Statute of the Katarzyna Rogowiec Avanti Foundation

CHAPTER I – GENERAL PROVISIONS

Article 1

Katarzyna Rogowiec, in accordance with the Deed of Establishment of the Foundation drawn up on 23 July 2010 by notary Dr. Jakub Biernat at the Notarial Office in Kraków, establishing the Katarzyna Rogowiec AVANTI FOUNDATION, hereinafter referred to in this Statute as the FOUNDATION, hereby adopts this Statute pursuant to Article 5 of the Act of 6 April 1984 on Foundations.

Article 2

1. The FOUNDATION operates under the name Katarzyna Rogowiec AVANTI FOUNDATION.
2. The registered office of the FOUNDATION is in Gdańsk.
3. The FOUNDATION operates within the territory of the Republic of Poland and abroad.
4. The duration of the FOUNDATION is unlimited.
5. Supervision over the activities of the FOUNDATION is exercised by the Minister of Sport and Tourism.

CHAPTER II – OBJECTIVES AND PRINCIPLES OF THE FOUNDATION’S ACTIVITIES

Article 3

The objectives of the FOUNDATION are:
3.1 supporting the comprehensive development of Polish society, in particular persons with disabilities, especially in the field of sports and travel achievements;
3.2 activating communities of able-bodied persons to support communities of persons with disabilities and undertaking integration activities in this regard;
3.3 providing assistance to persons with disabilities, the ill, and those at risk of social and economic exclusion;
3.4 activities aimed at equalizing opportunities for persons with disabilities, the ill, and those at risk of social and economic exclusion, in particular children and youth with disabilities and their families;
3.5 sports marketing of athletes with disabilities;
3.6 charitable and pro-social activities;
3.7 science, education, schooling, and upbringing;
3.8 support and promotion of employment and professional activation of persons with disabilities;
3.9 protection and promotion of health;
3.10 activities supporting the development of communities and local societies;
3.11 promotion and organization of volunteering.

Article 4

The FOUNDATION pursues its objectives through:
1. providing care for Paralympians and athletes with disabilities, as well as amateur athletes, including through scholarship programs;
2. creating and implementing systems for preparation for participation in sports competition by stimulating development, providing financial, material, and substantive support, and cooperating with educational institutions;
3. organizing integration competitions, sports, travel, and other events;
4. organizing concerts and artistic meetings, film screenings, and exhibitions related to the above-mentioned achievements of persons with disabilities;
5. publishing activities promoting sports and travel of persons with disabilities;
6. cooperation with governmental and local administration authorities and non-governmental organizations within the scope of undertaken activities;
7. cooperation with manufacturers of specialized equipment, clubs, associations, media, and other entities interested in promoting and engaging in sports and physical activity of persons with disabilities;
8. providing intellectual, material, and financial assistance to persons with disabilities and their families and caregivers;
9. initiating and supporting educational programs in cooperation with schools and educational institutions in the field of sports activity and promotion of a healthy lifestyle;
10. adapting and organizing sports facilities, mountain shelters, yacht marinas, etc., to the needs of persons with disabilities;
11. organizing rehabilitation, recreational, and sports activities;
12. seeking and lobbying among able-bodied communities, including commercial companies interested in activity and philanthropy for the benefit of persons with disabilities;
13. activities aimed at obtaining assistance and support, including occasional and permanent sponsors;
14. organizing fundraising campaigns in Poland and abroad;
15. representation and mediation in relations between beneficiaries and donors;
16. organizing active participation of donors in events organized by the Foundation for beneficiaries;
17. creating groups of friends, sponsors, and donors oriented toward long-term cooperation;
18. facilitating social and professional activity of persons with disabilities, with particular emphasis on creating social enterprises;
19. providing material and financial assistance to the aforementioned groups in need of support;
20. co-organizing integration meetings and events based on volunteer involvement;
21. promotion of volunteering, with particular emphasis on employee volunteering;
22. dissemination of knowledge about the causes of disability and diseases, especially those caused by civilizational and social changes, and information on ways to prevent them;
23. conducting information campaigns, research, monitoring, and evaluation within the scope defined by the Foundation’s objectives;
24. organizing training sessions, meetings, seminars, and conferences aimed at exchanging experiences of individuals and entities operating in areas consistent with the Foundation’s objectives, as well as disseminating such experiences through press, radio, television, and the Internet;
25. creating a database of information about beneficiaries of the Foundation’s assistance.

Article 5

The FOUNDATION’s activities aimed at achieving the objectives specified in Article 3 of this Statute may be conducted both free of charge and for a fee.

Article 6

6.1 The assets of the FOUNDATION allocated to the implementation of its statutory objectives consist of the amount of PLN 2,000 (two thousand zlotys) contributed by the Founder.
6.2 An amount of PLN 1,000 (one thousand zlotys) is separated from the FOUNDATION’s assets for the purpose of conducting economic activity.
6.3 The FOUNDATION’s assets also include financial resources, real estate, and movable property acquired during its activities.

Article 7

The FOUNDATION may conduct economic activity to the extent serving the achievement of its objectives. Such activity may be conducted independently or in cooperation with other entities in Poland and abroad, in accordance with applicable regulations.

Article 8

The FOUNDATION is liable for its obligations with all of its assets.

Article 9

The FOUNDATION’s income includes:
9.1 grants, subsidies, donations, inheritances, and bequests;
9.2 income from auctions, collections, and public and private events;
9.3 income from movable and immovable property and property rights transferred to the FOUNDATION free of charge or for consideration;
9.4 income from paid statutory activities;
9.5 income from economic activity;
9.6 financial resources derived from interest on bank account deposits.

Article 10

Income of the FOUNDATION derived from donations, inheritances, bequests, and subsidies may be used for any objective of the FOUNDATION, unless donors specify a particular purpose for which the funds are to be used.

Article 11

All income obtained by the FOUNDATION shall be allocated to the implementation of its statutory objectives.

Article 12

12.1 Natural and legal persons, as well as organizational units without legal personality, who make a donation or subsidy may, upon request, receive the honorary title of Foundation Sponsor;
12.2 The title of Foundation Sponsor is personal in nature;
12.3 In addition to the title of Foundation Sponsor, the FOUNDATION may establish other honorary titles, diplomas, and medals and award them to natural and legal persons and organizational units without legal personality who have rendered distinguished service in achieving the objectives of the FOUNDATION or for the FOUNDATION itself.

CHAPTER IV – ECONOMIC ACTIVITY

Article 13

13.1 The Foundation may conduct economic activity in Poland and abroad in accordance with applicable regulations.
13.2 Commencement of economic activity shall take place on the basis of a resolution of the Management Board.

Article 14

The FOUNDATION may conduct economic activity in the following areas:
Retail sale in non-specialized stores with a predominance of food, beverages, and tobacco products – 47.11.Z;
Other retail sale in non-specialized stores – 47.19.Z;
Retail sale of sporting equipment in specialized stores – 47.64.Z;
Retail sale of clothing in specialized stores – 47.71.Z;
Retail sale of footwear and leather goods in specialized stores – 47.72.Z;
Retail sale via mail order houses or the Internet – 47.91.Z;
Other retail sale outside shops, stalls, and markets – 47.99.Z;
Preparation and delivery of food for external recipients (catering) – 56.21.Z;
Other food service activities – 56.29.Z;
Other information technology and computer service activities – 62.09.Z;
Data processing; hosting and related activities – 63.11.Z;
Other forms of credit granting – 64.92.Z;
Advertising agency activities – 73.11.Z;
Translation and interpreting activities – 74.30.Z;
Support activities related to maintaining order in buildings – 81.10.Z;
General cleaning of buildings – 81.21.Z;
Other cleaning activities – 81.29.Z;
Pre-primary education – 85.10.Z;
Activities of travel agents – 79.11.A;
Activities of tour operators – 79.11.B;
Other reservation service activities not elsewhere classified – 79.90.C;
Activities of fitness facilities – 93.13.Z

Article 15

15.1 Income from economic activity shall be allocated to the implementation of the statutory objectives specified in Article 3 of the Statute.
15.2 Economic activity may be conducted in a separated form, within separate establishments or other organizational units.

Article 16

16.1 From the assets and income of the FOUNDATION, the Management Board allocates funds for conducting economic activity as needed, subject to the provisions of the Statute.
16.2 The FOUNDATION may act as a shareholder or partner in commercial law companies or entities operating to obtain funds for the implementation of the FOUNDATION’s objectives.

CHAPTER V – GOVERNING BODIES OF THE FOUNDATION

Article 17

The governing bodies of the Foundation are:
17.1 The Management Board;
17.2 The Foundation Council.

Article 18

18.1 The Management Board of the FOUNDATION consists of 1 to 3 members.
18.2 The Founder appoints, by resolution, the members of the first Management Board and subsequent Management Boards.
18.3 When appointing the members of the Management Board, the Founder assigns the functions of President and Vice Presidents of the Board.
18.4 The Management Board is appointed for a five-year term. Reappointment is possible.
18.5 Resolutions of the Management Board are adopted by a majority vote. If the Board consists of two or three members, the presence of at least two members is required.
18.6 If the Management Board consists of two members, resolutions must be adopted unanimously.
18.7 The Founder may serve as a member of the Management Board.
18.8 Membership in the Management Board expires upon written resignation. Members may be dismissed at any time by the Founder.

Article 19

19.1 The Management Board conducts activities and makes decisions in all matters not reserved for the Founder or the Foundation Council and represents the FOUNDATION externally.
19.2 The President of the Management Board is authorized to represent the FOUNDATION independently, including making declarations of intent and incurring obligations. Vice Presidents may independently represent the FOUNDATION up to an amount not exceeding PLN 50,000.

Article 20

20.1 The Foundation Council is a collective supervisory and control body of the FOUNDATION.
20.2 The Foundation Council consists of 2 to 5 members.
20.3 The Founder appoints the members of the first and subsequent Foundation Councils by resolution.

Article 21

21.1 The Foundation Council meets at least once a year.
21.2 Meetings may be convened at the initiative of at least two Council members or at the request of the Management Board.
21.3 A representative of the Management Board may participate in Council meetings.

Article 22

22.1 Resolutions of the Foundation Council are adopted by a majority vote, with at least two members present.
22.2 If the Council consists of two members, resolutions must be adopted unanimously.

Article 23

The responsibilities of the Foundation Council include:
23.1 reviewing and approving annual reports of the Management Board and granting discharge to Board members;
23.2 reviewing and approving financial and substantive reports of the FOUNDATION;
23.3 supervising statutory activities of the FOUNDATION;
23.4 supervising the financial management of the FOUNDATION;
23.5 requesting explanations from the Management Board in all matters related to the FOUNDATION’s activities;
23.6 issuing opinions on significant matters concerning the FOUNDATION presented by the Management Board.

Article 24

Membership in the Foundation Council expires upon written resignation.

Article 25

Members of the Foundation Council may be dismissed at any time by the Founder.

LIMITATIONS ON THE POWERS OF FOUNDATION BODIES

Article 26

Members of the Foundation Council:
26.1 may not be members of the Management Board nor be related by kinship, affinity, or employment dependency to Board members;
26.2 may not have been convicted by a final judgment for an intentional crime.

Article 27

It is prohibited to:
27.1 grant loans or secure obligations with FOUNDATION assets to members of governing bodies, employees, or their close relatives;
27.2 transfer FOUNDATION assets to such persons on terms other than those applicable to third parties, especially free of charge or on preferential terms;
27.3 use FOUNDATION assets for the benefit of such persons unless directly related to statutory objectives;
27.4 purchase goods or services on special terms from entities in which members of the FOUNDATION’s bodies or their close relatives participate.

CHAPTER VI – AMENDMENTS TO THE STATUTE

Article 28

28.1 The Founder allows amendments to the FOUNDATION’s Statute, including changes to its name and objectives.
28.2 Amendments shall be made by a written resolution of the Founder.

Article 29

29.1 To effectively achieve its objectives, the FOUNDATION may merge with another foundation.
29.2 A merger may not occur if it would significantly alter the FOUNDATION’s objectives.

Article 30

The FOUNDATION shall be liquidated in the event of exhaustion of financial resources and remaining assets.

Article 31

31.1 In the event of liquidation, the Foundation Council appoints a liquidator.
31.2 Remaining assets shall be transferred to an entity designated by the Liquidator.

Article 32

32.1 This Statute was prepared and signed in five identical copies.
32.2 Matters not regulated herein shall be governed by the Act of 6 April 1984 on Foundations and other applicable legal provisions.

Kraków, 23 July 2010, amendment: 30 October 2015
Founder: Katarzyna Rogowiec