Statute

STATUTES

OF THE PRIVATE-BENEFIT

FOUNDATION “LIBERAL INTEGRATION”

I. GENERAL PROVISIONS

Legal Status

Art. 1. (1) The Foundation shall be a non-profit legal entity established in accordance with the Non-Profit Legal Entity Act (as promulgated, the State Gazette, issue 81 of October 06, 2000, in effect since January 01, 2001, subsequently amended and supplemented in State Gazette, issue 74 of 2016).

(2) The Foundation shall engage in private-benefit activity.

Name

Art. 2. (1) The name of the Foundation shall be: “Liberalna Integratsia” (“Liberal Integration”).

The name of the Foundation shall be translated and written in English, as follows: “Liberal Integration Foundation” (Sofia, Bulgaria).
The name of the Foundation, the headquarters and the management address, as well as the registration data, BULSTAT Number inclusive, shall be placed on all written statements on behalf of the Foundation.
The Foundation shall have a seal by which it shall certify the validity of the issued documents, its own sign and symbols registered under the due procedure.

Registered seat and headquarters address

Art. 3. (1) The registered seat of the Foundation shall be in the city of Sofia.

(2) The headquarters address of the Foundation shall be 45А, Alexander Stamboliyski Boulevard.

Representation and Branches

Art. 4. (1) The Foundation shall express its will and shall perform legal actions through its bodies and shall be represented according to the Foundation’s Statutes.

In exercising its activity, the Foundation shall establish cooperation with other non-profit organizations, foundations in the country and abroad, as well as with private persons, in accordance with Bulgarian law and while implementing the objectives and tasks specified by this Constituent Record.
The Foundation shall be independent on any party and in its activity it shall not be bound by any party.
In exercising its activity, the Foundation may establish branches at home and abroad, which shall bear the name of the Foundation with the addition “branch”, as well as the name of the city/town and the country where the branch exercises its activity. The Managing Director of the Foundation’s branch shall be elected by the Foundation’s Board of Directors. The branch Managing Director shall represent the non-profit legal entity with respect to the branch’s activity.

Term of Activity

Art. 5. The activity of the Foundation shall not be limited by time.

II. OBJECTIVES OF THE FOUNDATION. ACTIVITIES

Art. 6. The Foundation shall work to the achievement of the following objectives:

Dissemination and consolidation of the basic values of modern liberalism, such as freedom, responsibility, tolerance, social justice and equality in the possibilities for realization.
Assisting minority integration, ethnic minorities including, with the liberal values and ideas of modern society.
Increasing the awareness and education level of the citizens and the public with respect to the ides and values of modern liberalism.
Assisting the development of ethnic relationships and tolerance based on modern liberal values.
Consolidation of the public mechanisms for accomplishment of modern liberal values and liberal integration of minority communities.

Art. 7. (1) To achieve its objectives, the Foundation shall perform the following activities:

Organization of investigation of the problems related to the consolidation and development of modern liberalism and liberal integration of the minorities.

Collection and processing of information related with the development and realization of moral values in modern democratic societies.
Organization of raising of funds and provision of funds for studies, projects and developments related to the objectives of the Foundation.
Organization and assistance to the organization of meetings, workshops, symposia and conferences in the country and abroad, as well as other cultural or educational initiatives dedicated to the problems of modern liberalism and minority integration with the basic liberal ideas and values.
Publication (issuing) and supporting the publication of scientific handbooks and works, of magazines, gazettes, brochures and other printed publications, preparing Author shows in the electronic mass media, dedicated to the problems of modern liberalism and minority integration with the basic liberal ideas and values.
Establishment and maintenance of relationships with mass media and conductance of purposeful activity aimed at familiarizing the public with the objectives and work of the Foundation, as well as with the significance of the problems related with the consolidation of modern liberal ideas and values.
Carrying out clarification and dissemination activity to attract donors from the country and abroad.
Establishment and maintaining cooperation with organizations, foundations and movements with similar objectives and activity in the country and aboard.
Assistance to and participation in projects of the Government and non-profit organizations in fields similar to the objectives of the Foundation.
- To achieve its objectives, the Foundation may also participate in any other activities not prohibited by law.
- The Foundation shall determine freely the means for achievement of its objectives.
- To achieve its objectives, the Foundation may perform additional business activity, if only it is related with the basic subject matter for which it has been incorporated and while using the incomes from the activity to achieve the objectives specified in this Constituent Record.

III. PROPERTY OF THE FOUNDATION

Art. 8. To achieve the Foundation’s objectives, at its constitution, the Constitutors provide for free the amount of BGN 9 000 (nine thousand) invested in bank deposit.

Art. 9. (1) The property of the Foundation shall constitute a united fund and shall be calculated in Bulgarian Levs and in foreign exchange. The property shall include:

cash;
bank deposits;
movable property, securities and pieces of art;
real estates and real rights over real estates;
intellectual property rights.

(2) By a decision of the Board of Directors, the Foundation may establish target funds, whereas their sources and manner of use shall be determined by the decision for their establishment.

(3) The property of the Foundation shall be formed by donations provided by donors from the country and abroad, incomes from charity activity, wills and other voluntary contributions in favour of the Foundation, incomes from organized initiatives, incomes from real estates, securities and intellectual property, incomes from the business activity of the Foundation and other incomes permitted by law.

(4) For the purpose of preserving and increasing its property, the Foundation may invest in bank deposits and securities; acquire property or restricted real rights over movable and immovable belongings; establish or participate, as a shareholder or partner, jointly with other persons or on itself, in shareholder business companies or limited liability companies.

Sources of Financing

Art. 10. (1) The activity of the Foundation shall be financed by donations obtained from natural persons or legal entities, its Constitutors or external donors, concluded sponsorship contracts, funds obtained under governmental or non-governmental target programmes and projects, incomes obtained from movable or immovable property, securities or intellectual property, incomes from exercised business activity related with the Foundation’s basic subject matter or any other financing sources permitted by law.

(2) The provided donations may be made unconditionally or under some condition, whereas no funds shall be accepted which have been provided under any condition

of political nature whatsoever, or which contradict the law or the objectives of the Foundation; the donors may request to use the donations to establish a prize, a grant, a special fund, or express in any other way their will as to the funds’ use.

Business activity

Art. 11. (1) The Foundation may engage in additional business activity if only it is related with the basic subject matter for which the Foundation has been incorporated and while using the incomes from the activity to achieve the objectives specified in the Constituent Record according to Art. 3, paras. 1-4 of the Non-Profit Legal Entity Act.

The Foundation shall not allocate any profit.
To achieve its objectives, the Foundation shall engage in the following additional business activity:

publishing and advertising activity, representation, mediation and agency, provision of advisory, information and impresario services;
deals in intellectual property, inclusive of conclusion of author’s, license contracts, and commission deals;
compilation and dissemination of software and multimedia products.
The exercised business activity shall be subject to the terms and conditions specified by the Trade Act, the Accountancy Act and the tax acts, as well as the terms and conditions specified by the acts regulating the relevant business activity.

(5) The control of the business activity shall be vested in the Foundation’s Board of Directors and the Supervisor.

IV. STRUCTURE AND MANAGEMENT OF THE FOUNDATION

Structure

Art. 12. (1) The bodies of the Foundation shall be:

Board of Directors;
Executive Director.
- The Constitutors of the Foundation shall have the right to nominate a person who shall have control functions with respect to the Foundation’s activity. The powers of the Supervisor shall be determined by the Constituent Record of the Foundation.
- The Constitutors of the Foundation shall have the right to dismiss ahead of time the Executive Director in case he/she systematically fails to implement his/her duties or in case he/she is objectively unable to implement them, if within 1 month from the Constitutors’ proposal, the Board of Directors has not taken a decision for dismissal or has not rejected the made proposal providing detailed motives therefor. By the decision of the Foundation’s Constitutors about the dismissal of the Executive Director, the new Executive Director shall be appointed, whereas it shall not be required that he/she is member of the Board of Directors. In the cases where the decision for dismissal of the Executive Director is adopted by the Board of Directors, the elected Executive Director shall be member of the Board of Directors.
- The Board of Directors of the Foundation shall have the right to establish freely internal structures for expert and advisory assistance (auxiliary councils) while exercising the Foundation’s activity, to appoint associates and administrative staff of the Foundation.

Art. 13. (title and Art. 13 rescinded, decision of 16.03.2011)

Art. 14. (title and Art. 14 rescinded, decision of 16.03.2011)

Art. 15. (title and Art. 15 rescinded, decision of 16.03.2011)

Art. 16. (title and Art. 16 rescinded, decision of 16.03.2011)

Art. 17. (title and Art. 17 rescinded, decision of 16.03.2011)

Art. 18. (title and Art. 18 rescinded, decision of 16.03.2011)

Art. 19. (1) The Foundation shall exercise its activity through a Board of Directors and an Executive Director.

(2) The Board of Directors shall include up to 5 members, named in the Statutes of the Foundation at the respective amendment of the Statutes. In the cases where the Board of Directors is elected by a decision of the Constitutors, the decision shall be adopted, if it has been voted for by more than half of the Constitutors, acting either in person or through a representative.

The Board of Directors shall have the following members:

Mustafa Sali Karadayi
Iskra Dimitrova Mihaylova-Koparova
Ilhan Ahmet Kyuchyuk
Sevinch Osmanova Solakova

The Board of Directors shall:

form the strategy of the Foundation and control its implementation;
take decisions for opening or closing of branches, appointment of branch Managing Directors, changes in the branches’ management and representation, and changes in the branches’ headquarters and management address;
adopt and control the observance of the Foundation’s budget;
adopt rules on the Foundation’s activity, on raising or spending of funds;
take decisions for participation of the Foundation in other organizations;
take decisions for restructuring and termination of the Foundation;
take decisions for entering into liquidation and allocation of the property following liquidation, and in the cases where the instruction refers to branches, it shall be enforced on the proposal of the Managing Director of the respective branch;
appoint Liquidator in the cases where the Executive Director is unable to implement the functions of a liquidator;
take decisions on amendment of the Constituent Record/Statutes, on election of the Executive Director, on nomination of a President, as well as on the remunerations of the Executive Director and the President;
take any other decision which fall within its competence by law.
- The Executive Director shall be elected by a decision of the Board of Directors and he/she may be member of the Board of Directors. In the cases where the Executive Director is not member of the Board of Directors, he/she shall participate in the sessions of the Board of Directors by a consultative vote.
- The Executive Director shall:
ensure the implementation of the decisions of the Board of Directors;
dispose of the Foundation’s property to the achievement of the objectives, according to this record;
prepare and submit to the Board of Directors the report on the Foundation’s activity, on funds spending and budget observance;
organize the raising of funds for the Foundation’s activity;
appoint Foundation expert and advisory councils, administrative staff and associates, conclude all Foundation contracts;
approve internal rules on the Foundation’s work, adopt internal records, implement the basic directions and programmes of the Foundation.
- The Executive Director shall represent the Foundation before all administrative, judicial and other governmental bodies, before all natural persons and legal entities at home and abroad, while receiving and signing on behalf and at the expense of the Foundation any and all written documents in relation with the activity of the Foundation. The Executive Director shall be appointed/authorized by the President. When there is no chairman elected, the deed for appointment of an Executive Director and all accompanying deeds shall be signed by a member, appointed by a resolution of the Board of Directors.

Art. 20. (title and Art. 20 rescinded, decision of 16.03.2011)

Art. 21. (1) The Board of the Directors shall be summoned to regular sessions by the President at least once in six months. Extraordinary sessions shall be summoned by the President or on the suggestion of more than a half of the members of the Board of Directors.

Minutes shall be drawn about the decisions of the Board of Directors by a minute-keeper which shall be signed by the minute-keeper and the President, by the Executive Director or by the elected Chairman of the respective session, but for the case where they are signed by all members of the Board of Directors.
The Board of Directors shall adopt rules on registry-keeping, storage of documents and archive.

Art. 22. (title and Art. 22 rescinded, decision of 16.03.2011)

Art. 23. (title and Art. 23 rescinded, decision of 16.03.2011)

Art. 24. (title and Art. 24 rescinded, decision of 16.03.2011)

Supervisor

Art. 25. (1) The Supervisor of the Foundation shall:

inspect the implementation of the decisions of the Board of Directors;
inspect the spending of funds, monitor the handling of property and the keeping of accountancy.
- The Supervisor shall report on its activity at a session of the Board of Directors and at a session of the Constitutors of the Foundation.
- The Supervisor may obtain remuneration for his/her activity determined by a decision of the Board of Directors.

Art. 26. (title and Art. 26 rescinded, decision of 16.03.2011)

IV. RESTRUCTURING AND TERMINATION OF THE FOUNDATION

Restructuring

Art. 27. (1) The Foundation may be restructured into another type of non-profit legal entity, merge into or merge with other non-profit entities, or divide under the terms specified by law.

The restructuring shall be made by a decision of the Board of Directors.
Following the separation or division, the non-profit legal entities shall be jointly responsible for the liabilities arisen before their restructuring.

Termination

Art. 28. (1) The activity of the Foundation may be terminated by a decision of the Board of Directors.

(2) The activity of the Foundation shall be terminated by a decision of the regional court of jurisdiction for the headquarters where the conditions required therefor by law are available.

Liquidation

Art. 29. (1) At termination of the Foundation, liquidation shall be carried out.

The liquidation shall be carried out by the Executive Director and where this is impossible for objective reasons, the Liquidator shall be appointed by a decision of the Board of Directors.
The property that has remained upon satisfaction of the Foundation’s creditors shall be allocated by a decision of the Board of Directors.

Va. SUPPLEMENTARY PROVISION

Art. 29a.

The functions of the Chairman, when there is no one elected, shall be executed by the Executive Director unless otherwise provided in these Statutes.

VI. CONCLUSIVE PROVISIONS

Art. 30. With respect to all matters not provided for by this Constituent Record, the provisions of the Non-Profit Legal Entity Act and the other applicable provisions of the Bulgarian law in effect shall apply.

Art. 31. This Constituent Record (Statutes) was adopted on 27.03.2003, as amended on 16.03.2011 by a decision of the Foundation Council (Constitutors), by which the members of the Board of Directors were also elected, and as subsequently amended and supplemented on 26.10.2018.

Executive Director

Birshen Ismailova Ibryamova

(According to the Decision of Foundation by 26.10.2018)

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