STATUTES OF THE VIRTUAL INSTITUTE OF SUSTAINABLE AGRICULTURE Section I General Rules §1 The Virtual Institute of Sustainable Agriculture (WIRZ), referred to as “the Institute”, is a non binding agreement between research and development establishments, institutes /academies/colleges and academic groups or individuals actively involved with developing and applying the new technologies within the field of sustainable agriculture. §2 1. The headquarters of the Institute is the seat of the Institute member who is the co-ordinator according to the § 10 of this Statutes 2. The working area of the Institute is the area of The Republic of Poland and member states of Baltic Agenda 21. 3. The Institute operates within the constraints defined by Consortium rules and uses legal bodies’ personality, within the scope of which the Institute members operate 4. Co-operation of Institute members is regulated by the Statutes resolved by founder members of the Institute 5. The Institute is open to all scientific, industrial and other teams operating within the scope of the Institute Section II Substantial scope, aims of the Institute and rules of operating §3 The Institute substantial scope comprises thematic fields connected with sustainable agriculture problems, especially with regard to the following aspects: 1. Ecological 2. Social 3. Economical and organisational 4. Technical §4 The main goals of the Institute are: 1. Realisation of tasks of Baltic Agenda 21 in the agricultural sector, and within the scope of HELCOM tasks. 2. Consolidation of potential research and development within Polish and foreign scientific institutes. Mutual information and exchange of information on research conducted within relevant scientific fields. 3. Mutual exchange of information as well as results of research works 4. Exchange of research services and mutual usage of infrastructure and equipment. 5. Advancement and co-ordination of research projects in which the experience of the Institute members is used. 6. Enter into common undertakings and enable the Institute members to participate in the international research programmes as well as to take advantage of founds for scientific research , development and implementation §5 The Institute accomplishes the tasks through the following activities: 1. Substantial works carried out within Task Groups 2. Active participation in preparing and realisation of research and development projects 3. Common enterprises of the Institute which are activities specified in the long-term operational plan of the Institute and approved by the General Meeting, especially: a) the organisation of conferences, seminars and workshops for exchanging information on research and development carried out within the scope of the Institute’s aims b) keeping the database about realised works and research and development projects within the scope of the Institute c) maintaining the web side of the Institute, d) issuing informational materials of the Institute, e) running common scientific works. 4. Organisation of Task Groups which are appointed or dissolved by the Steering Committee on the base of the proposal of the Institute’s Co-ordinator . §6 Rules of Task Groups organisation: 1. A Task Group consists of at least three members of the Institute 2. One member of the Institute can take part in several Task Groups 3. Detailed program of operations for Task Groups is defined within the scopes of the Groups 4. The substantial work of the Task Group is organised and co-ordinated by the Task Group Co-ordinator which is elected from the Group members Section III §7 Organs of the Institute are: 1. General Meeting of the Institute 2. Steering Committee 3. Co-ordinator of the Institute §8 General Meeting of the Institute 1. A General Meeting of the Institute consists of representatives of members of the Institute. Every member designates to the General Meeting one representative and has at his disposal one vote during the General Meeting 2. Ordinary sessions of the General Meeting are held at least once a year. They are convened by the Co- ordinator of the Institute in the agreement with the Steering Committee, with an agenda defined in advance. Notification of the General Meting should be sent to all members of the Institute in writing a month before the date of the General Meeting (date of the postmark defines the date). 3. If a General Meeting is convened correctly, the General Meeting is able to make resolutions provided that at least 50% of member of the Institute are present. 4. Decisions concerning changes of Statutes or the dissolving of the Institute are taken with a majority of 2/3 of the vote. Remaining decisions of the General Meeting are taken with the ordinary majority of votes, unless the regulations state otherwise. In case of equal number of votes the proposal is deemed as dismissed. 5. In particular cases urgent decisions can be voted on electronically or by mail (by an e-mail, fax, etc.) and are decided with an ordinary majority of votes. 6. Extraordinary sessions of the General Meeting are convened when the affairs of the Institute need it. The Co-ordinator of the Institute summons extraordinary sessions of the General Meeting within the term of two months, provided that the written proposal of at least one third of Institute members is obtained. The proposal to summon an extraordinary session of the General Meeting of the Institute members must include the agenda and the reason for summoning the meeting. 7. The following spheres of activity require the General Meeting’s vote: a) making changes in the Statutes of the Institute b) defining strategic directions of operations of the Institute c) acceptance of annual reports of the Co-ordinator on operations of the Institute and granting the Co- ordinator vote of acceptance. d) evaluation of Task Groups activities e) assignation of operation plan of the Institute for the following year f) resolving the procedure of accepting and excluding Institute members g) taking decision on dissolving the Institute §9 Steering Committee 1. Steering Committee consists of representatives of the Ministry of Agriculture and Rural Development, the Ministry of Environmental Protection and a body operating as a Co-ordinator of the Institute 2. Sessions of the Steering Committee are held at least once half a year and are summoned by the Co-ordinator of the Institute 3. Steering Committee decides about all matters of the Institute in so far as these decisions need to have a resolution of the General Meeting of the Institute. Decisions of the Steering Committee are reached with an ordinary majority of votes in the presence of at least 50% of committee members. Urgent decisions can be voted on electronically or by mail (by an e-mail, fax, etc.) and are decided with an ordinary majority of votes. 4. Steering Committee approves resolutions of the General Meeting that have been prepared by the Co- ordinator, and is obliged to report on their realisation before the General Meeting of the Institute. 5. Steering Committee makes decisions on the dissemination of resources obtained for operational purposes of the Institute; approves yearly financial reports prepared be the Co-ordinator and plans for the following year and presents them before the General Meeting of the Institute 6. Members of the Institute have the right to appeal to the General Meeting of the Institute about decisions of the Steering Committee. § 10 Co-ordinator of the Institute 1. Co-ordinator of the Institute, being the executive organ of the Institute, is the Director of the Unit where is the seat for WIRZ, or a person who is designated by him. 2. Co-ordinator of the Institute controls current activity of the Institute by the aid of Co-ordination Bureau consisting of workers employed by the Co-ordinator of the Institute 3. Tasks of the Co-ordinator of the Institute: 3.1 Co-ordination of the Institute statutory and organisational activities 3.2 Co-operation with the Representative of the National Contact Point for the EU to ensure contacts for the Institute with the Ministry of Science and Informatisation in Poland and with appropriate departments of the European Commission in Brussels. 3.3 Representation of the Institute before state and local authorities, organisations, institutions and enterprises which are interested in co-operation within the Institute activity scope. 3.4 Signing on behalf of the Institute, with approval of the Steering Committee, agreements concerning common enterprises 4. Co-ordinator of the Institute can be changed provided that at least 50% of Institute members vote for that. Section IV § 11 Members of the Institute 1. Founders members of the Institute are research and development institutions listed below, which conduct their activities according to substantial scope of the Institute: *Institute for Building, Mechanization and Electrification in Agriculture *Institute of Soil Science and Plant Cultivation *Institute for Land Reclamation and Grassland Farming *Plant Breeding and Acclimatization Institute *Institute of Plant Protection *Geoinformation Laboratory & Consultancy 2. New members are accepted for membership of the Institute by the Steering Committee, after they accept conditions and submit declaration of participation according to the Steering Committee proposal. 3. Termination of membership is decided by General Meeting or in case of lack of activity by the Steering Committee. Section V Final settlements § 12 Operations costs of the Institute including costs connected with the realisation of its aims and common statutory enterprises are covered from the budget of bodies being members of the Institute. § 13 In case of liquidation the property of the Institute is subjected to share according to rules defined by the General Meeting of the Institute. § 14 Contentious issues shall be examine by the Amicable Court working at the National Economic Chamber in Warsaw. § 15 Rights and duties of the Institute members are defined in the Consortium agreement. § 16 The Statutes will come into effect at he time of undersigning it by the authorized organs of the members – founders of the Institute.