Foundation Charter

Chapter I.

General provisions
§ 1

  1. “Spiritus Loci” foundation hereinafter referred to as Foundation operates on the gounds of Foundation Act from 6th of April 1984 and on decisions of the present charter.
  2. The Foundation has been established by the notarial act prepared by notary Adam Rogala in his Notary’s Office in Krakow on Zwierzyniecka 22/3 street.
  3. The Foundation accomplishes its goals in compliance to the basic interests of the Republic of Poland, to the binding law and most notably, to the foundations act and present charter.

§ 2

  1. The registered office of the Foundation is located in: The City of Krakow.
  2. The time of existence of the Foundation remains unidentified.
  3. The company’s activity is conducted on premises of the Republic of Poland.
  4. For appropriate accomplishment of statutory purposes, the Foundation can operate domestically as well as outside the country.
  5. The Foundation can carry on economic activity within its purposes realization, in compliance with provisions of the 4th paragraph of present charter.
  6. The Foundation can create new branches domestically.

§ 3

  1. Once the foundation is registered it has a juridical personality.
  2. The supervision role over the foundation is carried out by Minister of Culture and National Heritage.

§ 4

The foundation uses a stamp with the foundation identification data.

Chapter II

Foundation’s Goals and Scope of Activity
§ 5

Foundation’s Goals:
1) Civil society development and an active citizenship consolidation at the local, regional, national and European levels.
2) Education in historical aspect.
3) Development and promotion of historical knowledge of the crucial places and tourist attractions located on the territory of Małopolskie Voivodeship.
4) Development and popularization of historical places located on the territory of Małopolskie Voivodeship, through the promotion of tourism in Małopolskie Voivodeship abroad.
6) Creating and promotion of a positive and attractive image of Małopolskie Voivodeship and of its tourist attractions on national and foreign tourism market.
7) Development of visitor centres in Małopolskie Voivodeship and about Małopolskie Voivodeship.
8) Development of local tourism, educational and cultural activity associated with Małopolskie Voivodeship.

§ 6

  1. The Foundation reaches the set goals, subject to provisions of current charter, by:
    a) tourism and sightseeing activity, organization of tours and events aiming at widening of knowledge of the crucial tourist points in Małopolskie Voivodeship, notably of Auschwitz-Birkenau Memorial and Museum in Oświęcim and Salt Mine in Wieliczka;
    b) charitable work;
    c) activity in the interest of supporting and popularization of national tradition, cherishing Polish character and developing national, civil and cultural awareness.
    d) activity aimed at integration of the foreigners;
    e) activity aimed at European integration and developing contacts and societies collaboration;
    f) activity aimed at promotion of the Republic of Poland abroad;
    g) activity aimed at national and ethnic minority as well as at regional language;
    h) activity aimed at culture and art development, cultural heritage protection;
    i) activity aimed at different non-governmental organisations;
    j) activity aimed at integration and business/social reintegration of people at risk of social isolation;
  2. The activity indicated in the 1st act, can be conducted unpaid or for a fee, within the meaning of the act of public utility and voluntary service activity from 24 th of April 2003.
  3. The Foundation conducts activity indicated in the 1st act in favour of general public and it vote a budget surplus for conducted public benefit activity.

§ 7

  1. To achieve the set goals, the Foundation can support an activity of other people, in particular of legal persons or institutions identical with its aims.

Chapter III

Foundation Assets

The Foundation’s assets include the initial fund of 1,000 PLN (in words one thousand zloty)


  1. The Foundation assets comprises:
    a) donations, endowments and grants, inheritance, bequests of natural persons, national, foreign or international persons,
    b) income on movable and fixed assets of the Foundation,
    c) takings from public collections conducted on the grounds of permits of competent administration authority,
    d) interest on deposits,
    e) interest on capital investments, bonds issued in Poland in accordance with legislation in force or I virtue of possession of financial credit instruments,
    f) income on current activity of the Foundation
  2. Donations, endowments, inheritance and bequests can be assigned for satisfaction of the Foundation, only if the donor does not specify the donation’s aim.
  3. It shall be prohibited to:
    a) lend or secure financial commitments with the Foundation assets in relation to its members, members of organs or employees and persons who are spouses, in conjugal community, lineal consanguinity or affinity, collateral consanguinity or affinity and related on account of adoption, guardianship, supervision hereinafter referred to as “relatives” of the Foundation members, members of organs and employees,
    b) transfer Foundation’s assets for the benefit of its members, members of organs or employees and their relatives under different rules than in relation to the third party, in particular, if the transfer is made free of charge on preferential terms,
    c) operate the Foundation assets for the benefit of the members, members of organs or employees and their relatives under different rules than in relation to the third party, unless the operation is a direct consequence of the statutory purpose,
    d) purchase commodities or services form entities that involve the Foundation’s members, members of organs or employees and their relatives under different rules than in relation to the third party or at higher prices than market rates.
  4. In case of the Foundation appointment to inheritance, executive board shall make a statement of acceptance of the inheritance with benefit of the inventory and only if active state of inheritance apparently exceeds inherited debt. on making the statement.
  5. All revenue of the Foundation shall be assigned only for statutory activity, whereby incomes on donations, endowments and grants, inheritance, bequests may be used to achieve all objectives of the Foundation, providing that the donors do not decide otherwise.
  6. All of the Foundation’s income shall be used for achieving statutory purposes.
  7. The Foundation shall respond to its obligations with its own assets.
  8. The Foundation may receive cash payments with a value equal to or greater than 10 000 euro, also by more than one operation within the meaning of Law of 1 st March 2018 on prevention on money laundering or terrorist financing.
  9. Transactions reffer to on art. 8 carried out by cashless payments within the meaning of art. 63, act 3 Banking Law of 29 August 1997.

Chapter IV

Foundation’s Business Activity

  1. The Foundation’s business activity shall be only ancillary to public benefit activity and only to achieve its statutory purposes.
  2. Conduct of business rules shall be determined by the Founder through a modification of provisions of current chapter of charter.

Chapter V

The Foundation Bodies are:

  1. Foundation Management hereinafter referred to as “Executive Board”.
  2. The Founder.

The Executive Board

  1. The Executive Board shall consist of 2 to 5 persons, including the President of the Board, and shall be elected by the Founders. The term is 5 years.
  2. In case of a single-person executive board, a member of the executive board shall simultaneously act as a chairman.
  3. A membership of the executive board can last for more than one term.
  4. An Executive Board membership shall be terminated in case of:
    a) submitting a member of the Executive Board a resignation in writing to the President of the Board, in case of the President, he shall submit his resignation to the Founder.
    b) forfeit of civil rights for a crime committed of willful misconduct.
    a passing of member of the Executive Board.
    c) dismissal by the Sponsor, in any manner and on any terms and conditions set out in the paragraph 5.
  5. The Executive Board in whole or its individual members can be recalled by the Founder at any time, without giving a reason.
  6. Members of the Executive Board may remain in an employment relation, although the size of their remuneration is determined by the Founder.


  1. The Executive Board manages the Foundation’s activity and represents it in external contacts.
  2. The competencies of the Board include in particular:
    a) managing the Foundation’s activity
    b) pursuing statutory purposes;
    c) drawing up the Foundation’s financial plans and financial balance sheets;
    d) managing the Foundation’s assets
    e) representing the Foundation in external contacts;
    f) employing staff and establishing their remuneration;
    g) making the Foundation’s activity reports;
    h) accepting donations, legacies, and bequests;
    i) making decisions on entering into a partnerships or foundations;
    j) requesting in re changes in the Charter, the Foundation’s liquidation or a merger with another foundation;
    k) adopting regulations;


  1. Meetings of the Executive Board shall be held whenever necessary, but at least once a quarter.
  2. Meetings of the Executive Board shall be convened by the Board President by sending an information about its date by an email.
  3. All members of the Executive Board shall be informed about the Meetings.
  4. The Executive Board shall make decisions by way of resolutions- by a simple majority; in the event of a tie, Board President shall have the casting vote.

The Founder

  1. The competencies of the Board include in particular:
    a) marking out main course of action of the Foundation,
    b) appointment and dismissal of the Members of the Executive Board,
    c) appointment of business address of the Foundation,
    d) taking decision on Foundation liquidation,
    e) taking decision on modification of the articles.

Chapter VI

Foundation’s representation

  1. Two members of the Foundation Management Board or the President may express the Foundation’s statement of will on all matters.

Chapter VII

Final Provisions

  1. Changes in the Foundation’s statute shall be made by the Founder.


  1. The Foundation can merge with another foundation to achieve its objectives efficiently.
  2. Merge with another foundation shall not take place if, as a result of a merge, the Foundation’s objective may have changed.
  3. In the subject matter of a merge with another foundation, the decision shall be made by the Executive Board in agreement with President of the Board.