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CHARTER of the Public Organization SIM Legal and Political Research Centre


Опубліковано25.01.2016

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SIM Legal and Political Research Centre

1. General Provisions
1.1. Youth public organization SIM Legal and Political Research Centre (hereinafter - Organization) established by the decision of the Centre Council Assembly in accordance with the Constitution of Ukraine, Law of Ukraine "On Public Associations" and legislation acts adopted in accordance therewith. The Organization operates under the Charter, which is designed according to the Law of Ukraine "On Public Associations", other current Ukrainian legislation and defines the legal basis and the organization and activities of the NGO.
1.2. Organization is a non-governmental, non-profit, non-political public organization.
1.3. The organization operates on the bases of self-governance, democracy, openness, transparency and publicity, equality of its members and founders, and in accordance with applicable law.
1.4. The Organization is a legal entity. The Organization may on its own behalf acquire proprietary and non-proprietary rights and obligations, act as a plaintiff or defendant in court. The Organization has the right to open current and other accounts in national and foreign currency in banks, has a seal, stamps, forms and symbolics, samples of which are approved by the Board and symbolic is registered in a due legal procedure.
1.5. Full Organization name in Ukrainian is: Громадська організація „Центр правових та політичних досліджень “СІМ””;
1.6. Full Organization name in English is: Public organization „SIM Legal and Political Research Center”;
1.7. Shortened Organization name in Ukrainian is: ГО „Центр правових та політичних досліджень “СІМ”” (ЦППД “СІМ“);
1.8. Shortened Organization name in English is: PO „SIM Legal and Political Research Center” (SIM LPRC).

2. Organization Mission
2.1. To provide activity aimed on satisfaction and protection the due social, economical, artistic, spiritual, and other public interests of its members;
2.2. To facilitate strengthening of Civil Society, Rule of Law, protection of Human Dignity and Human Rights, fulfillment of Legal Reform and Public Policy in Ukraine.

3. Organization Goals and Objectives
3.1. to achieve its statutory goals the Organization, in accordance with the current Ukrainian legislation, implements the following tasks:
3.1.1. promotion of human rights ideas and international standards of human rights and fundamental freedoms, legal advocacy and education;
3.1.2. legal protection of the human rights violations victims;
3.1.3. to support the formation and development of Ukrainian human rights movement;
3.1.4. collecting information about violations of human rights and fundamental freedoms and legal situation in Ukraine through the prism matching the letter and spirit of international commitments on human rights and fundamental freedoms;
3.1.5. to promote the dissemination of information on the state of human rights and fundamental freedoms in Ukraine to the awareness of its members, Ukrainian government and non-governmental organizations, international agencies and organizations, and the general public;
3.1.6. analysis of electoral legislation and electoral practices;
3.1.7. to facilitate the proper administration of elections and referenda held in accordance with electoral legislation;
3.1.8. to search for and apply the forms of effective public participation in the legislative process on issues related to the protection of human rights and fundamental freedoms; providing maximum support to legislative and executive authorities, local governments in establishing guarantees of human rights and fundamental freedoms.
3.2. To implement its the goals and objectives the Organization under legally established procedure has the right to:
3.2.1. freely distribute in any lawful way the information about its work and subject of its activities;
3.2.2. under legally established procedure address the state authorities, authorities of the Autonomous Republic of Crimea, local authorities, their officials and officers with suggestions (comments) applications (petitions), complaints;
3.2.3. under legally established procedure receive public information held by the government agencies, other public information holders;
3.2.4. under legally established procedure participate in the drafting of regulations issued by public authorities, authorities of the Autonomous Republic of Crimea, local authorities and related to public association scope of activity and important issues of state and public life;
3.2.5. under legally established procedure participate in the consultative, advisory and other subsidiary bodies formed by state authorities, authorities of the Autonomous Republic of Crimea, local authorities in order to provide consulting with pubic associations and draft recommendations on issues relating to the scope of their activities;
3.2.6. conduct peaceful assemblies;
3.2.7. observe the elections and referendums, without limitation to registering its members as official observers;
3.2.8. establish mass media (news agencies, newspapers, magazines, newsletters, etc.
3.2.9. publish publishing activities in accordance with the legislation of Ukraine;
3.2.10. prepare, publish or distribute information materials, media and other publishing products in order to fulfill the goal of Organization establishment;
3.2.11. organize representation, represent and protect the rights and interests of individuals in courts and other governmental and local government agencies as specified by law:
3.2.12. initiate on various issues of public life;
3.2.13. maintain direct international contacts and establish cooperation with foreign and international organizations;
3.2.14. conduct business directly or through established in compliance with law, legal entities (companies, enterprises);
3.2.15. take part in civil-law relations; acquire proprietary and non-proprietary rights;
3.2.16. hold conferences, seminars, congresses, round tables, press conferences, forums, meetings, public hearings, training (education) courses, schools, lectures, symposia, congresses and other public events;
3.2.17. participate in the regulatory policy implementation in accordance with the Law of Ukraine "On Principles of Regulatory Policy in Economic Activities";
3.2.18. delegate Organization representatives to trainings, participation in the exchanges as well as for cooperation and implementation of joint projects or other purposes to meet the objectives of the Organization;
3.2.19. conduct public research, monitoring of human rights and fundamental freedoms, to provide public analysis of laws and other regulations;
3.2.20. conduct public investigations of human rights and fundamental freedoms violations;
3.2.21. support other non-profit and non-political organizations and institutions by ideas, organization financial support and contribute to their establishment;
3.2.22. carry out foreign economic activity in accordance with the legislation of Ukraine.
3.3. The organization is obliged to publish an annual report on its activities.
3.4. The Organization does not support in any way any political party or block, any group or fraction in the Verkhovna Rada of Ukraine or local government, any candidate for the President of Ukraine. The term "not support" in this article should be understood in the broadest sense, in particular it covers, inter alia, any public events or actions in the form of written or oral statements or reports, preparation of joint documents, providing support for the signature and so on.

4. Organization Members, Their Rights and Obligations
4.1. Membership in the Organization is individual. Citizens of Ukraine, who meet the requirements of the Organization Charter and participate in its activities may become individual members. Other citizens of Ukraine may also become Organization members.
4.2. Organization membership is approved either by the Board or by the General Assembly on its regular meeting on the basis of citizen’s personal written application addressed to the Board Chairman wherein the desire to become a member is specified.
4.3. Organization members’ account is conducted by the Board.
4.4. Organization members have the right to:
• elect and be elected to the statutory bodies;
• participate in decision processing upon the issues considered at meetings of the statutory bodies, to which they were elected;
• submit proposals to the statutory bodies of all levels and defend their positions before the adoption of the relevant decision by a majority;
• participate in meetings, sessions of statutory bodies;
• receive information on the activities of the Organization;
• freely defend and promote the ideas and suggestions on the issues discussed inside the Organization before decisions are taken on these issues;
• express their opinion on the personal composition of the candidates proposed for election to the statutory bodies;
• participate in all events held by the Organization;
• obtain the needed assistance from the Organization;
• freely to exclude from Organization on personal written request.
4.5. Organization Members shall:
• comply with the requirements of the Charter;
• take an active part in the enforcement of statutory bodies decisions, carrying out activities aimed at the Organization promotion and comprehensively strengthen their authority;
• to pay fees, if any will be laid by the Board or the General Assembly;
4.6. Membership in the Organization is incompatible with actions aimed at undermining the credibility, territorial integrity and national security of Ukraine, human rights violations, war propaganda, and violence, ethnic, racial or religious hatred.
4.7. For actions incompatible with the Organization membership: gross violations of the Charter, systematic failure to enforce statutory governing bodies decisions, misconduct that compromises the title of the Organization Member, the Member shall be subject to penalty: a warning and expelling from the Organization. The decision is taken by the Organization Board present simple majority, followed by the subsequent Organization Board Chairman informing of such decision drawn.
4.8. Member may be expelled except for reasons specified in paragraph 4.7:
- At will by the application to the Board, which decides on the exclusion of members within one month from the date of application;
- Death of an Organization member.

5. Organization Structure and Management
5.1. The governing Organization bodies are:
5.1.1. General Assembly;
5.1.2. The Board;
5.1.3. Board Chairman;
5.1.4. Revision Commission;
5.1.5. Director;
5.2. General Assembly
5.2.1. General Assembly is the supreme Organization body.
5.2.2. Organization members are entitled to participate in the General Assembly. One member has one vote.
5.2.3. General Assembly in accordance with the following order
5.2.3.1. General Meeting is convened by the Board Chairman at least once per every two years.
5.2.3.2. Extraordinary general assembly shall be convened by the Board Chairman on its own initiative, on the Board’s decision, at the request of the Revision Commission or at the request of at least 1/10 of Organization members.
5.2.3.3. If the Board Chairman does not convene the General Assembly within 30 days after receiving the written request of at least 1/10 of the Organization Members, the Organization Members who filed such a request, establish the organizing committee of the Extraordinary General Assembly, which gains the Board Chairman competence in part of convening and organizing the General Assembly.
5.2.3.4. The General Assembly agenda shall be approved by the Board and, together with the time and place of the General Assembly, announced in writing by the Board Chairman to all Organization Members not later than ten (10) days before the General Assembly.
5.2.3.5. Any Member may request to include any issues into the agenda no later than three (3) days before the General Assembly.
5.2.4. General Assembly regards valid if it is attended by at least 60% of the Organization Members.
5.2.5. The General Assembly’s competence covers:
5.2.5.1. amendments and additions to the Charter;
5.2.5.2. acceptance and exclusion of Organization members;
5.2.5.3. election of the Board members, Board Chairman, and members of the Revision Commission;
5.2.5.4. adoption of the Organization internal regulations, approval of which is beyond the Board’s, Chairman’s or Director’s competence;
5.2.5.5. cancellation or amendment of the Board’s decisions;
5.2.5.6. approval of the Organization long-term strategic plans and action plans for the next two years;
5.2.5.7. approval of financial and substantive reports on the Organization activities for the past period;
5.2.5.8. review and approval of the Organization Revision Commission report;
5.2.5.9. approval of the Organization financial plan for the next two years;
5.2.5.10. control over Organization strategic activity plan execution;
5.2.5.11. drawing decisions on complaints against the actions and decisions of the Organization governing bodies;
5.2.5.12. drawing decision on the termination of the Organization;
5.2.5.13. any other issues on the Organization activities including those, within the competence of other bodies, if approved by the General Assembly.
5.2.6. All decisions of the General Assembly shall be taken by open ballot and deemed to be adopted if they are voted at least 2/3 of the Organization all members present, except as specified in para. 8.2 and para. 10.1 of this Charter.
5.2.7. Minutes of the Organization General Assembly are kept and stored by Organization Director. Minutes should be given for examination on request of any Organization Member. Any Member has the right to comment on the accuracy of reflected in minutes Assembly procedure and require amendments or additions to the minutes. The procedure for making decisions regarding amendments or additions to the minutes should be approved by the General Assembly.
5.3. The Board
5.3.1. The Board is the executive Organization body in between the General Assembly. The Board organizes the implementation of the General Assembly decisions and provides ongoing management of the Organization. The Board is responsible for strategic development and strategic management of the Organization, as well as risk management.
5.3.2. Quantitative and personal composition of the Board is determined by the General Assembly. Board member is elected for two years.
5.3.3. The Board operates as follows:
5.3.3.1. Regular meetings of the Board shall be convened by the Board Chairman at least every six months and extraordinary - at any time by the Board Chairman or any Board member;
5.3.3.2. The agenda of the Board meeting is drafted by the Board Chairman or by the Board member who convened a Board meeting, on the basis of proposals from the Board members or the Organization Director;
5.3.3.3. The Board Chairman or the Board member who convened a Board meeting shall notify the Board members, and Director of the time and venue, and agenda of the Board meeting at least five (5) days before the Board meeting is held.
5.3.3.4. The Board discusses and resolves any questions, discussion or resolution of which requires any member of the Board, regardless of the agenda list.
5.3.4. The Board meeting is competent if attended by at least half of the Board members.
5.3.5. The Board’s competence covers:
5.3.5.1. the Organization activity strategy development;
5.3.5.2. substantial and financial reports approval;
5.3.5.3. approval of the Organization financial plan for the next year;
5.3.5.4. supervision of the current Organization operations;
5.3.5.5. consideration and approval of new Organization programs and projects;
5.3.5.6. consideration, approval and submission to the General Assembly approval of the Organization financial plan for the next two years;
5.3.5.7. consideration, approval and submission to the General Assembly approval of the Organization substantial and financial reports on the activities of the past period;
5.3.5.8. adoption of regulations, policies, procedures and other legal documents relating to the:
– Organization Secretariat objectives;
– bases of the Organization financial procedures and financial reporting;
– Organization Director official duties;
– Organization Members responsibilities;

5.3.5.9. Preparation of the General Assembly, drafting the General Assembly agenda, arranging its place and time;
5.3.5.10. enforcement of the Organization strategic and operational plans;
5.3.5.11. approval of the Organization emblems, symbols and other attributes;
5.3.5.12. appointment and dismissal of the Director;
5.3.5.13. rendering decisions on mass media establishment;
5.3.5.14. rendering decisions on legal entities establishment or of entry as members to legal entities;
5.3.5.15. rendering decisions on establishment of separate units or representatives of the Organization.
5.3.5.16. deciding upon all other issues concerning the activity of the Organization not subject to the competence of the General Assembly;
5.3.6. Decisions of the Board shall be taken by open vote by a simple majority of those present. The decision on the appointment of the Director should be taken by 2\3 of the Board members.
5.3.7. The Board meeting minutes and their storage is organized Director. Minutes should be issued to the public on request of any Organization Member.
5.3.8. The Board may take decisions by a vote via communication tools. The procedure for rendering decisions by electronic voting or through other communication tools, as well as the the list of decisions that can not be made outside the Board meetings is determined by the Board Rules of Procedure.
5.4. The Board Chairman
5.4.9. The post of the Board Chairman takes a person elected by the General Assembly from the Board members for a term of two years. The Board Chairman may be dismissed from office prematurely by decision of the General Assembly or by his or her own will.
5.4.10. The Board Chairman competence covers:
5.4.10.1. Organizational management of the Board;
5.4.10.2. submission for approval and dismissal of the Director’s candidature to the Board;
5.4.10.3. convening the Board meetings and drafting the agenda of the Board meetings;
5.4.10.4. signing all financial documents and the documents approved by the Board’s decisions;
5.4.10.5. other functions specified in the Charter.
5.5. Director
5.5.1. Director is appointed by the Board for a term of two years on the proposal of the Board Chairman. The Director may be a member of the Board. Powers of the Directors terminat upon a decision of the Board or by the Director’s personal will.
5.5.2. Director’s competence covers:
5.5.2.1. current Organization management in between Board sessions, implementation of the Board’s decisions;
5.5.2.2. Organization representation in a relationship with governmental and administrative bodies, enterprises, institutions and organizations, other legal entities and individuals;
5.5.2.3. concluding any contracts, agreements, covenants on the behalf of the Organization with no power of attorney needed;
5.5.2.4. conclusion and termination of employment contracts with the employees of the Organization Secretariat;
5.5.2.5. approval of seals and stamps samples;
5.5.2.6. signing other documents on behalf of the Organization, by decision of the Board;
5.5.3. Director shall report on the Organization activities at least once every six months to the Board, and at least once every two years to the General Assembly.
5.5.4. Director operates exclusively within the powers granted to him or her by this Charter, decisions of the Board and General Assembly of the Organization.
5.5.5. Director is in chief of Organization Secretariat, whereas the objectives of the latter are designed by the Board’s decision.
5.6. Revision Commission
5.6.1. Control over financial and economic activities of the Organization is conducted by the Revision Commission, consisting of three persons elected by the General Assembly for a term of two years, renewable.
5.6.2. The functions of the Revision Commission cover the financial reports and Organization balance audit, as well as other issues related to the control of financial and economic activities of the Organization.
5.6.3. Revision Commission:
5.6.3.1. exercises control of financial and economic Organization activities, including the proper use of resources in accordance with the grant agreements and/or decisions of the governing bodies and implements the external and internal audit recommendations.
5.6.3.2. demands from the Organization officials all necessary materials, including accounting and other documents;
5.6.3.3. presents the audit results to the General Assembly;
5.6.3.4. in case abuse made by the Organization official or threat to the Organization significant interest is detected, it has the right to request an Extraordinary General Assembly convention.
5.6.4. Revision Commission in its activity is accountable to the General Assembly.
5.6.5. The Revision Commission member the Director. The Revision Commission members may not be employed ny the Organization.
5.6.6. The Revision Commission members perform their duties on a voluntary basis.

6. Appeals against the Organization governing bodies decisions

6.1. Appeals against the decisions or actions of Director:
6.1.1. The Organization Member may appeal against the Director’s decision or action to the Board Chairman. A complaint shall be filed personally by the Organization member.
6.1.2. The Board Chairman shall consider the complaint within 20 days of receipt. To consider the complaint the Board Chairman receives the Director’s written explanation, and may also receive an explanation from the person who filed the complaint or other persons, and receive documents relating the complaint issues.
6.1.3. After considering the complaint the Board Chairman takes a decision within his or her competence, with further notification of the person, who filed the complaint.
6.1.4. If the Board Chairman considers the decision that should be taken lies beyond his or her jurisdiction, the complaint and all materials related to it shall be submitted to the Board, with further notification of the person, who filed the complaint.
6.1.5. At the closest Board meeting the complaint shall be considered and decision taken, with further notification of the person, who filed the complaint.
6.2. Appeals against the decisions or actions of the Board Chairman:
6.2.1. The Organization Member may appeal against Board Chairman’s decision or action to the Board.
6.2.2. Preparation of the complaint consideration is assigned to one of the Board members, who shall receive written explanations from the Board Chairman, and may also receive an explanation from the person who filed the complaint, other persons, and receive documents relating the issues of the complaint.
6.2.3. At the closest Board meeting the complaint shall be considered and decision taken, with further notification of the person, who filed the complaint.
6.2.4. If the Board considers the decision that should be taken lies beyond its jurisdiction, the complaint and all materials related to it shall be submitted to the General Assembly, with further notification of the person, who filed the complaint
6.2.5. The closest General Assembly shall consider the complaint and take the decision, with further notification of the person, who filed the complaint
6.3. Appeals against the decisions or actions of the Board:
6.3.1. The Organization Member may appeal against Board Chairman’s decision or action to the General Assembly. Preparation of the complaint consideration is assigned to one of the Board members, who shall receive written explanations from the Board Chairman, and may also receive an explanation from the person who filed the complaint, other persons, receive documents relating the issues of the complaint.
6.3.2. The closest General Assembly shall consider the complaint and take the decision, with further notification of the person, who filed the complaint
6.4. Appeal to the Revision Commission:
6.4.1. The Organization Member may appeal against any Director’s, the Board Chairman’s or the Board decision or action, relating the financial Organization activity to the Revision Commission. The Revision Commission shall the complaint within 20 days of receipt. To consider the complaint the Revision Commission Head receives the Director’s or the Board Chairman’s written explanation, and may also receive an explanation from the person who filed the complaint or other persons, and receive documents relating the complaint issues.
6.4.2. After considering the complaint the Revision Commission within its competence renders a decision, with further notification of the person, who filed the complaint.

7. The property, proprietary rights and obligations of the Organization

7.1. The Organization, in compliance with the current law, may acquire ownership rights to certain things, including real estate. The Organization property includes the accumulation of things it uses, possesses or disposes, as well as proprietary rights and obligations.
7.2. The Organization Members have no ownership of the individual objects that belong to the Organization property. Members may use the Organization property on the basis of agreements concluded.
7.3. The Organization may owner any property, proprietary and non-proprietary rights that may be the ownership object under the law of Ukraine.
7.4. Sources of the Organization property accumulation:
7.4.1. charitable donations;
7.4.2. non-repayable financial and other assistance;
7.4.3. income;
7.4.4. other sources not prohibited by the current law.
7.5. The Organization shall not receive any kind of funding from political parties, political alliances, leaders of political parties and political blocks.
7.6. The Organization is responsible for its obligations under the agreements entered into by it with all its property, which may be disposed of, according to current legislation.
7.7. The Organization is not liable for the obligations of its members, and members are not liable for the Organization obligations or of each other, unless otherwise provided by agreements concluded between them.
7.8. Internal Organization regulations may establish additional compared to current legislation, labor and welfare benefits for their employees or their particular categories.
7.9. The resulting revenue is used only for the purposes provided by this Charter.

8. Amendments to the Organization Charter
8.1. The right to make amendments to this Charter belongs exclusively to the General Assembly.
8.2. Decision on amendments and supplements to this Charter shall be taken by 3/4 vote of the Organization Members.

9. Termination of the Organization
9.1. The Organization establishes without any specific period for termination.
9.2. Termination of the Organization is carried out through reorganization or liquidation..
9.3. Upon reorganization all the rights and obligations of the Organization switch to its successors.
9.4. Reorganization of the Organization is held upon the decision of the General Assembly.
9.5. The Organization liquidates on the basis of:
9.5.1. unanimous decision of the General Assembly;
9.5.2. court’s decision;
9.5.3. on other grounds stipulated by legislative acts of Ukraine.
9.6. Organization liquidation is conducted by the liquidation commission, which is formed by the body that drew the decision on liquidation.
9.8. In case of the Organization liquidation its assets shall be transferred to another non-profit public organization or credited to income budget. The property cannot be shared between the founders, the members of the Organization and its officials.

10. Final Provisions
10.1. The right to clarify, explain and interpret this Charter belongs to the Board. Charter clarification, explanation or interpretation is approved by the Board’s decision. The decision is considered adopted if it is supported by 3/4 vote of the Board.

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