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Statute of the Better World Association
Chapter 1 General provisions § 1. Better World Association, hereinafter referred to as the Association operates on the basis of the Act dated 7 April 1989 "Law on Associations" and is a legal entity. § 2. The Association is established for an unlimited time. § 3. The seat of the Association is the city of Poznan. § 4. The Association operates in the territory of the Republic of Poland. In execution of its objectives, the Association may also carry out activities outside Poland. § 5. The Association may use badges and seals in keeping with pertinent provisions of the law. § 6. The Association may cooperate with national, foreign and international organisations and institutions having the same or similar objectives, and it may be a member of the organisations in keeping with the rule of full autonomy. § 7. The Association activity is based on charity work of the members. In order to carry out its affairs, the Association may employ workers. § 7a. The Association may not take measures or actions comprising: extension on of loans from, or securing liabilities with the Foundation’s assets with respect to members of the Association, members of the Association authorities, or the Association employees as well as to persons related to the employees by blood or marriage, directly or collaterally, down to a relation between the children of the siblings, or by adoption, custody or guardianship. 1. placing the Association assets at the disposal of members of the Association members, members of the Association authorities, or the Association employees as well as to persons related to the employees by blood or marriage, directly or collaterally, down to a relation between the children of the siblings, or by adoption, custody or guardianship. 2. use of Foundation assets to the benefit of members of the Association, members of the Association authorities, or the Association employees as well as to persons related to the employees by blood or marriage, directly or collaterally, down to a relation between the children of the siblings, or by adoption, custody or guardianship subject to terms and conditions other than as would be applied to third parties, unless such use is directly related to pursuit of the Better World Association statutory activities; in the resolution referred to in the entry 3 of Art. 3 of Public Benefit and Volunteer Work Act of law dated 24th April 2003 (Journal of Laws No. 96 item 873). 3. purchase subject to special terms and conditions of goods or services from entities in which members of the Association, members of the Association authorities, or the Association employees as well as to persons related to the employees by blood or marriage, directly or collaterally, down to a relation between the children of the siblings, or by adoption, custody or guardianship participate or have an interest.
Chapter II AIMS AND ACTIVITIES § 8. The aim of the Association is supporting the development of civil society and social integration, in particular: 1. Extensive activity to promote cultural, educational and social development. 2. Supporting the social activity of citizens, particularly: women, children, the handicapped, the homeless, the unemployed and immigrants. 3. Activities in aid of gaining free access to information and education, including European education. 4. Supporting charity and humanitarian activities. 5. Propagating physical culture, extensive recreation and alternative life style free of stimulants. 6. Activities in aid of integrating local society in the face of symptoms of violence, addiction, exploitation and poverty. 7. Propagating tolerance towards other cultures, religions, nationalities, sexual preferences, fighting against racism and chauvinism. 8. Activities in aid of promoting peace and human rights. 9. Supporting non-commercial culture and art. 10. Activities in aid of building and strengthening civil society. 11. Activities in aid of protecting natural environment and cultural diversity. 12. Activities in aid of equalizing opportunities for children and young people. 13. Activities in aid of promoting employment and professional activation of the unemployed and the ones with the job loss risk. 14. Activities in aid of encouraging economic growth, including enterprise development.. 15. Activities in aid of to popularizing and protect women’s rights and promoting equal rights for women and men. § 9. The Association accomplishes its objectives by: 1. Managing publishing, informi-promot and educational-training activities. 2. Showing films, organizing meetings, symposia, lectures, exhibitions, workshops, sightseeing excursions and holiday camps, helping children in their homework. 3. Influencing changes of the system nature in aid of socially useful purposes. 4. Expressing opinions on public matters related to the aims of the Association. 5. Cooperating with governmental, local and European Union authorities; economic sector, the mass media interested at development of civil society. 6. Supporting non-governmental initiatives and organizations. 7. Organizing ventures which serve development of the Association. 8. Initiating and leading social actions in the name of the Association. 9. Maintaining contacts and exchanging experiences with related organizations in the country and abroad. §10. The Association may carry out payable as well as free business activity in the size serving realization of statute aims and business activity on general principles. The income from the business activity of the Association serves statutory goals and can’t be distributed between the members of the Association. The income from payable statutory activity may only be used for covering expenses of the activity, in keeping with statutory aims. The total income of the Association is used for realization of activity described in the resolution referred to in the entry 1 and 2 of Art. 20 of Public Benefit and Volunteer Work Act of law dated 24th April 2003 (Journal of Laws No. 96 item 873). The Management Board decides about undertaking business activity and its scope and undertaking payable statutory activity and its scope.
Chapter III Members. Their rights and duties § 11. Members of the Association fall into 2 categories: 1) ordinary members 2) supporting members § 12. 1.Subject to the pt.2 below the membership of the Association is open to both natural and juridical persons. A juridical person takes part in the activities of the Association through an agent. 2. The only position open to a juridical person is that of a supporting member § 13. 1. The ordinary membership is open to natural persons regardless of citizenship 2. New members are admitted by the Association Board as a result of resolution adopted within 2 months from the day when the declaration was submitted containing recommendation of 2 ordinary members. If a declaration has been declined, the applicant can appeal to the Association Board delivering the appeal within one month of the receipt of the refusal. The body considering the appeal is the General Assembly. The appeal is considered by the General Assembly during its nearest session. The decision of the General Assembly is final. §14. 1.An ordinary member has a right: 1)to elect members for the governing bodies of the Association and to stand in the elections 2) to take part and vote in the General Assembly 3) to propose motions and postulates concerning activities of the Association 4) to request help of the Association and to use its resources in his or her own activities provided that they are in keeping with the declared goals of the Association 5) to take part in the work concerning the Association, its meetings and activities with a right to vote 2.Duties of an ordinary member include: 1) Abiding by the statute, regulations and resolutions of the governing bodies of the Association 2) Paying membership fees on time 3) Taking active part in the work of the Association aimed at achieving its statutory goals 4) Taking good care of the property of the Association §15 1. Supporting member is open to any natural or juridical persons interested in the activities of the Association accepting its goals and declaring help. It is granted by the Association Board on the basis of a written declaration 2. A supporting member has a right to take part in the work of the Association in an advisory capacity and to propose motions and postulates concerning the activities of the Association to the governing bodies of the Association 3. A supporting member must abide by the decisions contained in the signed declaration §16 1.Membership ceases in the following cases: 1) When the member chooses to resign his membership and delivers a resignation in a written form to the Board of the Association after having fulfilled all the due obligations to the Association 2) When the member dies or a legal status of the supporting member is lost 3) When the General Assembly adopts a resolution excluding the member as a result of a failure to pay the fees or attend the General Assembly for 3 months without a justification 4) when the General Assembly adopts a resolution excluding the member for violating the statute, regulations or resolutions of the Association or acting to the detriment of the Association In each of those cases the member has a right to appeal to the General Assembly within 14 of the receipt of the resolution in the written form. The General Assembly considers the appeal during the nearest session. The decision of the General Assembly is final.
Chapter IV The authorities of the association § 17. The authorities of the association are 1. The General Assembly of association members, hereafter referred to as general assembly 2. The Association Board, hereafter referred to as board. 3. The Auditing Committee § 18. 1. Authorities are chosen in ballot election in the presence of at least 50% of the general number of members with reservation of the act no 2. 2. In the absence of quorum, the authorities shall call the assembly into second session within 20 days after the first session. In this case resolutions are passed by simple majority irrespective of the number of members present. The above does not apply to the resolutions discussed in § 32 acts no.1 and 2. 3. The above described principle applies to all the resolutions of the assembly. § 19. If the number of elected authorities members reduces during the term of office, the authorities are entitled to co-opt association members under the condition that the number of co-opted members does not exceed 1/3 of the elected members. If it does, the board shall call the assembly in order to hold by-election. The General Assembly of Members § 20. 1.General Assembly is the highest authority of the Association. 2. General Assembly can be: 1) Regular 2) Extraordinary 3.Regular General Assembly is convened by the Association’s Board once a year for a report, and once in three years for a report and elections, notifying the members in writing about the time, place and proposed agenda, at least 14 days before the time of the General Assembly. 4.The session of the General Assembly proceeds in accordance with session regulations, passed by the Assembly itself. 5. Extraordinary General Assembly is convened by the Foundation’s Board: 1) Upon its own motion, 2)On the Audit Committee’s demand, 3) Upon a written proposal of at least 1/3 of total number of regular members of the Foundation. 6. Extraordinary General Assembly should be convened within one month from the date of the proposal or demand, and should deliberate upon issues it was convened for. The General Assembly § 21. The main duties of the General Assembly include: 1. Deciding on future actions and a program of the Association 2. Introducing a statute and changes to a statute 3. Ratifying rules specific to the Board of Association and to the Audit Committee 4. Electing and dismissing the Head of the Board, the Board and the Audit Committee 5. Deciding on whether or not to grant the Association Board a vote of acceptance 6. Deciding on the amount of the membership fee 7. Passing resolutions concerning the dissolution of the Association and determining the future use of the estate 8. Considering appeals against the decisions of the Association Board 9. Conferring honorary memberships 10. Examining the activities of the Board of Association and the Auditing Committee
The Association Board § 22. 1. The Association Board consists of 3-7 members, including the Head of the Board. Secretary and Treasurer are chosen from among all members during the first meeting of the Board. Additionally two vice-presidents may also be chosen. 2. The Board’s term of office lasts 3 years. 3. The Board’s resolutions are passed during an open voting, through the majority of votes, in the presence of at least a half of general number of legal members (quorum). In case of an equal division of votes the Head of the Board’s vote is crucial. On the basis of an unanimous resolution of all the members, the Board may pass resolutions during the secret voting. 4. The Board’s meetings take place when there occurs a necessity, however not rarely than once a quarter. 5. The Board’s meetings are convened by the Head of the Board upon his own motion or upon a proposal of every single member of the Board or the Audit Committee. § 23 The main duties of the Board are: 1. realizing regulations of the General Assembly and managing the whole of the Association’s activity according to the statutory aims, 2. deciding on plans connected with the Association’s activity and budget estimates, 3. managing the Association’s property, 4. deciding on regulations concerning salaries of the Association’s employees, 5. making decisions concerning the acquisition and alienation of real estate and personal property, 6. Deciding on whether or not to assume obligations, 7. calling the General Assembly, 8. passing resolutions concerning the admitting and excluding ordinary and supporting members. 9. considering disputes between members which occurred against the Association’s activity, 10. writing reports about its activity during the General Assembly, 11. passing regulations provided in the statute, 12. in particular cases relieving of paying a membership fee, 13. presenting the Association outside and acting on behalf of it. 14. deciding on all issues not restricted for other authorities of the Association § 24. The Board acts on the basis of its own passed statute. § 25. 1. to realize its activities the Board may appoint the Association Office and its Director. 2. The Director leads the Office’s activities on the basis of the statute which is to accept by the Board. The Auditing Committee § 26. 1 The Auditing Committee is a body of Association created in order to audit the activities of the Association 2. The Auditing Committee is comprised of 3 members who choose a chairman from among their ranks. The 3rd term of office of the Auditing Committee lasts 3 years. §27 The right and duties of the Auditing Committee: 1. to audit all activities of the Association at least once a year 2. to submit the conclusions of the audit to the Association Board and demand information 3. to demand that the Extraordinary General Meeting is summoned if there is a reason to believe that the Association Board neglects its statutory duties and a right to demand that the Association Board session is summoned 4. to summon the General Meeting if the Association Board fails to summon it in the period provided in the statute 5. to propose motions during the General Meeting concerning granting (or a refusal to grant) a vote of acceptance for the Association Board 6. to choose (if it is in keeping with the existing regulations or a resolution of the Auditing Committee) an entity auditing a yearly financial statement of the Association 7. to deliver a report on its own activities during the General Assembly §28 The members of the Auditing Committee vote on their resolutions during an open voting in the presence of all the members of the Committee. The Committee can vote by a secret ballot if the all members agree to it unanimously. §29 1.Members of the Auditing Committee: a) cannot hold any other post in the governing bodies nor or work in the Association or be related to or work for any member of the Board. b) were not sentenced with a binding sentence of the court for an intentional crime. c) can receive a refund of justifiable costs due to fulfilling a function in such an organ or a salary not higher than it has been described in art. 8 entry 8 regulation dated 3rd march 2000 concerning salary of persons managing some of legal entities (Journal of Laws No. 26, item 306, dated 2000, No 85, item 924 i No 154, item 1799, dated 2002, No 113, item. 984 and dated 2003 No 45, item. 391 and No. 60, item 535); 2. Members of the Auditing Committee can take part in the meetings of the Association Board in an advisory capacity 3. The activities of the Auditing Committee are based on the rules specific to the Auditing Committee 4. The Auditing Committee has a right to demand written or oral explanations concerning all the controlled matters of all the members regardless of the rank.
Chapter V The estate of the Association and the financial matters §30 The sources of the income of the Association include: 1. Membership fees 2. Donations, bequests and inheritances, private donations, fundraising 3. Income from the statutory activity of the Association, including income from the estate of the Association as well as income from capital, such as interests or deposits 4. Subsidies, subventions and resources coming from the public funds, grants and commissioned tasks for the benefit of the general public 5. Resources coming from business activity based on separate regulations 6. Membership fees should be paid before the end of the first quarter of each year. Newly admitted members pay their fees according to the rules adopted by the General Assembly within 4 weeks of the receipt of a note of admission §31 Two members of the Association Board acting jointly are eligible to issue declarations of intent, signing deals and authorizing agents on behalf of the Association Chapter VI Changing the Statute and dissolving the Association §32 1. Introducing statute or changes to it requires a qualified majority of 2/3 of votes in the General Assembly, provided that at least 1/2 of the members eligible to vote are present 1. Passing a resolution dissolving the Association requires a qualified majority of 2/3 of votes in the General Assembly, provided that at least 2/3 of the members eligible to vote are present 2. A motion concerning changes to the statute must be proposed in written form and its content must be written in the notice summoning the General Assembly 3. When adopting a resolution concerning the dissolution of the Association, General Assembly forms the Liquidation Commission which carries out the procedure of liquidation. The General Assembly also indicates similar nonprofit foundations and associations with similar statutory goals which take over the estate of the Association, after its obligations have been regulated
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