Approved by the decision of the founders
Non-profit organization (Fund) "Sakartvelos Megobrebi"
dated __ September 2019
NON-ENTREPRENEURIAL (NON-PROFIT) ORGANIZATION (FUND)
Article 1. General Provisions
The Sakartvelos Megobrebi Foundation is a membership-based non-profit (nonprofit) organization created on the initiative of individuals united on the basis of joint activities to protect common interests and achieve the goals specified in this Charter.
The Fund is considered created from the moment of its registration in the Register of entrepreneurial and non-entrepreneurial (non-profit) legal entities.
Name of organization: Sakartvelos Megobrebi Foundation.
Name of Organization in English: Fond “Friends-Georgia”.
Legal form: non-entrepreneurial (non-commercial) legal entity.
Legal address: Tbilisi, Rustavskoye Highway, 19, building 3 apt. I floor
Organization Email: _________________________
The Fund operates in accordance with the Constitution of Georgia, the Civil Code of Georgia, other legal acts of Georgia, this Charter and is guided in its activities by universally recognized international principles, norms and standards.
The objectives of the Fund are:
opening a shelter for abandoned, lost and feral (hereinafter - the homeless) animals;
Creation of a databank of habitats for stray animals and their numbers;
trapping stray animals and placing them in a shelter for stray animals;
regulation of the number of stray animals by sterilization in the manner prescribed by law;
vaccination of stray animals to prevent the spread of infectious diseases;
carrying out treatment and other preventive measures for the recovery of animals;
rehabilitation, correction of the psyche and behavior of animals;
involvement in the activities of the Fund to advise a dog handler, veterinarian, livestock specialist and practical assistance in the care and maintenance of animals;
attracting volunteers and combining the efforts of interested individuals and organizations to help animals;
educational work with the population and heads of organizations to improve the culture of keeping animals with the involvement of the media (leaflets, newspaper articles, participation in TV programs, etc.);
assistance in the development of the legislative framework for the protection of animals and participation in the development of legislative and legal acts in the field of animal protection;
organization of public control over the implementation by individuals and legal entities of the legislation in the field of keeping, use and protection of animals;
legal support to the population in upholding the animal's right to life;
providing support to public initiatives and endeavors aimed at protecting animals from ill-treatment within the framework of the current legislation of Georgia;
conducting lectures, exhibitions, lotteries, auctions of sports and other events on the subjects of the Fund;
assistance in improving the sanitary and veterinary situation in the territory of the Kartli region and in other regions of Georgia. The activities of the Fund are based on the principles of voluntariness, equality, self-government and legality.
The Fund may join unions (associations) of public associations.
The Fund is not liable for the obligations of its members, as well as persons (persons) with executive and representative powers, and its members, as well as person (s) with executive and representative powers, are not liable for the obligations of a non-entrepreneurial (non-commercial) legal entity.
The activities of the Fund are public, and information on its constituent and program documents is publicly available and open.
The Fund may, on its own behalf, acquire property and personal non-property rights, fulfill obligations, be a plaintiff and defendant in a court, and in the interests of achieving its statutory goals, make transactions that are consistent with the statutory goals of the Fund and the laws of Georgia both in Georgia and abroad.
The Sakartvel Megobrebi Foundation is authorized to engage in entrepreneurial activities of an auxiliary nature, the profits from which should be used to implement the goals of the Fund. The distribution of profits from such activities between the founders, members of the Fund, donors, as well as persons with managerial and representative powers is not allowed.
The Fund has separate property and independent balance, settlement and other accounts with the Banks of Georgia and other countries, and may also have a seal, stamp, emblems, letterhead with its name. The foundation may have symbols registered in the manner prescribed by law, including emblems, flags, pennants.
The Foundation independently determines the directions of its activities, the strategy of cultural, aesthetic, economic, technical and social development.
The Fund has the right to represent and protect its rights, the legitimate interests of its members, as well as other citizens in government bodies, local authorities and public associations.
Individuals and legal entities - public associations can take part in the activities of the Fund both by making voluntary donations, providing property for free use, and by providing organizational, labor and other assistance to the Fund in carrying out its statutory activities. The Fund has the right:
join international public associations, acquire rights and bear obligations consistent with the status of these international public
associations, maintain direct international contacts and communications, conclude agreements with foreign non-profit non-governmental organizations;
establish the media and carry out the publishing activities necessary to achieve the statutory goals; organize centers of business cooperation, cultural, leisure, sports, health and other events;
freely disseminate information about their activities;
to take initiatives on various issues of public life, to make proposals to public authorities.
Article 2. Founders of the Fund
Founders of the Fund:
Andrey Nikolaev (passport of a citizen of the Russian Federation 65 4530070)
Yermile Oboladze (ID 01013016775)
Article 3. General meeting of members of the Fund
The supreme governing body of the Fund is the General Meeting of Members of the Fund (hereinafter - the General Meeting). The general meeting is convened as necessary, but at least once a year.
An extraordinary General Meeting may be convened by decision of the Director of the Fund.
The competence of the General Meeting includes the following issues:
approval of the Charter of the Fund, additions and amendments to it with their subsequent registration in the manner prescribed by law;
determination of the priority areas of the Fund's activity, principles of formation and use of its property;
resolving issues of the reorganization and liquidation of the Fund;
election of the management bodies of the Fund and early termination of their powers;
making decisions on the creation of commercial and non-profit organizations with the status of a legal entity, on participation in such organizations;
determination of the amount of remuneration of the Director;
approval of the annual reports of the Director;
the solution of other issues proposed for consideration.
The general meeting is competent if more than half of the members of the Fund are present. Decisions are made by open vote. In the absence of a quorum, General
The meeting may be rescheduled for up to 30 days. A repeat meeting is eligible if more than half of the members of the Fund are present.
The decision on all issues is taken by the General Meeting by a simple majority of votes of the members of the Fund present at its meeting. Decisions on issues of reorganization and liquidation, on approval of a new version of the Charter, on amendments and additions to the Charter of the Fund are made by a qualified majority of votes of at least 75% + 1 votes of the total number of members of the Fund present at the General Meeting.
Article 4. Director of the Fund
For the practical current management of the Fund’s activities between the convening of the General Meeting, the Director of the Fund, the permanent governing body of the Fund, is elected.
The Director of the Fund is elected by the General Meeting for a period of __________ years from among the members of the Fund in the amount established by the General Meeting.
The Director of the Fund is Andrey Nikolaev (passport of a citizen of the Russian Federation 65 4530070) Anchor
The competence of the Director includes the following issues:
current management of the Fund;
its representation in all institutions, organizations and enterprises, both in Georgia and abroad;
making decisions on the admission of new members to the Fund and their exclusion;
approval of the size and procedure for paying membership dues;
issuing orders on the activities of the Fund;
making decisions on the implementation of programs and projects that meet the statutory goals of the Fund;
disposal of the Fund’s funds, conclusion of contracts, other legal actions on behalf of the Fund, acquisition and management of property, opening and closing of bank accounts;
resolving issues of the economic and financial activities of the Fund;
approval of the staff list, reception and dismissal of employees;
issuance of powers of attorney, including with the right of substitution;
The Director is responsible, within his competence, for the use of the funds and property of the Fund in accordance with its statutory goals;
The Director is accountable to the General Meeting, is responsible for the status of the Fund and is authorized to resolve all issues of the Fund’s activities that are not within the exclusive competence of the General Meeting.
Section 5. Board of Trustees
The Board of Trustees is a foundation body established on a voluntary basis, supervising the activities of the Fund, decisions made and their enforcement, the use of the resources of the Fund and compliance with Georgian legislation.
The quantitative composition and term of office of the Board of Trustees is determined by the General Meeting, but cannot be less than 3 (Three) people and 1 (One) year, respectively.
Members of the Board of Trustees cannot be officials of the Fund.
The competence of the Board of Trustees of the Fund includes:
supervision of the activities of the Fund and its compliance with the legislation of Georgia;
supervision of the activities of the management bodies of the Fund;
supervision of the implementation of the Fund's programs;
supervision of the use of the Fund’s property and the use by the Fund of funds received free of charge.
Article 6. Membership in the Fund
Members of the Fund can be citizens of Georgia who have reached 18 years of age, foreign citizens and stateless persons legally residing in Georgia, as well as legal entities - non-profit organizations.
Admission to the Fund is based on the application of an incoming citizen, a non-profit organization. Admission to the Fund is carried out by decision of the Director.
Members of the Fund have equal rights and perform equal duties.
Members of the Fund have the right:
receive information on the activities of the Fund;
take part in general meetings;
to make proposals on issues related to the activities of the Fund for consideration by the General Meeting and participate in their discussion and implementation;
participate in activities carried out by the Fund;
elect and be elected to the management and audit bodies of the Fund;
to freely leave the membership of the Fund.
Members of the Fund are required to:
comply with the Charter of the Fund;
take part in the activities of the Fund;
based on the decision of the General Meeting to pay membership fees;
implement decisions of the governing bodies of the Fund;
to contribute by their activities to increasing the effectiveness of the Fund;
not to commit actions that violate the Foundation Charter, causing moral or material damage to the Fund;
refrain from activities contrary to the charter goals and objectives of the Fund. A member of the Fund is considered to have left the Fund from the moment of filing the application.
Members of the Fund terminate their membership in the Fund by submitting an application addressed to the Director of the Fund.
Members of the Fund may be expelled from the Fund for violation of the Charter, for non-payment of membership fees, as well as for actions that discredit the Fund, causing material damage to it.
The exclusion of members of the Fund is carried out by decision of the Director.
Members of the Fund may be issued certificates of a member of the Fund, the form of which is approved by the Director.
Article 7. Property of the Fund and sources of financing
In accordance with the current legislation of Georgia, the Fund may own land, buildings, structures, housing, housing, transport, equipment, inventory, cultural, educational and recreational property, cash, shares, other securities and other property necessary for material support of the authorized activities of the Fund.
The sources of the formation of the property of the Fund are.
voluntary contributions and donations;
proceeds from lectures, exhibitions and other events held in accordance with the charter of the Fund;
income from the business of the Fund;
other proceeds not prohibited by law, including grants and sponsorship.
The Fund may acquire property intended for entrepreneurial activity, as well as property intended for normal and uninterrupted operation of the Fund.
Income from the business of the Fund cannot be redistributed among the members of the Fund and should be used only to achieve the statutory goals of the Fund.
Members of the Fund do not have ownership rights to a share of property owned by the Fund.
The Fund may make any transactions with respect to the property owned by it that do not contradict the legislation of Georgia, this Charter and are consistent with the charter goals of the Fund.
Article 8. Reorganization and liquidation of the Fund
The reorganization of the Fund is carried out by decision of the General Meeting.
The property of the Fund shall be transferred after its reorganization to newly established legal entities in the manner prescribed by the current legislation of Georgia.
The fund may be liquidated by decision of the General Meeting or by decision of the court. The liquidation or reorganization of the Fund is carried out in the manner determined by the current legislation of Georgia.
Upon liquidation of the Fund, the assets and resources of the Fund, after satisfying the requirements of the creditors, are sent for the purposes stipulated by the Charter of the Fund and are not subject to redistribution between its members.
Article 9. Final Provisions
This Charter shall enter into force upon signature by the founders.
If any provision of this Charter is declared invalid, this will not affect the authenticity of other provisions of the Charter.
In case of discrepancy between this Charter and the current legislation of Georgia, the law shall apply.
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