international cooperation.
The Foundation may establish centres, offices, branches and representative offices both in the country and abroad.
The Foundation may use the Foundation’s emblem, colours and mark in the scope permitted by law.
The Foundation uses a round stamp with an inscription “Fundacja Międzynarodowy Instytut Społeczeństwa Obywatelskiego”.
- The Foundation may establish badges, medals of honour, and award them along with other prizes to natural and legal persons exhibiting merit for the Foundation.
- Natural or legal persons granting donations or grants to the Foundation may be awarded the title of the “Sponsor of the International Institute of the Civil Foundation” upon their wish.
- The title of the Sponsor of the Foundation has a personal and honorary character and is awarded by the Board of the Foundation.
AIMS AND RULES OF THE FOUNDATION
- The aim of the Foundation is to promote the idea of the civil society, cultivate active citizenship and foster the engagement of citizens in the public and economic life of the state, in particular:
- assistance in acquiring and deepening knowledge and skills useful for citizens in their socio-political and professional activity;
- activity supporting the development of local communities;
- advancement and protection of human rights and freedoms, civil liberties and actions conducive to the strengthening of democracy;
- popularization of self-governance;
- activity in favour of the European integration and development of international contacts and cooperation;
- facilitation of contacts with international institutions and organizations;
- development of national, civil and cultural consciousness;
- advocacy of physical culture, sports and tourism;
- promotion and protection of natural heritage;
- advocacy of public security and order and prevention of social pathologies;
- support of economic growth and entrepreneurship.
- The Foundation fulfils its aims by:
- conducting a broadly defined educational, research-related, informative, publishing and journalistic activity;
- cooperation with national and international natural and legal persons, institutions, organizations, associations and local government and government authorities;
- active participation in the public life;
- submission of applications and opinions to relevant authorities, offices and courts in the matters connected with the aims of the Foundation;
- establishment and awarding of scholarships and subsidies to natural and legal persons, not excluding the members of the Foundation Board;
- organizing and conducting lectures, debates, courses, workshops, seminars, symposiums, conferences and festivals.
The Foundation may support activity of other natural or legal persons for the realization of the aims of the Foundation.
FOUNDATION’S ASSETS AND INCOME
The assets of the Foundation comprise the Establishment Capital in the amount of 10.000 PLN (ten thousand Polish Zloty), cash, movable and immovable assets acquired by the Foundation in the course of its activity.
- The Foundation may generate income through:
- fundraising, lotteries and other public events;
- contributions, grants, subventions, donations, estates and bequests, received both from the territory of Poland and abroad;
- income generated from the assets of the Foundation;
- income from financial operations;
- other inflows.
- All income generated by the Foundation, after covering the costs of its activity, is designated exclusively to the realization of its statutory aims.
The assets of the Foundation are managed by the Foundation Board.
The Foundation bears liability for its obligations with all its assets.
AUTHORITIES OF THE FOUNDATION AND THE MANAGEMENT OF THE FOUNDATION
The authorities of the Foundation are:
- the Foundation Board; and
- the Programme Council of the Foundation.
- The Foundation Board is a mandatory organ of the Foundation and is chaired by the President of the Foundation Board. The Founder is the President of the Foundation Board by virtue of the statute, unless the Founder appoints a different person to be the President of the Foundation Board.
- The Foundation Board consists of no more than nine persons, including the President, the Vice-President, the Secretary and six members, appointed and dismissed at any time by the Founder by way of a resolution to such effect.
- The Membership in the Foundation Board ceases as of the moment of revocation, death of the Foundation Board Member, or his or hers resignation.
Statements of will on behalf of the Foundation are made by the President or any other Foundation Board Member authorized by the President.
- The Foundation Board manages the activities of and represents the Foundation.
- The competences of the Foundation Board include in particular:
- drafting annual and multiannual action plans for the Foundation;
- day-to-day management of the Foundation, responsibility for carrying out its aims;
- establishing, developing and controlling of organizational structures of the Foundation;
- right to accept subsidies, subventions, estates and bequests for the realization of statutory aims of the Foundation;
- management of the Foundation’ assets;
- drafting of reports regarding the Foundation’s activity.
The Foundation Board adopts resolutions through ordinary majority voting, whereas for the validity of resolutions the presence of at least half of the Board members is required, including that of the President. In case of a tied vote, the President has the casting vote.
The Foundation Board works in sessions convened and chaired by the President as need be, no less frequently than once per quarter.
The sessions of the Foundations are protocoled.
- The members of the Foundation Board may be employed by the Foundation or may be in a civil-law relationship with the Foundation.
- Agreements are entered into and terminated by the President.
- Remuneration of the members of the Foundation Board and employees of the Foundation are paid from the Foundation’s resources.
- The Programme Council is an opinion-giving authority of the Foundation.
- The Program Council consists of at least three persons showing impeccable moral character and social authority.
- The members of the Programme Council perform their function voluntarily.
- The members of the Programme Council are appointed and dismissed at any time by the Foundation Board.
- The Program Council chooses the President of the Council among its members who manages and represents the Council.
- Membership in the Programme Council ceases as of the moment of dismissal, death or resignation of the member.
The competences of the Program Council include in particular:
- performing substantive supervision over the Foundation’s activity;
- planning and supporting the Foundation’s actions;
- giving opinion regarding multiannual and annual action plans of the Foundation;
- advising on all other matters on request of the Foundation Board .
- Sessions of the Programme Council take place whenever required, however, no less frequently than once per annum.
- Sessions of the Programme Council are convened by the President of the Council at his/her own discretion or based on the motion of the Foundation Board to this effect.
- The Programme Council adopts decisions via resolutions. Resolutions are made via ordinary majority voting in the presence of at least half of the Programme Council members. In case of a tied vote, the President of the Council has the casting vote.
AMENDMENT OF THE STATUTE
The amendment of the statute, including the amendment of the aim of the Foundation, may be made by the Founder by way of a resolution.
MERGER WITH ANOTHER FOUNDATION
- The Foundation may merge with another foundation with similar statutory aims under the conditions set out by the interested parties.
- The decision on such merger occurs on the basis of a resolution adopted by the Founder.
LIQUIDATION OF THE FOUNDATION
The decision on liquidation of the Foundation is made by the Founder in a resolution; the Founder appoints the liquidator.
The decision on liquidation of the Foundation may be made in the following circumstances:
- fulfilment of aims for which the Foundation has been established;
- depletion of financial sources and assets of the Foundation.
The assets left after the liquidation are to be used for the aims as specified in the resolution on liquidation of the Foundation and shall be the same as or similar to the aims of the Foundation.
The Foundation files a yearly report on its activity for the preceding year with the relevant minister by 31 March each year.
This statute comes into force on the day of registration made by the District Court for the Capital City of Warsaw.
/-/ Mateusz Komorowski
Warsaw, 15 February 2012