Foundation Structure
from the statute of the Artists for Music Foundation
Chapter IV: Foundation Authorities
§10
The Foundation's authorities are:
1. The Management Board of the Foundation, hereinafter referred to as the Management Board.
2. The Audit Committee hereinafter referred to as the Commission.
3. The Coordinating Committee, hereinafter referred to as the Coordinating Committee.
Chapter V: The Board of the Foundation
§11
1. The Management Board of the Foundation consists of at least one person - the President.
2. The first Board is appointed by the Founder for an indefinite period.
3. The next appointment of members of the Management Board takes place with the presence of 100% of the members
of the Management Board and with 100% of the votes cast "yes".
Each member of the Management Board has the right to submit a motion to appoint another member of the Management Board.
This request must be submitted in writing and presented at the meeting of the Foundation's Management Board.
4. The role, rights, and obligations of the Founder in the Foundation:
a. The Founder has the same rights, role, and obligations as a member of the Management Board,
b. The Founder becomes a member of the Management Board automatically for an indefinite period,
it is not possible to dismiss the Founder from the position of a member of the Management Board,
c. In disputes, the Founder, together with the President of the Foundation (if they are different people), makes decisions,
d. The Founder has the right to dismiss a member of the Management Board by calling an extraordinary meeting
of all the Foundation's bodies by unanimous decision.
The Founder is entitled to this right at all times, regardless of the situation.
e. The Founder has the right to submit a motion to appoint another member of the Management Board.
This request must be submitted in writing and presented at the meeting of the Foundation's Management Board,
and in this case, it must be adopted by a majority of votes.
f. The founder has the right to delegate his vote and duties related to the performed function to the management board
or a person named on the Board of the Foundation named by name and surname.
g. In the event of events beyond the Founder's control, preventing the fulfillment of the function,
the Founder has the right to appoint one of the members of the management boards to perform the duties of the Founder,
h. In the event of a serious illness or death of the Founder, a new President is appointed by the Founder's immediate family
in consultation with the Management Board. The president then acts as the Founder.
5. The Management Board of the Foundation has the right to interfere in any decision
made by the other organs of the Foundation's authorities.
6. Membership in the Management Board shall cease as a result of:
a.submitting a written resignation to the Foundation Council,
b. loss of civil rights as a result of a conviction by a valid court judgment for a crime committed intentionally,
c. dismissal by the Foundation's Management Board in the presence of 100% of the present members of the Management Board
and with 100% of votes cast "yes" (not including the person in question),
d. death of a member of the Management Board.
§12
1. The Management Board manages the activities of the Foundation and represents it outside.
2. The powers of the Management Board include:
a. managing the day-to-day activities of the Foundation,
b. developing the organizational structures of the Foundation
c. implementation of statutory goals,
d. preparation of work plans and budget,
e. managing the assets of the Foundation,
f. representing the Foundation externally and deciding which employee may represent it,
g. hiring employees and determining the amount of their remuneration,
h. applying for an amendment to the Articles of Association,
i. applying for the merger of the Foundation and other institutions with a decision of 100% of votes,
in the presence of all members of the Management Board,
j. applying for the liquidation of the Foundation. Decisions on the liquidation of the Foundation
are made by the Management Board of the Foundation, with a decision of 100% of votes “yes”,
in the presence of all members of the Management Board.
3. The Management Board of the Foundation is obliged to submit an annual report on the Foundation's activities
to the Audit Committee (from the moment of its commencement).
4. The Management Board appoints positions in the Foundation in order to improve the Foundation's operation,
e.g. appointing directors, deputies, secretariat, etc.
5. The duties of the Management Board include:
a. adopting the Foundation's annual action plans and financial plans,
b. adopting regulations, laws, etc.
c. management of the Foundation's assets,
d. developing the organizational structures of the Foundation,
e. appointing positions in the Foundation in order to improve the operation of the Foundation,
e.g. appointing directors, deputies, secretariat, etc.
f. appointing and dismissing heads of organizational units, divisions, plants, branches, local units,
and other organizational units of the Foundation,
g. determining the size of employment and the amount of funds for the remuneration of the Foundation's employees,
h. making decisions in all matters not transferred to the competence of other authorities,
i. supervising the activities of all units and organizational units and people employed by the Foundation,
j. accepting donations, inheritance and bequests, subsidies and grants, and others,
k. establishing awards, distinctions, decorations, and other forms of honoring people who have contributed
to the ideas and goals of the Foundation,
l. submitting a request and consenting to changes to the Foundation's statute,
mergers with another Foundation and liquidation of the Foundation.
6. The powers of the Management Board include all these activities, which will help in the fulfillment of her duties.
7. The Management Board of the Foundation has the right to access all documentation of the Foundation.
§13
1. Meetings of the Management Board are held as the Foundation needs, at least once a year.
2. The dates of meetings are sent by e-mail at least 7 days before the planned meeting.
3. All members of the Management Board and relevant persons or authorities
(persons who are needed to make certain decisions in legal and financial matters, the program council, etc.
depending on the project and the status of the Foundation and the company) must be informed about the meeting.
§14
Members of the Foundation's Management Board may be employed in the Foundation on the basis of an employment contract
in a position specified therein, with a separate scope of activities and a mandate contract.
Chapter VI: Audit Committee
§15
1. The audit committee may be appointed at the earliest after the first year of the Foundation's operation.
Its appointment depends on the needs and development of the Foundation.
2. The Audit Committee is the control and opinion-giving body.
3. The Audit Committee consists of 2 to 5 people and is elected for a five-year term.
4. The chairman of the Committee is elected by its members and manages its work.
5. The members of the first composition of the Committee are appointed by the Founder.
The next members of the Commission are appointed by the Commission in agreement with the Foundation's Management Board
to replace those who have left the Commission or to expand its composition.
6. In particularly justified cases, a member of the Committee may be recalled and deprived of its membership in the Committee
as a result of a resolution adopted unanimously by the other members of the Audit Committee
and at least one member of the Foundation's Management Board.
7. Membership in the Committee shall expire as a result of:
a.voluntary submission in writing to the Chairman of the Committee and the Foundation's Management Board,
b. loss of civil rights as a result of a conviction with a valid court judgment for an intentional crime,
c. death of a member,
d. a unanimous decision of the Management Board of the Foundation after an in-depth analysis of the work
of a given Committee member and its effects.
8. Membership in the Audit Committee cannot be combined with membership in the Foundation's Management Board.
However, this does not exclude the possibility of transferring to the Foundation's Management Board
after the end of the term of office in the Commission.
§16
The tasks of the Committee include:
1. Setting the directions of the Foundation's activities,
2. Supervision and control of the Foundation's assets,
3. Approving the annual reports of the Management Board on the activities of the Management Board
and granting a vote of approval to the Management Board,
4. Making decisions in all other matters not reserved to the competence of other bodies in consultation
with the Foundation's Management Board.
§17
1. The audit committee shall meet at least once a year.
2. The Audit Committee shall be convened by the Chairman of the Committee on his own initiative,
at the request of members of the Committee, or at the request of the Foundation's Management Board.
Any such request must be made in writing.
3. The audit committee makes decisions in the form of resolutions by a majority of votes.
In the event of an equal number of votes, the Chairman of the Management Board of the Foundation has the casting vote.
4. A meeting of the Committee may be convened in an extraordinary manner on the initiative of the Management Board
or upon a written request of the Chairman or at least two of its members, in order to consider a matter of a special nature.
5. An extraordinary meeting of the Committee is to be held no later than within 21 days from the date of submitting the application.
6. Each ordinary member of the Committee has one vote.
7. The meetings of the Committee are chaired by its Chairperson or Vice-Chairperson if previously appointed.
If the Vice-Chairman is not appointed the meeting of the Committee may also be chaired
by one of the members of the Foundation's Management Board.
§18
Members of the Audit Committee may be employed by the Foundation on the basis of an employment contract
in the position specified therein, with a separate scope of activities.
Chapter VII: Coordinating Committee
§19
1. The Coordinating Committee is appointed by the Foundation's Management Board.
2. The Coordinating Committee is an advisory body and aims to help and improve Foundation activities.
3. The Coordinating Committee may be appointed for an indefinite period for the activities of the Foundation.
4. The Management Board reserves the right to appoint an additional Board to assist in work on specific projects.
This provision will be included in the concluded contract between each member of the Coordinating Committee
and the Foundation's Management Board.
5. The number of appointed Coordinating Committee depends on the number of ongoing projects or plans for upcoming events
for the next three-month period.
§20
Members of the Coordinating Committee may be employed by the Foundation on the basis of an employment contract
in a position specified therein, with a separate scope of activities.