Rzeszów, 28.08.2018r.



Chapter I

General Provisions

§ 1

The Association is called the International Projects’ Association “INPRO”,further called Association. The Association’s common name, used in its activities, is the INPRO Association.

§ 2

The Association acts on the basis of the binding law concerning associations and has the status of a legal person.

§ 3

The Association acts on the seat of the city of Rzeszów and on the area of the Republic of Poland. The Association may operate abroad.

§ 4

The Association may use stamps and signs in accordance with applicable regulations.

§ 5

The Association may belong to national and international organizations with the same or similar profile of activity.

§ 6

The Association if needed, can establish field units called Branches and field representative offices.

§ 7

1.The Association is based on the volunteering work of its members; to carry out its statutory objectives Association can employ workers.

2.The salaries of employees of the Association and management staff, including members of the management board, members of the audit committee and the chief accounting officer employed under an employment contract or civil law contract in the Association, are limited i.e. the average monthly salary may not exceed 3 times the average monthly salary in the sector of enterprises announced by the President of the Central Statistical Office for the previous year.

3.The Association is managed on a democratic basis, based on the principle of employee participation. Participation of employees who are not members of the Association is expressed in the employees obtaining consultative and advisory powers, including participation in the General Meeting of Members without voting rights.

Chapter II

Objectives and actions

§ 8

The Association aims to:

  1. Develop and promote international cooperation,

  2. Promote integration of the European Union

  3. Promote, develop and support internationalism, cultural            understanding and tolerance,

  4. Support initiatives based on experiences exchange related to business, non-governmental organizations’ and governmental environment on national and international level,

  5. Support development of the third sector,

  6. Implement and promote innovation in the economy and the development of new technologies and techniques,

  7. Develop, support and promote business, non-governmental organizations’ and non-governmental environment,

  8. Develop human resources on national and international level,

  9. Take and support socially responsible business,

  10. Support decent work and tripartite dialogue,

  11. Develop and support economy and entrepreneurship,

  12. Promote and support civil society,

  13. Promote and develop art and culture as well as cultural heritage,

  14. Develop and support tourism,

  15. Promote and support the idea of democracy,

  16. Create open and understanding society for people with disabilities

  17. Develop and support of local, national and international communities,

  18. Protect the natural environment and improve ecological awareness,

  19. Support renewable energy,

  20. Develop and promote health care, healthy lifestyle and sport activities,

  21. Support humanitarian aid,

  22. Support and stimulate development of rural areas,

  23. Struggle against discrimination,

  24. Develop youth and support and promote actions taken by youth,

  25. Promote equality,

  26. Support and develop groups at risk of social exclusion,

  27. Support development of association’s members.

§ 9

The Association pursues its objectives by:

  1. Participating in the implementation of programs, the nature of which is consistent with the objectives of the Association,

  2. Conducting publishing, research, development, scientific and educational activities,

  3. Organizing training courses, conferences and seminars,

  4.  Providing training to raise their qualifications for the various social and professional groups,

  5.  Organizing international exchange programs,

  6. Brooding organization charity,

  7. Cooperating with institutions, organizations, associations and authorities on local, national and international level,

  8. Doing business and other activities to develop the entrepreneurial potential,

  9. Creating networks for mutual cooperation of national and international entities,

  10. Conducting consultancy for international partners willing to start business or non-business cooperation,

  11. Conducting activities for children and youth,

  12. Lobbying for international cooperation,

  13. Initiating and supporting volunteerism,

  14. Participating in training courses, conferences and seminars on local, national and international level.

Chapter III

Members of the Association, their rights and obligations

§ 10

Member of the Association may be any person who:

  1.  Is a Polish citizen or a foreigner interested in the activities of the Association,

  2. Has full legal capacity,

  3.  Is not the subject of criminal proceedings against her or incapacitation proceedings,

  4. Declares its active work in the tasks and objectives of the Association,

  5. Has been accepted to the Association by means of the Board’s resolution based on a written declaration of a candidate supported and introduced by at least two members.

§ 11

Members are divided into:

  1. Formal,

  2. Supporting,

  3. Honorary.

§ 12

A formal member of the Association is entitled to:

  1. Vote actively and passively according to the procedure,

  2. Involve in the Association’s activities,

  3. Submit motions and postulates regarding the Association’s activity,

  4. Use benefits and help of the Association.


Formal member is obliged to:

  1. Act in accordance with the statute, regulations and resolutions of the Association authorities,

  2. Participate actively in the Association activities,

  3. Pay membership fees regularly according to the deadline. Membership fees amount shall be paid till December 31 of each year.


  1. Supporting member of the Association can be a natural or legal person interested in the substantial activity of the Association, who contributes with financial or material help,

  2. Supporting member can have the rights defined in § 12 but item 1. (the right to vote) and the right to participate in a General Assembly as advisors, after previous Board approval,

  3. Supporting member has obligation provided in §13.

§ 15

  1. Honorary member of the Association can be a natural person who is particularly meritorious for the realization of the statutory goals of the Association or who is appreciated by the Association for the activity,

  2. Honorary member has all the rights of a formal member except for § 12 but item 1. (the right to vote),

  3. They are dismissed from the obligation of paying membership fees.

§ 16

The Association membership ceases as a result of:

1. Voluntary resignation in writing submitted to the Board.

2. Expelling by the Board’s resolution can take place in the case of :

2.1 purposeful trespassing against the decisions of the Statute;

2.2 Acting against or detrimental to the Association

2.3 Not paying the membership fees according to the deadline;

2.4  In case of losing the legal status by a supporting member – a legal person.

2.5 Not fulfill one of the conditions of § 10 paragraph 1-4

3. Dissolution of the Association.

4. Loss of membership is determined by the Board’s resolution.

Chapter IV

Authorities of the Association

§ 17

Authorities of the Association are :

  1. The General Assembly of the members or delegates. The General Assembly of Delegates can be conducted if the number of members exceeds 50.

  2. The Board.

  3. The Audit Committee.

  4. The term of all the Association authorities lasts for four years.

  5. All the resolutions of the Association are accepted by a simple majority vote with at least half of the members present, unless the Statute says something else further on.

§ 18

  1. The highest authority of the Association is the General Assembly , which may be ordinary or extraordinary.

  2. The elections are equal, direct and secret.

  3. One delegate falls on the 10 members of the Association.

§ 19

  1. The Annual General Assembly shall be convened by the Board once a year as a reporting and every four years as reporting – electing .

  2. Members of the Association shall be notified of the date, place and proposed agenda at least two weeks in advance.

  3. The General Assembly is empowered to pass resolutions for the first time the presence of at least half members entitled to vote , while in the second period regardless of the number of members present .

§ 20

The General Assembly must :

  1.  Adopt the main directions of technical and financial activity of the Association,

  2. Elect the Board and the Audit Committee,

  3. Investigate reports of the Board and Audit Committee,

  4. Discharge the outgoing Board at the request of the Audit Committee,

  5. Determine the number of members of the Board, regarding § 25 p.1,

  6. Determine the number of members of the Audit Committee, regarding § 29 p.2,

  7. Make resolutions to amend the Articles or the dissolution of the Association,

  8. Adopt resolutions on other matters under discussion,

  9. Calculate membership fees,

  10. Appeal against resolutions of the Board to delist members of the Association.

§ 21

Resolutions of the General Meeting shall be taken by a simple majority.

§ 22

Terms of elections to the Board and the Audit Committee are established by the General Assembly.

§ 23

An Extraordinary General Meeting may be convened at the request of :

  1. Board,

  2. Audit Committee,

  3. At the written request of at least two thirds of the members of the Association.

The Extraordinary General Meeting shall be convened within three weeks from the date of filing of the application and shall only deliberate on matters for which it was convened .

§ 24

  1. The Board of the Association shall be composed of one to three members and elect among themselves a Chairman of the Association. The other Board members are chosen to be Vice Chairman.

  2. The Board activities are headed by the Chairman of the Association.

  3. The Association may be represented externally by each member of the Board. They are entitled to sign Documents of the Association.

§ 25

The Board should :

  1. Determine the direction of the Association on the basis of resolutions and decisions of the General Assembly,

  2. Appoint and fix the office of the Association, Committees and regional representations and approval rules of their actions and to supervise their operations,

  3. Manage current activities of the Association,

  4. Represent Association externally and act on behalf of it,

  5. Develop estimates of expenditure. Define financial needs and confirm budget estimates,

  6. Adopt the annual work plan of the Association,

  7. Report on its activities to the General Assembly,

  8. Make decisions on matters not reserved for other authorities of the Association.

§ 26

  1. Meetings of the Board take place as needed, however at least once a month.

  2. Resolutions of the Board are accepted by ordinary majority of votes with at least half of the members present. The Chairman has a casting vote in the event of an equality of votes.

§ 27

1. Meetings of the Board take place as needed, at least once in three months.

2. Resolutions of the Board are accepted by ordinary majority of votes with at least half of the members present including Chairman. The Chairman has a casting vote in the event of an equality of votes.

§ 28

  1. In case The Board’s members’ resignation or other reason lost in membership quantity for reasons other than resignation, The Board may supply the composition of the Board. The supplement should not be more than second part of original quantity of The Board’s members’ list. It counts for one and same cadency.

  2. If supplement composition needs to be more than second part of original quantity of Board’s members’ list , at one and same cadency of Board, The Extraordinary General Assembly is authorized to vote for supplement.


  1. The Audit Committee is appointed to control the operation of the Association.

  2. The Audit Committee consists of one to three members, who elect among themselves the Chairman.

  3. Meetings of the Audit Committee shall be held as necessary, at least once a year.


The competences of the Audit Committee are :

a) To check at least once a year, the overall statutory activities and financial management of the Association in terms of purpose, reliability and economy,

b) To present to the Board the conclusions drawn from control operation and to demand explanations,

c) To request the convening of the General Assembly,

d) to submit the meeting reports on its activities and its request on the discharge to the outgoing Board .


  1. The Audit Committee members can participate in meetings of the Board in an advisory capacity .

  2. The members of the Committee cannot be convicted of an offense of willful misconduct .

  3. Supplement composition is conducted on the rules stated for the Board in § 28.

Chapter V

Branches of the Association

§ 32

The Association does not run field organizational units – branches.

Chapter VI

Assets and Funds of the Association

§ 33

The funds of the Association shall consist of:

  1. revenue from membership fees

  2. grants and subsidies

  3. donations and legacies

  4. income from business activities.

§ 34

  1. The business activity of the Association may carry out the principles laid down in separate regulations.

  2. The Association runs business activity, as follows:

47.11.Z Retail sale in non-specialised stores with food, beverages or tobacco predominating

47.79.Z Retail sale of second-hand goods in specialised stores

55.10.Z Hotels and similar accommodation

55.20.Z Tourist accommodation facilities and other short-stay accommodation

56.10.A Restaurants and other eating places

56.10.B Mobile eating places

56.29.Z – Other food service activities

70.21.Z Public relations and communication activities

74.20.Z Photographic activities

74.30.Z Translation and interpretation activities

79.90.A Couriers on package tours and tour guides activities

79.90.B Tourist information activities

84.12.Z – Regulation of the activities of providing health care, education, cultural services and other social services, excluding social security

85.59.A Learning of foreign languages

90.02.Z Support activities to performing arts

90.04.Z – Operation of arts facilities

91.03.Z – Operation of historical sites and buildings and similar visitor attractions

93.29.Z Other amusement and recreation activities

94.99.Z Activities of other membership organisations not elsewhere classified

§ 35

 All proceeds from the activities of the Association is only the statutory purposes.

§ 36

  1. Fixed assets of the Association can be sold only by the Board decision after getting approval from the Audit Commission.

  2. Statement of intent with regard to the rights and obligations of tangible and intangible assets of the Association may sign at least one member of the Board.  Single representation is required for incurring financial obligations. 

  3. The Board may authorize a procurator to represent the Association or sign documents in specific cases.

  4. In agreements between the Association and a member of the management board and in disputes with it, the Association is represented by a member of the internal control body – the Audit Committee, indicated in the resolution of that body or a proxy appointed by a resolution of the General Meeting of Members.

Chapter VII

Final Provisions

§ 37

  1. Dissolution of the Association shall be by resolution of the General Assembly.

  2. In the case of dissolution of the Association , the General Assembly decides to allocate the assets of the Association and appoint a Liquidation Committee , which conducts the liquidation of the Association with regard to its statutory objectives .

  3. Resolution on amendment of the statute is adopted by the General Assembly by a simple majority vote in the presence of at least half of the members entitled to vote in the first period, while in the second period regardless of the number of members present.