Development of regulations of public organizations

internal regulations of non-governmental organizations

It is no exaggeration to say that the adoption of the new Law of Ukraine "On Public Associations" No. 4572-VI dated 22.03.2012, which came into force on January 1 last year, opened a new European path for the development of the social movement in Ukraine. The most important novelties are the removal of restrictions on geographical status, the ability to advocate for the interests of not only its members, to better realize its statutory goals - to involve any legal entities and individuals who support such goals and to establish their own enterprises, to be separated by name from state institutions and organizations, etc.

The expiration of the old Law of Ukraine "On Citizens' Associations," the very title of which indicated a selective approach to the possibility of engaging in civic activities only for Ukrainian citizens, marked a fundamental departure from the post-Soviet perception of the civic movement. After all, a huge number of civic organizations existed only on paper, as "closed clubs" of interest for their owners, their activities were only proclaimed "public", and in practice, under loud, often duplicating certain state structures - such as "anti-corruption committee" or "environmental association" - names, opaque schemes of distribution of funds were safely hidden in the shadows. Many of these structures had exclusive rights to humanitarian support from abroad, which was also not always distributed for its intended purpose. Of course, such activities caused sharp dissatisfaction on the part of public opinion and sometimes even led to appeals to law enforcement agencies.  

One of the most important and attractive principles in the creation of public organizations under the new law is the abolition of state control over statutory activities and the right to dispose of profits from the activities of enterprises established by such organizations (part 2 of Article 83, Article 85 of the CCU). Information on the business activities of NGOs is included in the Register of Public Associations and the Register of Non-Profit Organizations.

However, this is not enough - given the preferential nature of taxation of CSOs and their enterprises, such activities attract too much attention from the controlling services, and transparency and openness are declared by law as fundamental principles when they are created.

Therefore, the Charter of an NGO always needs to be specified with regard to the specifics of your organization. A very important note is made by the Registration Service on its official website: while the Model Charter can be used for the activities of a company, only general recommendations for drafting a charter are offered for an NGO - no restrictions or unification in the field of free expression of the will of a public initiative are inappropriate by law.

The charter of a non-governmental organization must contain:

• its name, defined in the decision of the constituent congress (conference) or general meeting, indicating the organizational and legal form (public - organization or union), and it should not contain the words "state" or "communal" and derivatives
• goals and objectives;
• conditions and procedure for admission and dismissal;
• rights and obligations of members (participants);
• the procedure for the establishment and operation of statutory bodies, local branches and their powers;
• sources of receipt and procedure for the use of funds and other property, reporting, control, economic and other commercial activities;
• the procedure for amending and supplementing the charter;
• the procedure for termination of activities and resolution of property issues related to its liquidation.

In general, the Charter cannot contradict the legislation of Ukraine, but it may also contain additional clauses on the practical nuances of creation and operation - it is difficult to imagine a greater variety of topics and goals than a social movement in the country can cover.

But the Statute is a basic document, like a passport for a person. To specify the very process of establishing and operating an organization, you need to develop regulations to support almost every clause of your Charter to regulate certain issues of activity: these may include regulations on membership, payment of membership fees, confidential information, and, most importantly, of course, the powers of the governing bodies of the NGO.

The publicity of an NGO implies free access of all members (participants) to information about its activities, and therefore compliance with all norms for the organization of real democracy and self-government by developing regulations and familiarizing all members of the organization with them seems to be the only justified way to ensure the normal implementation of its statutory goals and objectives. This point is especially important in the light of the analysis of negative experience, even before criminal proceedings, of the activities of such organizations in the past, because the lack of material interest (members (participants) of an NGO are not entitled to a share of property and are not liable for its obligations, and the income or property (assets) of an NGO cannot be used for the benefit of any individual member (participant), except for salaries and contributions to social needs) places high demands on the moral status and responsibility of the founders to the public.

Regulation on involvement of other persons in the activities of an NGO

• This provision defines the procedure for interaction between an NGO and individuals who are not its members, associates, and legal entities.  Legal entities of all forms of ownership are involved on the principles of voluntariness, transparency, openness, publicity, legality and publicity to fulfill their statutory goals and objectives. An NGO that is a legal entity may be a party to labor and civil law relations, acquire property and non-property rights in accordance with the law.

Regulations on membership of a non-governmental organization

• The Regulations on membership in an NGO are developed in accordance with the Charter, the Law of Ukraine "On Public Associations" and other acts of current legislation and determine the procedure for acquiring and terminating membership in the organization, the rights and obligations of members, and the procedure for their registration. Members of an NGO may be citizens of Ukraine, foreigners and stateless persons who are legally residing in Ukraine, have reached the age of 18 (14 years for youth and children's organizations), actively contribute to the fulfillment of the statutory tasks and have expressed a desire to be a member. Membership in an NGO is voluntary, fixed and is confirmed by an entry in the register of members of the organization maintained by the NGO Board. Members of an NGO have the right to receive legal and social protection, methodological and organizational assistance in implementing projects, and to make proposals on the areas of activity. Associate members of an NGO have the same obligations as its members, except for the obligation to pay membership fees.

Regulations on membership fees 

• These Regulations define the amount and procedure for payment of entrance fees, monthly membership fees and other fees by members of an NGO. Contributions to an NGO may be entrance fees, monthly membership fees, charitable, targeted and other. Honorary members of an NGO do not pay membership and entrance fees.

Regulations on confidential information

• This is a very important Regulation, as it is developed to ensure information and other types of security of an NGO, establishes general rules on the data that constitute confidential information and the conditions for their protection, as well as liability for violation of the requirements. Confidential information is organizational, financial, personal information about the CSO, its members and any other information to which access is restricted by the CSO. Confidential information may include information that has actual or potential value due to its unknown to third parties. Disclosure of confidential information is its disclosure, transfer in oral, written, electronic or any other form to any person.

It is forbidden to use confidential information of the CSO for other types of activities, except for the statutory purposes of the CSO, if it may cause losses or otherwise harm the organization.

Regulations on the Board of the CSO

• The Regulation defines the status, composition, powers of the CSO Board, the procedure for electing and working of its members, organization of its work and interaction with the governing bodies, members of the CSO and other guidelines for its work. The Board of the CSO is a collegial permanent governing body of the CSO that manages its current activities in the period between convenings of the general meeting. In its activities, the Board of the NGO is accountable to the general meeting, elected and dismissed by it. The Board is chaired by the Head of the NGO, whose election and dismissal procedure is established by a separate Regulation and the NGO's Charter.

Regulations on the general meeting of an NGO

• The Regulations define the status, composition, procedure for convening and holding, powers, responsibilities of the general meeting of the NGO and other guidelines for its work. The general meeting of the NGO is the supreme governing body of the NGO and elects the Head of the NGO in accordance with the procedure established by its Charter. The general meeting is convened whenever necessary, but, as a rule, at least once a year. It is they who adopt the Charter, make changes and additions to it, decide on reorganization or liquidation, elect and recall the Board, the Audit Committee and the Head of the NGO.

Regulations on the Head of the CSO

• The Regulation defines the status, powers of the Chairperson of the CSO, the procedure for election, organization of work and interaction with governing bodies, its members and other governing principles of work. The Chairperson of the CSO is the sole executive governing body of the CSO, who chairs its Board, and carries out day-to-day management of activities in the period between convenings of the general meeting. The head of an NGO is accountable and controlled in his/her activities by the general meeting, elected and dismissed by it. The chairman of the CSO acts on behalf of the organization without a power of attorney on all issues within his/her authority, represents the CSO in its relations with other public organizations, including international and state bodies, organizations and institutions.

Regulations on the Audit Committee of a CSO

• The Regulation defines the status, composition, powers of the Audit Commission, the procedure for electing and working of its members, organization of its work and interaction with governing bodies, members of the CSO and other guidelines for its work.The Audit Commission of the CSO is a collegial controlling management body of the organization, accountable to the general meeting of the CSO, which is provided with the materials of its audits (estimates, expenses, other financial and personnel reports, etc.). The Audit Commission conducts an audit of the activities of the Board of the NGO and its Head only by the decision of the general meeting.

The statutory objectives of your organization may require the development of other provisions, or the name of the governing bodies may be different - for example, not the Board, but the Directorate, not the General Meeting, but the Conference, etc. - but in any case, the availability of provisions will not only greatly facilitate the daily work of the NGO, but will also become an indispensable tool in resolving sometimes arising disputes of both internal (members and governing bodies) and external (business partners, controlling entities, courts, etc.) nature. We wish you to have as few such issues as possible and suggest that you take advantage of our assistance in drafting your charter provisions so that the activities of the established NGO will best meet your interests and the interests of society as a whole.

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