CIS Development Foundation

 Board of References Statement

 
I. General Statements.
1.  This Board of References statement has been designed according to the legislation of the USA and the  Charter of CIS Development Foundation, Inc.

2.   The following basic concepts are applied:

II.  Authorization of the Board of References

3.   The Board of References is a body of CISDF who supervise:

4.   To carry out its functions, the Board of References has the authority to:
(1) Request and receive information on activities of CISDF from the Chairman of Board of Directors, from the President and from other officials of CISDF;
(2) Give recommendations to the Board of Directors (Chairman of Board of Directors) and to the President in realization of the Programs goals;
(3) Give instructions to bodies of CISDF on the elimination of infringements of the legislation and rules established by the Charter of CISDF and by this Statement;
(4) Request and receive explanations for financial housekeeping of CISDF;
(5) Get acquainted with the financial reports of CISDF.

5.  The Board of References does not have the authority to interfere with activities of other bodies of CISDF unless the work, by other bodies, is considered incompetent according to the requirements of the legislation and rules established by the Charter and other documents of CISDF.

III. Forming the Board of References.

6.    The Board of References consists of permanent and temporary members.

7.  The permanent members of the Board of References are prominent persons, whose authority can render  essential help in achieving the goals of CISDF. The Board of Directors, simultaneously with the approval of this Statement, nominates one of it representative into the Board of References.

8.  Temporary members of the Board of References are authorized delegates as Initiators of the Programs.

9.  In order for the Initiator of the Program to become part of the Board of References, he, together with the program, submits an application that requests for inclusion into the Board of References as a temporary member of the Board of References until the end of a given Program. The Board of References, simultaneously with the approval of the Program, makes a decision on the inclusion of the representative as the Initiator of the Program to the Board of References.  Upon termination of the appropriate Program, the representative, as the Initiator of the Program, will no longer be a member of the Board of References.

10. Should the Program be completed ahead of schedule, the Board of References removes the Initiator of the Program as a member at that earlier date.

11. The basis for early completion of a Program is:
(1)  No additional finances for the Program by the Initiator;
(2)  Inability to fulfill Program requirements independent from the Initiator or CISDF’s reasons;
(3)  The decision made by the Board of References for early termination of the Program.
 
12. A prominent persons who, by his authority can render essential help in achieving authorization for CISDF, can be included into the structure of the Board of References, on the basis of a personal application and on the basis of a decision made by the Board of References, if this person agrees with CISDF’s Charter purposes and wishes to render its achievement.

13.  The Board of References selects a Chairman of the Board of References and a Vice Chairman who will organize the work of the Board of References. The chairman and members of the Board of References carry out their activities for five years and have a right to reelected.

14. The Chairman of the Board of References:
(1)  Will work on attracting financial assets that will help in the achievement of the goals of CISDF;
(2)  Assembles the Board of References meetings. He, beforehand, notifies the members of the Board of References of the date and summons a session by written message or on the phone no later than 15 days prior to the meeting;
(3)  Conducts the meeting of the Board of References, prepares materials for consideration, and reviews approved projects of the Board of References.

IV.  Board of References Meetings

15. The Board of References will carry out meetings as required at least once a year, as is assembled by the chairman of the Board of References.
Emergency meetings can be assembled if there are at least 1/3 of its members.

16.  The announcement of a meeting that states the date, place and agenda of the Board of References is announced by written message or by phone, no later than 15 days prior to the meeting.

17.  The meeting of the Board of References is considered competent, if more than half of his members or their authorized representatives attend.

18.  The decisions on the exclusive competency of the Board of References is accepted by the majority, which is three quarters of the vote of the members that are present at the meeting of the Board of References (or their authorized representatives).  All other questions, in regards to the decision of the Board of References, are accepted by the simple majority of votes of the members present at the meeting. CISDF’s representative votes only in the event of a tie of the vote.

19. At the time of a current issue, temporary and constant members of the Board of References have an equal vote and have one deciding voice.  When voting on long term issues regarding a Program or voting on the termination of temporary membership from the Board of References (item 13 of the present Rule),  the person under discussion does not have the right to vote.

20.  The Board of References, as a rule, makes decisions at their meetings. Acceptance of the decision in a place other than the meeting is also allowed. Thus allowing all members of the Board of References to vote, even if not present.  All members who were not present should put their opinions in writing. The Chairman of the Board of References, announces the results of the voting, within 10 days after the meeting.

21.  CISDF’s Chairman of the Board has the right to act as a consultant during the meeting of the Board of References.  However, he cannot participate in any vote of the Board of References.
Should a specific question need further explanation, the Chairman of the Board can invite a specialist to answer the particular question.

V. Rights and duties of the Board of References members

22.  The members of the Board of References carry out their activities as voluntary participants.

23. The members of the Board of References may:
(1)  Use CISDF’s name, and their reasons for participating in the Program, for advertising purposes;
(2)  Use CISDF’s assets to fulfill program requirements only if he is actively working on a Program and has the approval of the Chairman of the Board;
(3)  Receive compensation for costs incurred during a Program approved by the Chairman of the Board.

24. The members of the Board of References are obligated to:
(1)  Carry out all requirements and conditions established for them by CISDF and this Statement;
(2)  Use CISDF’s name with the approval of the Board of Reference;
(3)  Obligated to hand over assets of CISDF at the time of termination of the Board of References, given to them on the basis of item 23.2. of this Statement, if they are temporary members;
(4)  Keep all information learned during their duties as a member of the Board of References confidential.

25.  Each member of the Board of References is personally responsible for CISDF’s reputation.
 

 
 
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