STATUTE OF THE „EVRIKA“ FOUNDATION

Art. 1.(1) The Foundation is a non-governmental, non-religious and non-political non-profit organisation, a legal entity under Bulgarian law.

(2) The Foundation carries out activity for public benefit.

Art. 2.(1) The name of the Foundation is „EVRIKA“, written in Latin script as „EVRIKA“.

(2) The seat of the Foundation is in the city of Sofia. The address of the Foundation is Sofia 1000, 1 „P. Evtimiy“ Blvd., 2nd floor.

(3) The name of the Foundation, its seat, its management address and its registration details, including its BULSTAT number, are placed on all documents and publications of the Foundation.

Art. 3. The purpose of the Foundation is to encourage, assist and support the development of the natural-science and technical creativity and entrepreneurial initiative of young people by:

1. Assisting the younger generation in acquiring natural-science, technical and economic knowledge, skills and culture; supporting the education, specialisation, qualification and requalification of young people with marked abilities in the natural sciences, technology and management;

2. Stimulating youth scientific-technical research, inventive and other innovative activity;

3. Supporting the dissemination of natural-science, technical and economic knowledge and information;

4. Encouraging and supporting the economic initiatives (economic activity) of young people;

5. Supporting the construction and modernisation of the material base for natural-science and technical activity.

Art. 4.(1) With the income from its property and the funds provided to it for designated purposes, the Foundation:

1. Identifies and supports the development of young talents in the natural sciences, technology, technologies and management, by providing funds for scholarships, tuition fees and others;

2. Supports, financially and through consultations, the development and implementation of innovative ideas and projects, including high-risk ones, as well as the protection of youth inventions and other industrial-property objects in Bulgaria and abroad;

3. Provides financial assistance to youth professional-creative associations, educational institutions, specialised extracurricular units and scientific organisations for building or equipping laboratories, study rooms, technology centres and others for the needs of youth creativity;

4. Supports financially the organisation and conduct of olympiads, contests, competitions, exhibitions, schools, seminars, round tables, conferences and symposia;

5. Establishes awards;

6. Supports, materially and financially, the publication of specialised magazines, newspapers and reference books, of natural-science, popular-science, technical and economic literature, of radio and television broadcasts, and the writing of columns on natural-science, technical and economic topics aimed at young people;

7. Provides loans on favourable terms to young people and their companies to support economic initiatives related to the realisation of new products and production;

8. Finances scientific research by young scientists and their teams in the natural, technical and economic sciences;

9. Participates in the implementation of international educational, natural-science and technical programmes and projects, and supports international cooperation in the field of youth natural-science and technical creativity, innovation and entrepreneurship;

10. Provides assistance to scientific and educational institutions, as well as to non-profit organisations, in their activities related to the purpose of the Foundation;

11. Organises and finances research on the problems that are the object of its activity, as well as other activities related to the purposes of the Foundation.

(2) The activities and funds of the Foundation may not be used for political, ideological or religious purposes.

(3) The Foundation supports, in accordance with its purpose, young people and their teams and organisations regardless of their party, ethnic and religious affiliation, political and religious views and positions, provided that the assistance is not used for political and religious purposes.

(4) The procedure for carrying out the public-benefit activity, the selection of persons and the manner of their support are governed by the programmes of the Foundation.

Art. 5. The property of the Foundation is formed from the property provided upon its establishment, inheritances and donations without conditions or encumbrances and other contributions in favour of the Foundation, as well as the part of the income from them that is capitalised. The property constitutes a single fund and is calculated in leva.

Art. 6.(1) The activity of the Foundation is financed from the income from its property, from other income, and from contributions made for designated purposes.

(2) The property of the Foundation is invested in bank deposits, securities, commercial companies, real estate and in other appropriate ways. Investments must be secure and guarantee sufficient income to preserve and increase the property, taking account of inflation, and to finance activities in accordance with the purpose of the Foundation.

(3) To achieve its purpose and to preserve and increase its property, the Foundation may carry out transactions for the acquisition and disposal of immovable and movable property and property rights, securities, rights to inventions, trademarks, know-how, copyrights and other intellectual-property objects.

(4) The Foundation may establish commercial companies, participate as a founder or acquire participation in joint-stock, limited-liability and other commercial companies, invest abroad and in Bulgaria, open representative offices and participate in companies with local and foreign persons in Bulgaria and abroad in accordance with the procedure provided by law.

(5) The Foundation may not participate in general partnerships or as an unlimited-liability partner (shareholder) in limited partnerships (limited partnerships with shares).

(6) The Foundation may not conclude investment transactions with persons from its management bodies, or with legal entities in which those persons are managers or can impose or impede decision-making, unless the transactions are of obvious benefit to the Foundation and are approved by 2/3 of all members of the Executive Bureau.

Art. 7. The Foundation may carry out additional economic activity with the following subject: educational and consulting services, information and publishing activity.

Art. 8.(1) All Bulgarian and foreign legal and natural persons may make donations, bequests and other contributions in favour of the Foundation. Contributions may be made unconditionally or with a condition for use in a particular way, in accordance with the purpose of the Foundation. Contributions made unconditionally are added to the property of the Foundation. The Foundation may also accept contributions with conditions unrelated to its purpose, where the conditions are lawful, aimed at achieving public-benefit purposes, and do not contradict paras. 2 and 3 of Art. 4.

(2) Where a donor wishes the donation to establish an award, scholarship, specialised financial fund and the like, they may request that it bear their name or another name determined by the donor.

(3) The subject of a donation, bequest or contribution may be money, movable and immovable property, works of art, research and technological products and others, which are entered in a special register.

Art. 9.(1) The management bodies of the Foundation are: the Council of the Foundation, the Chairman of the Council of the Foundation, the Executive Bureau and the Executive Director.

(2) By decision of the Council of the Foundation, auxiliary bodies — scientific and expert councils, competition committees, an international council and others — may be formed according to need.

Art. 10.(1) The Council of the Foundation is its supreme body and consists of the donors, natural and legal persons, who have made unconditional contributions worth more than 10 per cent of the Foundation's own funds and have declared their will to participate.

(2) Executors of bequests in favour of the Foundation may also participate in the Council of the Foundation, where the bequest is not under encumbrance and is worth more than 10 per cent of the Foundation's own funds and they have declared their will. If the testator has not appointed an executor of the bequest, one of the testator's legal heirs, designated by them, may participate in the Council of the Foundation.

(3) Members of the Council of the Foundation by right are: the heads of the Ministry of Education and Science, the Ministry of Youth and Sports, and the Patent Office of the Republic of Bulgaria.

(4) The Council of the Foundation elects as its members, for a term of up to 5 years, figures of science and technology, prominent public figures, representatives of the business community and of youth organisations. The election and release of new members under this paragraph is carried out by secret ballot. A qualified majority of two-thirds of those participating in the vote is required.

(5) Members leave the Council of the Foundation upon losing the qualities provided for in this statute, upon absence from three consecutive meetings, or at their own request with one month's notice.

(6) Legal entities are represented by their legal representatives or by persons authorised by them in writing.

Art. 11.(1) The Council of the Foundation is convened in regular session at least once a year.

(2) A regular session of the Council of the Foundation is convened by its Chairman, and an extraordinary session may be convened by him at the request of the Executive Bureau of the Foundation or at the request of one-third of the members of the Council.

(3) The invitation to a session of the Council of the Foundation must contain the agenda, the manner of access to the prepared materials, the time, place and date of the session, and on whose initiative it is convened. The invitation is published in the State Gazette at least one month before the appointed day.

(4) Sessions of the Council of the Foundation are considered valid when the procedure of the preceding two paragraphs has been observed and when at least two-thirds of the members of the Council under para. 5 of Art. 10 are present. If fewer than two-thirds of the members under para. 5 of Art. 10 appear, the session is postponed for one hour later with the same agenda and at the same place, and is considered lawful regardless of how many members appear.

Art. 12.(1) The Council of the Foundation:

1. Determines the main directions and priorities in the activity of the Foundation, adopts programmes, long-term plans and individual significant projects in view of its purpose;

2. Amends and supplements the statute of the Foundation;

3. Adopts rules for the activity of the Foundation;

4. Elects, by secret ballot, the members of the Executive Bureau and determines their remuneration annually;

5. Elects, by secret ballot and for a term of up to 5 years, the Chairman of the Council of the Foundation, his deputies, an executive director and programme directors. The Council of the Foundation may also elect an honorary chairman.

6. Approves the annual financial statement and the report of the Executive Bureau, decides to release its members from liability, and adopts the budget of the Foundation for the next financial year;

7. Decides on organising and participating the Foundation in significant public events related to its purpose;

8. Discusses the state of the property and forms the investment policy of the Foundation;

9. Decides what part of the income from the property is to be capitalised, which may not be less than 10 per cent and not more than 50 per cent of the income.

10. Takes decisions to terminate the Foundation.

11. Resolves other matters provided for in the statute.

(2) Decisions of the Council of the Foundation are taken by ordinary majority of those present, except in the cases where the law or this statute requires a qualified majority.

Art. 13. The Chairman of the Council of the Foundation:

1. Convenes the regular and extraordinary sessions of the Council of the Foundation;

2. Chairs the sessions of the Council of the Foundation and has a casting vote in the event of a tie;

3. Concludes the contract with the Executive Director of the Foundation.

Art. 14.(1) The Executive Bureau of the Foundation consists of 5 to 9 members, including the Executive Director and programme directors, elected by the Council of the Foundation for a term of up to 5 years. The Executive Director and the programme directors may not outnumber the remaining members of the Executive Bureau.

(2) A person may not be a member of the Executive Bureau who: has been convicted of an intentional offence of a general nature, even if rehabilitated; has no right to hold an accountable position; is under trial or investigation for an intentional offence of a general nature; was a member of the management of an economic organisation terminated due to insolvency within the past two years, if creditors remained unsatisfied; is a relative in direct or collateral line up to the 4th degree inclusive, or a spouse, of another member of the Executive Bureau; or is an employee of a commercial company controlled by the Foundation.

(3) The Executive Bureau meets at least once every two months. It is convened and led by the Executive Director.

(4) Sessions of the Executive Bureau are held if at least 2/3 of its members are present, and decisions are taken by ordinary majority of all members.

(5) The Executive Bureau:

1. Organises the implementation of the decisions of the Council of the Foundation;

2. Plans the income from the property of the Foundation and proposes to the Council of the Foundation what part of it should be capitalised in view of preserving and increasing the property of the Foundation;

3. Manages the investments of the Foundation in securities, real estate, equity participations, bank deposits and the like;

4. Takes decisions on the conduct of transactions disposing of property of the Foundation;

5. Takes decisions on the appropriate expenditure of the funds provided for the non-profit purpose of the Foundation within the budget and in accordance with the programmes, long-term plans and projects approved by the Council of the Foundation;

6. Resolves other matters assigned to it by the Council of the Foundation, as well as those that are not within the exclusive competence of the other management bodies.

Art. 15. The Executive Director:

1. Organises the implementation of the decisions of the Council of the Foundation and the Executive Bureau.

2. Organises the activity of the Foundation, exercises its operational management, ensures the stewardship and protection of its property;

3. Concludes contracts with the employees of the Foundation;

4. Disposes of the funds for organisation and management in accordance with the budget approved by the Council of the Foundation;

5. Represents the Foundation in Bulgaria and abroad and performs the functions assigned to him by a normative act, by the Council of the Foundation or by the Executive Bureau. When a transaction is carried out exceeding 10 per cent of the Foundation's own funds according to its balance sheet for the previous year, the dispositive actions are carried out by the Executive Director together with one of the programme directors.

Art. 16. A non-profit legal entity carrying out public-benefit activity is obliged to keep books of the minutes of the meetings of its collective bodies. The person chairing the meeting of the collective body and the person who prepared the minutes certify and are responsible for the accuracy of their content.

Art. 17. The annual activity report, the financial statement and the budget for the following year of the Foundation are submitted to the Central Register and published in summary form.

Art. 18. In the event that, due to changes in legislation or other conditions in the country, any of the provisions of this statute proves invalid, becomes unenforceable, meaningless or hinders the achievement of the purpose and the normal conduct of the activity of the Foundation, amendments and supplements to this statute are made by the Council of the Foundation by a qualified majority of three-quarters of those present at the session.

/ amended 2004 /

Art. 1. The members of the Council of the Foundation representing persons under the repealed para. 4 of Art. 10 of this Statute retain the status of members of the Council of the Foundation for a period of two years from the entry of this change. After the expiry of this period, they may be elected for a new term under the procedure of the current para. 4 of Art. 10 (in the wording following the 2004 amendments).

§1. The Foundation is not limited by a term or other condition terminating its activity.

§2. For the purposes of this statute, „young people“ are those who have not reached the age of 35 on the day of submitting their project to the Foundation.

§3. The Foundation has no branches.

§4. This statute was adopted on 21.02.1990 upon the establishment of the Foundation and reflects all amendments and supplements made on: 22.02.1993, 14.09.1993, 26.08.1998, 15.03.2001 and 25.03.2004.