Chapter I. General provisions

§ 1

1. Foundation under the name: Fundacja Truskawkowe Pola, hereinafter referred to as the Foundation, established by Jacek Winckiewicz, hereinafter referred to as the Founder, by notarial deed drawn up on January 13, 2021, at the Notary’s Office in Czarnków at Kościuszki 29/23, repertory A No. 44/2021 operates on the basis of the applicable provisions of Polish law and these Articles of Association.
2. The Foundation operates in the field of public benefit within the meaning of separate regulations, in particular the Act on Public Benefit and Volunteer Work.
3. The Foundation obtains legal personality upon entry into the National Court Register.
4. The Foundation is established for an indefinite period of time.

 

§ 2

1. The seat of the foundation is the town of Dębe, Lubasz commune. The area of ​​the Foundation’s activity is the territory of the Republic of Poland, but to the extent necessary for the proper implementation of its goals, the Foundation may also operate outside the country.
2. The Foundation may use a distinctive graphic sign, and for the purposes of cooperation with foreign countries, use the translation of the name into selected foreign languages.
3. In order to achieve its goals, the Foundation may implement independent and joint projects, as well as obtain funds from all sources, independently or in cooperation with other organizations, state institutions and natural and legal third parties, it may also create local units, establish or join already existing law companies. trade or other entities, including associations and foundations, the activities of which will fulfill the statutory objectives of the Foundation.
4. The Foundation will allocate all income to the implementation of its statutory objectives.
5. The minister competent as the supervising body is the minister competent for the environment.

 

Chapter II. Goals and principles of operation of the Foundation

§ 3

1. The goals of the Foundation are:
   1. development of the Truskawkowe Pola (Strawberry Fields) eco-settlement in Dębe by supporting the local community.
   2. supporting sustainable development and regenerative processes for the sake of the Earth, people and the fair distribution of resources.
2. The goal set out above will be achieved as part of the Foundation’s statutory activity regarding public tasks for the general public and may be carried out as paid or unpaid public benefit activity.

 

§ 4

1. The Foundation achieves its goals in particular through:
   1. Working with soil, water, plants, fungi and animals in harmony with nature.
   2. Striving for self-sufficiency in terms of nutrition, water, energy and meeting other life needs,
   3. Organization and participation in workshops, trainings, lectures, conferences, festivals and other thematic events related to the statutory objectives,
   4. Promoting the idea of ​​permaculture design, regenerative systems, natural construction, renewable energy, biodiversity and sustainable development by building and maintaining structures and demonstration systems,
   5. Creating educational materials and conducting online and offline publishing activities in the field of statutory objectives,
   6. Advocacy activities in the field of statutory objectives,
   7. Organization and support of volunteering and internship programs in terms of statutory objectives,
   8. Activities supporting the activation and development of local communities, local governments, non-governmental organizations and networks associating them, communities and informal groups as well as other institutions working for the public good, environmental protection and in various areas of social life,
   9. Actions aimed at equalizing the chances of vulnerable groups or those at risk of social exclusion,
   10. Educational, recreational and activating activities for children and youth,
   11. Local and international cooperation for environmental protection and sustainable development,
   12. Integration with other ecovillages and intentional communities with similar goals.
   13. Other activities enabling the implementation of the statutory goals of the Foundation.

 

Chapter III. Property and income of the Foundation

§ 5

1. The assets of the Foundation include the founding fund of the Foundation worth PLN 5,000 and other property acquired by the Foundation in the course of its operation.
2. The Foundation’s revenues may come from any sources permitted by law, in particular from:
   1. donations, inheritances, bequests,
   2. domestic and foreign subsidies and subsidies,
   3. collections and public events, auctions, auctions,
   4. Foundation’s assets understood as benefiting from the property owned, including rent, lease, dividends from shares, shares, as well as interest on funds accumulated in bank and other accounts,
   5. paid statutory activity.
3. In matters of accepting donations and inheritance, declarations required by law are submitted by the Foundation’s Management Board.
4. If the Foundation is appointed for inheritance, the Management Board shall submit a declaration of acceptance of the inheritance with the benefit of inventory only if, at the time of submitting this declaration, it is obvious that the active status of the inheritance exceeds the inheritance debts.
5. Each member of the Management Board acting independently is entitled to make declarations of will on behalf of the Foundation in non-property and property matters.
6. Entering a liability or disposing of a law with a value exceeding PLN 500.00 requires a prior resolution of the Management Board – adopted by a simple majority of votes in the presence of at least half of the members of the Management Board entitled to vote.

 

§ 6

1. In order to achieve its goals, the Foundation may support activities in the country and abroad of other people and institutions consistent with its statutory objectives, and carry out joint projects and collect funds from all sources together with other organizations, state institutions and third parties.
2. Revenue from grants, donations, inheritances and bequests may be used to implement all statutory goals of the Foundation, unless the donors have agreed otherwise.

 

§ 7

1. The assets may not be a source of loans or collateral for members of the Foundation’s bodies and their families, as well as employees or their relatives or in-laws.
2. The property may not be transferred to both members of the Foundation’s bodies and their relatives on terms other than third parties, especially when the transfer is free or on preferential terms.
3. It is forbidden to use the assets of the Foundation for the benefit of members of the Foundation’s bodies or employees or their relatives on terms other than in relation to third parties, unless this use results directly from the statutory purpose of the Foundation.
4. It is forbidden to purchase goods or services on special terms from entities in which members of the Foundation’s bodies or employees or their relatives participate.

 

§ 8

1. The Foundation Council may set limits on the remuneration of the management staff of the Foundation and other staff of the Foundation. Remuneration of all employees, including management staff, may not exceed the value referred to in Art. 9 sec. 1 point 2 of the Act of April 24, 2003 on Public Benefit and Volunteer Work.
2. When employing employees, the Foundation should be guided by the goal of social and professional integration of specific categories of people (including in particular the unemployed, people with disabilities, people at risk of social exclusion, referred to in the Act of 13 June 2003 on social employment) expressed by the level of employment these people. The level and forms of employment of the persons referred to in sentence 1 of this point will be determined by the Management Board of the Foundation, striving to maintain proportions in employment resulting from the current definition of a social enterprise.

 

Chapter IV. Foundation bodies

§ 9

1. The bodies of the Foundation are:
   1. Foundation Council, hereinafter referred to as the Council,
   2. The Management Board of the Foundation, hereinafter referred to as the Management Board.
2. The Foundation is managed on a democratic basis. The Foundation may establish a consultative and advisory body at the Foundation consisting of specialists in a given field or another consultative and advisory body with the participation of the Foundation’s employees or other stakeholders; the rules of their operation and their composition are established by the Management Board. 

 

Foundation Council

§ 10

1. The Supervisory Board is a collective control and supervision body, separate from the Management Board and not subject to it in the scope of internal control or supervision, while the Supervisory Board members:
   1. may not be members of the Management Board or be married to them, live together, kinship, kinship or subordination;
   2. have not been convicted by a final judgment for an intentional crime prosecuted by public indictment or a tax offense;
   3. may receive reimbursement of justified costs or remuneration for performing their function in such a body in the amount not higher than the average monthly remuneration in the enterprise sector announced by the President of the Central Statistical Office for the previous year.
2. The council consists of 2 to 3 members and is elected for a five-year term. The work of the Council is managed by the Chairman appointed by the Council from among his members.
3. The members of the Council are appointed by the Founder.
4. Dismissal of a member of the Council and thus deprivation of membership in the Council may occur as a result of a resolution adopted unanimously by other members of the Council or by a decision of the Founder.
5. Membership in the Council shall expire as a result of:
   1. voluntary resignation, notified in writing to the Chairman of the Council, and if the resignation concerns the Chairman of the Council – to another member of the Council,
   2. loss of civil rights as a result of a conviction by a final court judgment for an intentional crime,
   3. the appeal referred to in the point of this paragraph,
   4. the death of a member.
6. Membership in the Council cannot be combined with membership in the Management Board.

 

§ 11

1. The council meets at least once a year.
2. The Supervisory Board is convened by the Chairman of the Supervisory Board on his own initiative or at the request of the Management Board, submitted in writing.
3. The Supervisory Board takes decisions within its competence in the form of resolutions by a simple majority of votes in the presence of at least 2/3 of its members. In the event of a tie, the vote of the person chairing the meeting is decisive.

 

§ 12

1. The powers of the Council include:
   1. performing control and supervision over the activities of the Foundation, in particular control of the Foundation’s assets,
   2. approving annual reports of the Management Board on activities and granting a vote of approval to the Management Board,
   3. promoting the goals for which the Foundation was established,
   4. setting limits on the remuneration of the Foundation’s Management Board.

 

Foundation Board

§ 13

1. The Foundation’s Management Board consists of 3 to 5 people, including the President of the Foundation’s Management Board. Members of the Management Board are appointed and dismissed by the Founder.
2. The Management Board of the Foundation manages its activities and represents the Foundation outside. The Founder may act on the Management Board.
3. A person convicted by a valid sentence for an intentional offense prosecuted by public indictment or a tax offense may not be a member of the Management Board.
4. Meetings of the Management Board are held as needed and are recorded in the minutes.
5. Detailed rules for the operation of the Management Board may be specified in the Regulations of the Management Board.

 

§ 14

1. The competences of the Management Board include matters that are not reserved for other bodies of the Foundation in accordance with the regulations and the statute, in particular:
   1. representing the Foundation outside,
   2. managing the Foundation’s assets,
   3. managing the Foundation’s day-to-day activities in the field of its statutory goals,
   4. preparation of work plans and budget,
   5. deciding on the allocation of accumulated funds,
   6. preparing annual reports on the activities of the Management Board for the Supervisory Board,
   7. preparing reports on the Foundation’s activities pursuant to Article 12 of the Act on Foundations,
   8. preparation of information about the Foundation’s activities at each request of the Council,
   9. establishing the Foundation’s Office and developing its regulations,
   10. determining the amount of employment, principles of remuneration and the amount of funds for remuneration and awards for employees of the Foundation,
   11. changes to the statute and statutory goals.

 

§ 15

1. Management Board meetings are convened by the President or, in the event of inability to act, another member of the Management Board.
2. The President of the Management Board is obliged to convene a meeting of the Management Board at the request of the Supervisory Board or at least two members of the Management Board within 7 days from the date of receipt of the request.
3. Members of the Management Board should be notified of the dates of the meetings of the Management Board along with the agenda at least three days before the scheduled date of the meeting.
4. Within the scope of its powers, the Management Board adopts resolutions by a simple majority of votes in the presence of at least 2/3 of its members, including the President. In the event of an equal number of votes, the President or the person temporarily managing the work of the Management Board has the decisive vote.
5. Membership of the Management Board expires as of:
   1. loss of civil rights as a result of a conviction by a final court judgment for a crime committed intentionally,
   2. the death of a member,
   3. submitting a resignation,
   4. appeal by the Founder.

 

§ 16

1. Members of the Management Board may stay with the Foundation in an employment relationship and receive remuneration for other reasons (including civil law contracts).
2. In relations and disputes with members of the Management Board, the Foundation is represented by an attorney appointed by a resolution of the Council.

 

§ 17

1. The Management Board may appoint the Foundation’s Office and its Director.
2. The tasks of the Foundation Office include:
   1. administrative services for the Management Board and the Council
   2. day-to-day administrative services related to the activities of the Foundation.
3. The Foundation’s Office and its Director operate on the basis of the regulations and powers of attorney of the Foundation’s Management Board.

 

Chapter V. Amendments to the Articles of Association

§ 18

1. Amendments to the statute and statutory objectives may be made by the Management Board with the prior consent of the Council.
2. The statute and statutory objectives are changed by unanimous resolution of the Management Board adopted in the presence of at least 2/3 of its members. In the event of a tie, the vote of the person chairing the meeting is decisive.

 

Chapter VI. Liquidation of the Foundation

§ 19

1. The Foundation is liquidated when its financial resources and assets are exhausted, or when its statutory goals are met.
2. The Board decides about putting the Foundation into liquidation in the form of a unanimous resolution adopted in the presence of at least 2/3 of its members,
3. The liquidation of the Foundation is carried out by the Management Board or persons appointed by the Management Board.
4. The Minister is notified about the liquidation of the Foundation.
5. The assets of the foundation remaining after its liquidation will be allocated for purposes in line with the Foundation’s objectives indicated in the resolution of the Management Board.

 

Chapter VII. Final Provisions

§ 20

1. In order to achieve its goals effectively, the Foundation may merge with another Foundation.
2. The merger may not take place if as a result of it, the Foundation’s goal could be significantly changed.
3. The decision on the merger is made by the Management Board of the Foundation by a majority of ⅔ votes in the presence of at least of its members, and the resolution requires approval by the Council.
4. In the event of the Founder’s death or loss or limitation of legal capacity by the Founder, the competences reserved for the Founder in the Statute are exercised by the Council.

 

§ 21

The statute comes into force on the day the Foundation is registered by the competent court.