Statute

Elżbieta Chojnacka

ul. J. Tuwima 1, 59-225 Chojnów

Sworn translation from Polish

 

CHARTER OF

LAWYERS ASSOCIATION “IURIS LINK”

 

Chapter I

GENERAL PROVISIONS

§ 1

  1. The name of the association is „Lawyers Association IURISLINK” hereinafter referred to as „Association”.

  2. Registered office of the Association is situated in Łódź.

  3. Association operates in the territory of Poland and abroad, pursuant to local regulations.

 

§ 2

Association is a legal entity under provisions of Act of 7 April 1989 Act on associations (see Journal of Laws of 2001, No. 79, item 855 as amended) and the charter herein.

 

§ 3

  1. Association is a voluntary association of lawyers: advocated, legal counselors and notaries public who promote the goals of the Association defined in this charter.

  2. Association has a legal personality.

  3. Association has a right to join national and international organizations unless it infringes obligations resulting from international agreements where Poland is a party.

  4. Association shall use a sign, logo, headed paper and stamps distinguishing it, on the grounds of the patterns established by Assembly of Members, specifically including brand mark of IURIS LINK.

  5. The name of Association is proprietary.

  6. Association is apolitical in its actions and is open for co-operation to everybody, it does not comply with objectives of any political party or organization with strictly political objectives. However it always defends independence of exercising profession of an advocate and legal counselor, as well as trifurcation of powers.

 

 

§ 4

 

Association is allowed to run economic activity under general provisions defined in separate regulations. The Association shall run this economic activity solely in the scope needed to execute its statutory purposes.


 

Chapter II

GOALS OF ASSOCIATION AND MEANS FOR THEIR ACHIEVEMENT

 

§ 4

 

The goals of the Association are:

  1. mutual cooperation of the Association Members within their legal activity,

  2. promoting principles of professional ethics,

  3. supporting activity of advocates board, legal counselors board and notaries public board,

  4. development of professional skills,

  5. informing about changes in law and expressing opinions on draft amendment of the current regulations,

  6. raising the prestige and care about the image of legal professions,

  7. propagation and raising awareness and legal culture within the society.

 

§ 5

 

Association performs its tasks by:

  1. publishing a newsletter for entrepreneurs,

  2. compiling and exchange of up-to-date information on any changes in law,

  3. organization of open meetings, discussions, lectures, as well as trainings and conferences,

  4. taking part in meetings, discussions, lectures, trainings and conferences,

  5. direct cooperation with national and foreign institutions dealing with the issues included in the Association goals,

  6. cooperation with legal profession boards,

  7. cooperation with local government authorities,

  8. cooperation with other organizations, e.g. political parties.

 

 

Chapter III

ASSOCIATION MEMBERS, THEIR RIGHTS AND OBLIGATIONS

 

§ 6

 

  1. There are two types of Association’ Members :

    1. ordinary,

    2. honorary.

 

  1. Ordinary member of Association can become:

    1. Polish citizen with full legal capacity who works in one of the legal professions defined in § 3 section 1 of this Charter by running advocate’s office, legal counselor’s office or notary public office, or is a partner of such law office if they accept all the statutory purposes and meets the requirements determined in this Charter, especially in section 6 hereunder.

    2. foreigner with full legal capacity, both a resident or a non-resident of Poland, who works in one of the legal professions defined in § 3 section 1 of this Charter, by running advocate’s office, legal counselor’s office or notary public office, or is a partner of such law office if they accept all the statutory purposes and meets the requirements determined in this Charter.

  2. Ordinary members are:

    1. founder members,

    2. persons defined in section 2a & 2b b if they submit a relevant application and are admitted in the body of Association Members by way of resolution of the Members taken by two-thirds majority of votes. The resolution can also be passed through written voting or through electronic mail.

  3. Honorary member of the Association can be a person who has special contributions to the execution of goals and principles of the Association. The courtesy title is given by Assembly of Members upon a reasoned motion of the interested person or motion put by the Board by way of resolution taken by three-fourth majority of votes when at least half of the Association Members is present.

  4. If a person who makes an application for admission to the body of Association Members has a registered office in the same Province as at least of Association Member, the application can only be accepted at the written consent of the Association Members whose registered offices are placed in the same Province.

  5. The decision on admission to the body of Association Members or granting
    a courtesy title can only be taken by General Assembly of Members by two-third majority of votes, subject to condition defined in section 5.

 

§ 7

 

Association Members have a right to participate in its actions, including in particular:

  1. participate in Assembly of Members with the voting right,

  2. submit motions concerning Association activity,

  3. take part in all the forms of Association activity,

  4. be regularly informed about the Association activity,

  5. use Association brand mark in their own operations,

  6. inform about their professional operation in the published Newsletter. .

 

§ 8

 

Association Members have the following obligations:

  1. participate actively in execution of Association goals,

  2. observe the provisions of the Charter and comply with the resolutions taken by Assembly of Members,

  3. take part in w Assembly of Association Members,

  4. obey the principles of professional ethics and comradeship,

  5. take care of reputation and Association business,

  6. pay membership fee intended for Association operation as established by General Assembly of Members.

 

§ 9

 

Cessation of ordinary Association membership can be on account of:

  1. withdrawal application in a written form,

  2. Member’s death,

  3. deletion from the list of Association Members done by Assembly of Members as a consequence of losing the rights defined in § 6 section 2,

  4. removal by resolution of Assembly of Association Members due to operation which is inconsistent with regulations and resolutions of the Association, especially if the member fails to pay the fee for the consecutive 3 months and fails to do so despite the written default notice given by the Board. Such resolution can be made at the Board’s motion through written voting.

 

 

 

Chapter IV

AUTHORITIES OF ASSOCIATION

 

§ 10

 

  1. The authorities of Association shall be:

    1. General Assembly of Members,

    2. Board,

    3. Audit Committee.

 

 

ASSEMBLY OF MEMBERS

 

§ 11

 

  1. The highest authority of Association is General Assembly of Members.

  2. General Assembly of Members can be:

    1. ordinary,

    2. extraordinary.

 

§ 12

 

  1. Ordinary Assembly of Association Members is called once a year by the Board,

  2. While calling Assembly of Association Members the Board notifies the Members about the date and place of this Assembly at least three weeks before the appointed date. Together with the notice the Board shall send a suggested agenda.

  3. Extraordinary Assembly of Members shall be called by the Board for some important reasons or upon the request of at least 5 Members whose registered offices are located in at least 2 Provinces. Such request has to include a suggested agenda of the Extraordinary Assembly of Association Members. The Board should call such Extraordinary meeting within 6 weeks since the application was received.

  4. Persons invited as honorary guests can participate in the General Assembly of Members with an advisory capacity. However they cannot take part in voting the resolutions made by the Assembly of Members.

  5. The assembly shall be held at the Association’s seat or in any other place clearly indicated by the calling authority.

 

 

§ 13

 

  1. General Assembly of Members shall take decisions through resolutions.

  2. Resolutions of the General Assembly of Members are made with absolute majority of votes of the Association Members present at the meeting, unless provisions of this Charter provide otherwise.

  3. The voting is open. Assembly of Members has a right to pass a secret voting by ordinary majority of votes.

  4. In the cases provided for in the Charter it is also possible to take resolutions by written voting, as well as by electronic mail, especially in the following matters:

  1. admission of new Association Members,

  2. removal of Association Members due to the reasons indicated in § 9 section 4 hereinabove.

  1. Each Association Members has one vote. However if two or more Members run together advocate’s office, legal counselor’s office or notary public office, their votes are counted as one vote if they vote unanimously, and if their votes are different, majority decides. If there is no majority of votes, the votes are not counted. In secret voting participates only Representative indicated by Members of this law office.

 

 

§ 14

 

  1. The competences of General Assembly of Member include:

    1. enacting a Charter or amend it with the three-fourth majority of votes in the presence of at least half of the Association Members,

    2. determining operation plan of the Association and pass some guidelines for the next reporting period,

    3. choosing Members of Association Board,

    4. appointing and recalling the President of Association Board,

    5. considering the motions of the Board and Association Members,

    6. taking resolutions on dissolving the Association and defining the way in which Association’s financial sources shall be allocated,

    7. establishing the amount of membership fee,

    8. taking resolutions on removal of ordinary Members in cases defined in the Charter,

    9. taking resolutions on admission or refused admission of a new Member,

    10. developing operation plans, schedules and financial policy of the Association,

    11. accepting the annual Board’s report on the operation of Association and granting a vote of acceptance to the Board,

    12. taking unanimous resolutions on allowing the use of registered brand mark IURIS LINK to other entities.

 

  1. All the matters that were not reserved by virtue of law or under the provisions of this Charter for other authorities of the Association shall belong to the competences of General Assembly of Members.

 

 

 

ASSOCIATION’S BOARD

 

§ 15

 

  1. The Board is composed of 3 Members – President of the Board, Vice-President and Secretary-Treasurer ,

  2. The Board represents the Association before third parties.

  3. A person appointed to the Board must be an ordinary Association Member.

  4. Members of Association Board are appointed and dismissed by Assembly of Association Members by majority of votes in the presence of at least half Association Members. The same majority is required to suspend the Board Member from duty.

  5. The terms of Board Members office lasts 2 years.

  6. For the work provided for the benefit of the Association, Board Members might have their costs refunded.

 

 

§ 16

 

    1. The Board’s responsibilities particularly include:

    1. representing the Association in the periods between General Assemblies of Members,

    2. calling the meetings of General Assembly of Members,

    3. implementing resolutions of General Assembly of Members,

    4. publishing a Newsletter for Entrepreneurs.

 

§ 17

 

  1. The Board meets at the scheduled dates when there is a need to take relevant decisions.

  2. The Board divides its duties among the Members in all the matters that do not requires collective actions.

  3. President of the Board calls the Board’s meeting.

  4. The Board keeps the Secretary Office which documents operations of the Association.

  5. The Board deals with the finances of Association.

  6. Financial decisions on the expenses up to 300 PLN are taken by the President of the Board individually. When the expenses are bigger than 300 PLN, the decision is taken by Board’s President together with one of the Board Members.

  7. The Board prepares an annual report on Association activity and presents it at the General Assembly of Members.

 

 

§ 18

 

    1. President of the Board is chosen by Assembly of Association Members by resolution taken with absolute majority of votes at the presence of at least half of Association Members. The same majority is needed to dismiss the President.

    2. The term of Board President’s office lasts 2 years. Position of the President of Association Board can be held no longer than two consecutive terms.

 

 

AUDIT COMMITTEE

 

§ 19

 

  1. The Audit Committee is composed of 2 Members, but the Members of Audit Committee shall have their registered office in Provinces different from those of Board President and Vice-President.

  2. The competences of the Audit Committee include:

  1. content auditing and financial auditing at least once a year,

  2. presenting audit reports to Assembly of Association Members and making notions on Board’s operation,

  3. submitting a motion on calling General Assembly.

3. Members of the Audit Committee cannot be members of the Board.

 

 

 

Chapter V

ASSOCIATION’S ASSETS

AND FINANCIAL MANAGEMENT

 

 

§ 20

 

  1. Association assets originate from membership fees and income from association’s economic activity.

  2. The amount of the membership fee is established in a resolution of General Assembly of Association Members.

  3. Every Member of Association is obliged to pay the membership fee timely. In case of Association Members running one advocate’s office, legal counselor’ office or notary public office or are partners of such law office, each of them is obliged to pay the membership fee. However is the number of Association Members operating under one economic entity is bigger than 5, then they are obliged to pay only 5 membership fees in one contributory period.

 

 

Chapter VI

FINAL PROVISIONS

TERMINATION AND LIQUIDATION OF ASSOCIATION

 

§ 21

 

  1. Association might be dissolved as a result of a resolution taken by Assembly of Members with three-fourths majority of votes at the presence of at least two-thirds ordinary members entitled to vote in General Assembly of Members.

  2. Members of Association shall become the Association’s liquidators, unless
    a resolution of General Assembly of Members provides otherwise.

  3. In case the Association is dissolved, its funds after all the obligations are settled shall be transferred for the purpose under this Charter determined in a resolution of Assembly of Members.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

I hereby certify the above to be true and complete translation of the original document
in Polish presented to me.

Chojnów, 3 March 2014

Rep. No 409/2014

 

 

 

/sworn translator/