Statute of BASA

Adopted at the Constituent Assembly of BASA on 13.09.2004, as amended and supplemented at the General Meeting of BASA in 2011, 2013 and 2016.
Art. 1. Status
(1) The association is a legal entity separate from its members established pursuant to Non-profit Legal Entities Act, Statute and the Decision of the Constituent Assembly. Bulgarian Academy of Sciences and Arts / BASA / hereinafter referred to as the Academy is a non-governmental organization(NGO) and independent civil scientific institute. It is successor and continuer of the work of the Bulgarian Academy of Sciences and Arts closed in 1947.
Art. 2. Name
(1) The name of the association is "Bulgarian Academy of Sciences and Arts".
(2) The name of the Academy, together with an indication of registered office, the address, the court, where the association is registered and the court registration number and BULSTAT, shall be specified in all correspondence of the association.
(3) The name of the branches of the Academy is formed as to its name is added the word "branch" and the place where the headquarters of the branch is.
(4) The Attributes of the Academy are: a round seal with a circular peripheral inscription "Bulgarian Academy of Sciences and Arts" in Bulgarian and English, and in the middle is the emblem of the Academy - a burning torch, lyre, open book and a laurel wreath.
(5) Ceremonial robes: for the Academic (Governing) Council togas are black with red collars and gold scarves, white - for academics, green - for corresponding members, red - for members observers, violet - for honorary members.
(6) Hymn of the Academy is the song "Go revived nation" text by Stoyan Mihaylovski, Music - Lyubomir Pipkov.
(7) The celebration of the Academy is November 1 "Day of National Awakeners ".
Art. 3. Seat and Head office address
The registered head office and the address of the Academy is: Sofia, 1303, 146, Slivnitsa blvd., ent. B, 1st floor, ap. 2.
Art. 4. Term
The Academy is not limited by time or other termination clause.
Art. 5. Structure
(1). The Academy operates in public interest, by bringing together scientists and cultural activists for the development and dissemination of science and art in Bulgaria and outside its borders.
(2). The structure of the Academy includes three sections:
1. Department of Science, composed of Scientific centers, Scientific
institutes and their sections;
2. Department of Arts, composed of Creative centers, Creative institutes and their sections;
3. Department of representatives of civil society and the statehood, which includes:
- Honorary members (doctor honoris causa and honorary members in three degrees;
- Member benefactors (in three degrees);
- Collective members of the Academy - public organizations.
Art. 6. Purpose
(1) The purpose of the Academy is to promote the unification of the Bulgarian national elite in all fields of science, arts and public figures.
(2) To work with all its scientific and cultural potential to protect national idea for the realization of national ideals and protection of national interests.
(3) To work for the realization of the unity of the Bulgarian nation around the world.
(4) To make efforts to protect the Bulgarian language and culture, learning the Bulgarian nature, life, literature, Bulgarian history, the development of the Bulgarian fine arts and music, Bulgarian material culture, Bulgarian law, economy and technology.
(5) To perform research in the sciences and organize art events
(6) In order to achieve its goals the Academy:
- Involve in its activities eminent scholars and cultural activists;
- Organize scientific and cultural teams on a functional basis and assist in their work in developing national and international projects;
- Organize national and international scientific and cultural events to promote spiritual and material creativity of the Bulgarians in the past and today;
- Liaise and cooperate with similar organizations abroad.
Art. 7. Property
(1) The property of the Academy consists of:
- Funds from membership dues.
- Donations of individuals and legal entities paid into the Fund "BASA".
- Income from business activity related to the main objectives of the Academy.
(2) Membership dues is determined by the General Assembly and paid by the members of the Academy every month until the tenth day of the month following the month to which it relates
(3) Members of the Academy, who for 2 / two / calendar years do not pay membership dues are considered to be self-excluded from BASA.
(4) Members of the Academy can provide funds in the form of a loan or real estate or individually determined movable property rental. The interest rate on loans or rents under paragraph 3 shall be determined by the General Assembly.
(5) The Academy represented by the Academic Council may receive donations from individuals and legal entities and to conclude contracts for sponsorship.
Art. 8. Scope
Members of the Academy are selected between Bulgarian scientists, writers and artists, artists who have distinguished themselves with significant works of scientific or artistic value. The procedure for the election of members of the Academy shall be defined in Regulations under the Statute of the Academy.
Art. 9. Types of membership
(1) Membership in the Academy is voluntary.
(2) The types of personal members of the Academy are:
- Academics;
- Corresponding members;
- Member observers;
- Honorary members;
- Member benefactors;
- Foreign members.
(1) The election of new members of BASA is conducted at the Academic Council upon a Commission proposal on nominations. The ceremony of announcing the new members of BASA becomes at the General Meeting.
(2) The right to participate in elections for members of the Academic Council and members of the Supervisory Board have:
- Academics;
- Corresponding members;
- Member observers;
- Honorary members.
Art. 10. Rights
(1) Each academician, corresponding member, member observer and honorary member is entitled to:
- Participate in the activities of the association and in the work of the General Assembly;
- Vote for the election of governing bodies of the Academy;
- Be elected to its governing bodies;
- Supervise the work of the management bodies of Academy;
- Be informed of the activities of the association;
- Use property and results of operations of the Academy;
- Participate in the development of scientific and cultural projects as well as scientific and creative meetings of the Academy.
(2) Each member benefactor and foreign member has the right:
- To participate in the discussion of all matters relating to the activities of the Academy in the General Assembly;
- To participate in development of scientific and cultural projects as well as in scientific and creative meetings of the Academy.
Art. 11. Obligations
(1). Each member of the Academy is obliged:
1. to pay monthly membership fee;
2. to comply with the Statute of the Academy and work to achieve its objectives;
3. to work to increase the assets of the Academy and promote its public authority;
4. to take an active part in the meetings of the branches and the GA of the Academy and to make contributions according to their specialty in scientific work of the Academy;
(2) Each newly elected academician and corresponding member shall read an "Academic speech" before the General Assembly after their election as a member of the Academy.
Art. 12. Enforcement of rights and obligations
(1). The rights and obligations of the members shall not be transferred to other persons in the event of death or termination of membership.
(2). Exercise of membership rights may be granted to another person, member of the Academy, by proxy with notarized power of attorney.
Art. 13 Procurement of membership
Academy members may be personal and collective.
(1) The acquisition of membership happens after submission of the documents required before the Nomination Commission.
(2) The technology of adoption is governed by Regulations on implementation of statute.
(3) Members shall be adopted by the Academic Council by open vote and a simple majority.
Art. 14. Procedure for obtaining membership
(1) The candidates for members of the Academy shall submit a written application with the necessary documents to the Secretariat of the Academy who submits them to the Nomination Commission.
(2) The Nomination Commission shall consider the documents, approve the applicants, determine their academic title according to the criteria adopted and propose them to the Academic Council.
(3) The Academic Council elects new members of the Academy with their respective titles.
(4) The Chairman of BASA handed diplomas to the newly elected members on an official ceremony of the General Assembly.
Art. 15. Membership Termination
(1) Membership shall be terminated:
- by an unilateral statement to the Academy;
- in the occasion of death or judicial disability;
-by exclusion upon breach of the moral and ethical standards of members of the Academy;
- upon dissolution of the Academy.
(2) Upon termination of membership, the property relations between the former member or his successors and the Academy are settled after the acceptance of the annual financial report by the General Assembly.
(3) In the case of outstanding obligations of the former member to the Association is carried out deduction of his receivables from the Academy.
(4) The exclusion decision is taken by the Academic Council of the Academy in presence of fault which makes a further membership incompatible. The decision can be appealed before the General Assembly.
(5) Cancellation of membership occurs when there is a systematic non-payment of dues and non-participation in the activities of the Association. Cancellation shall be established by the Academic Council on the basis of documents and with due decision by which membership is terminated.
Art. 16. Economic activity
(1) Academy carries on business through business organizations (Ltd.), registered under commercial law and related to its core business activities:
- Selling created by the Academy or its members scientific papers and products resulting from its main activity;
- Selling created by the Academy or its members patents and artwork;
- Consulting activities;
- Educational activities;
- Development of research projects;
- Concert and theater productions;
- Publishing activity.
(2). The economic activity is subject to the terms and conditions set by the Commerce Act, the accounting and tax laws.
(3) The control over the economic activity carried out is assigned to the Supervisory Board of the Academy.
In case of losses according to the annual balance sheet the General Assembly may decide on their coverage through additional contributions from members of the Academy. The decision is taken by a 3/4 majority vote of all association members.
Art. 18. Types of bodies of governance
The governing bodies of the Academy are:
1. The General Assembly;
2. Academic Council;
3. Chairman of BASA;
4. Management Board;
5. Supervisory Board;
6. Academic Board.
Art. 19. General Assembly
(1) In the General Assembly participate all members of the Academy (academicians, corresponding members, honorary members, member observers, member benefactors and foreign members).
(2 BASA members participate in the General Assembly in person or by a notary authorized proxy.
Art. 20. Representation in the General Assembly
(1) The power of attorney of the representatives shall be issued explicitly to participate in the General Assembly, as may be issued for a limited or unlimited number of meetings of the Assembly.
(2) The proxies are not allowed to reauthorize with their rights third parties.
(3) A proxy shall not represent more than one member of the General Assembly.
Art. 21. Competence of the General Assembly
The General Assembly has the following rights:
(1) Amends and supplements the statute of the Academy;
(2) Adopt Regulations of Organization and Procedure of the Academy and other internal acts;
(3) Convert and terminate the existence of the Academy;
(4) Elect and dismiss the members of the Academic Council and the Supervisory Board;
(5) Approve the annual financial statements;
(6) Appoint liquidators upon termination of the Academy, except in
case of bankruptcy;
(7) Consider appeals against decisions of the Academic Council for termination of membership;
(8) Decide on the opening and closing of branches of the Academy in other cities;
(9) Decide on the participation in other organizations;
(10) Adopt guidelines and programs for the activity of the Academy;
(11) Approve the budget of the Academy;
(12) Make decisions regarding collectability and membership fees;
(13) Accept Report of the Academic Council;
(14) Cancel decisions of the AC when contravene the law and the Statute of the Academy;
(15) Relieves the members of the Academic Council;
(16) Approve the decisions of the branches of BASA;
(17) The members of the General Assembly are entitled to awareness
the decisions of the Academic Council.
Art. 22. Implementation of General Assembly
(1) The General Assembly of the Academy is held twice a year – spring and autumn sessions.
Art. 23. Convening of the General Assembly
(1) The General Assembly is convened by the Academic Council. It may be convened at the request of one third of the members of the association.
(2) If within one month of the request for convening the General Assembly, the Academic Council does not send a written notice convening a General Assembly, it shall be convened by the court at the headquarters of the Academy on the written request of the concerned members or a person authorized by them.
(3) Meeting shall be convened by notice published in the "Official Gazette" and placed on the notice board in the building where the headquarters of the Academy is.
(4) The invitation contains the agenda of issues for discussion, date, time and place for of the General Assembly session and on whose initiative the meeting is convened.
(5) The time of publication of the notice to the opening of the General Assembly shall not be less than 30 days.
Art. 24. Right to information
(1) The written materials, related to the agenda of the General Assembly shall be made available to members at the headquarters of the Academy no later than the date of publication or sending the invitation for convening the General Assembly.
(2) Upon request written materials are presented to each regular member free.
Art. 25. List of participants
(1) At session of the General Assembly is drawn up a list of the members presented or their representatives.
(2) Members and representatives certify their presence by signing and shall identify themselves by their membership card.
(3) The list shall be certified by the Chairman and Secretary of the General Assembly.
Art. 26. The right to vote
Members of BASA are entitled to vote when solving all the problems which relate to the activities of BASA.
Art. 27. Conflict of interests
Member or representative shall not vote on:
(1) Claims against him;
(2) Take action or refusal to act to realize his liability to the association;
(3) When dealing with issues referring to him, his wife or lineal relatives - without limitation, lateral line - up to the fourth degree or by marriage - to second degree.
Art. 28. Meetings
(1) The meetings of the General Assembly are held upon regular quorum and simple majority.
(2) For lack of quorum the Academic Council scheduled another meeting an hour later at the same place with the same agenda regardless the number of members.
Art. 29. Decisions
(1) The General Assembly may make decisions on matters that have not been published in the invitation, unless all members are present or represented at the meeting and no one objects to issues to be discussed.
(2) The General Assembly decisions shall enter into force immediately, unless their effect is delayed or if according to the law they enter into force after promulgation.
Art. 30. Protocol
(1) At session of the General Assembly protocol shall be kept. The protocol is kept as required by law.
(2) The Protocol of the General Assembly shall be signed by the chairman and secretary of the meeting and by the vote counters. To the Protocols is applied a list of attendees and documents relating to the convening of the General Assembly.
(3) Each member presented at the General Meeting has the right to request and monitor the accurate recording of the decisions in the protocol.
Art. 31. Academic Council
(1) The Academic Council serves as the main legislative and executive body of the BASA.
(2) The Academic Council is chaired by BASA and upon Chairman's absence - by one of the vice-chairman of the Academy
(3) Members of the Academic Council shall be elected by the General Assembly for a period of five years.
(4) The Academic Council consists of 25 members.
(5) The members of the Academic Council may be re-elected without time restriction.
(6) A member of the Academic Council, which is absent for more than 3 / three / sessions is released.
Art. 32. Requirements to the members of the Academic Council
(1) Members of the Academic Council shall:
- Have permanent residence in the country;
- Have not been sentenced to imprisonment for premeditated
indictable offense.
Art. 33. Rights and obligations of the Academic Council
(1) Members of the Academic Council shall have equal rights and obligations regardless of the internal distribution of functions between the members and the decisions by which the right of management to the executive members is granted.
(2) Members of the Academic Council are obliged to perform their duties in the interest of the Academy and to keep the secrets of the association and after they cease to be members of the board.
(3) The Academic Council shall adopt rules of its procedure and elect a chairman, chief secretary and secretary of the academy.
(4) Has the right to elect new members by a qualified majority of 2/3 in case of failure of the members of the AC good reasons or systematic breach of the obligations set out in this article.
(5) The Academic Council shall hold regular meetings at least once every three months to discuss the status and development of the association.
(6) Each member of the Council may request the Chairman to convene a meeting to discuss specific issues.
(7) The Academic Council ensures the safety of the property of the Academy.
(8) The Academic Council approves the organizational and management structure, procedures for appointment and dismissal of staff, rules regarding salaries and other internal rules of the Academy
(9) The Academic Council decide on the acquisition, alienation and encumbrance of real estate and establishment of property rights over the real estate as well as renting them for more than one year.
(10) The Academic Council shall determine the order and organize the activities of the Academy.
(11) The Academic Council shall prepare and submit to the General Assembly a report on the activities of the Academy
(12) The Academic Council shall prepare and submit to the General Assembly a draft budget.
(13) The Academic Council shall ensure the implementation of decisions of the General Assembly.
(14) The Academic Council shall consider and decide all other issues except those that are within the competence of the General Assembly.
(15) The Academic Council shall set and maintain relationships with scientific, social, literary, art institutes and institutions at home and abroad.
Art. 34. Decision-making by AC
(1) Decisions of the AC shall be taken if more than half the members of the Academic Council attend the session in person or are represented by another member of the council. No attendee member shall represent more than one absent member.
(2) Decisions shall be taken by simple majority, except in cases... paragraph 4 of the Statute, which are taken by a majority of 2/3.
(3) The Academic Council can take decisions without a meeting if all members were informed in writing of this method of voting and none opposed. Any member with whom a bilateral telephone or other connection guaranteeing the identification and allowing participation in the discussion and decision-making. The vote of this member shall be certified in the protocol by the chairperson of the meeting.
(4) Except where explicitly specified in this Statute, the Academic Council decided unanimously to:
1. Any significant change in the activity of the Academy;
2. Significant organizational changes;
3. Long-term cooperation that is essential for the Academy or termination of such cooperation;
4. Making a decision on proposal to the General Assembly for the establishment of a branch.
Art. 35. Liability of the members of the Academic Council
(1) Members of the Academic Council are jointly and severally liable if they harm the interests of the Academy
(2) Each member of the Council may be released from liability if it is established that he is not guilty for the damage caused.
Art. 36. Academic Board of Trustees
(1) The Board of Trustees consists of 11 members, benefactors of the Academy.
(2) The Chairman and the secretary the Board of Trustees shall be elected by the members of the Board.
(3) The Board of Trustees meets two times a year to discuss the financial situation of the Academy.
Art. 37. Management Board
(1) Members of the Management Board are the Chairman of the Academy, the Chairman of the General Assembly, the Chairmen of departments, the chief secretary and legal secretary of the Academy
(2) The Chairman of the Academy manages the overall activity of the Academy incl. financial and economic matters.
(3) The functions of the Board are set out in Regulations.
Art. 38. Supervisory Board
(1) The Supervisory Board consists of five members who are elected by the General Assembly for a term of five years.
(2) The functions of the Supervisory Board are governed by Regulations of the Academy.
Art. 39. Report on the activity
(1) Annually by the end of March, the Academic Council constituted for the past calendar year annual report.
(2) The report describes the progress of the activity and status of the Academy and explains the annual financial statements.
(3) An accounting officer shall be appointed on contract for conducting financial activities of the Academy.
Art. 40. Document circulation
(1) At meetings of the General Assembly and the Academic Council a protocol is kept in which the discussions taken place, the proposals made and the decisions taken. The protocols shall be certified by the signatures of Chairman of the respective body and of the recording secretary and are bound in special books and electronic media. Regular members of the Academy and members of the Academic Council are allowed to get acquainted with the content of the protocol books and receive copies or extracts of the Protocols.
(2) The Secretariat of the Academy keeps a book of its members, in which the names and addresses of all members are registered, PIN, phone, e-mail, profession, occupation and type of their membership.
Art. 41. Termination
The Academy terminates its existence:
1. By decision of the General Assembly;
2. Upon announcing its bankruptcy;
3. By decision of the District Court at the headquarters of the Academy in the cases provided for in the Law for Non-Profit Organizations.
Art. 42. Liquidation
(1) Upon termination of the Academy liquidation is carried out except in cases of its transformation.
(2) The liquidation is carried out by the Academic Council of the Academy. It performed the stipulated by the Commercial Act activities concerning the liquidation of the association, cashing its property and satisfaction of creditors of the association.
§ 1. Changes to this Statute may be performed according to the procedure specified therein and the Law for Non-Profit Organizations.
§ 2. On the interpretation or application of the provisions of this Statute, the provisions of Bulgarian legislation and the provisions of the Law for Non-profit Organizations should be applied.