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In accordance with Article 18 of the Law on Associations and Foundations (Official Gazette of Republic of Macedonia, No. 52 as of 16 April 2010) and the resolution for founding the Association SPODELENO ZNAENJE Skopje, The Assembly of the Association held on 4 August 2016 adopted the following

CONSTITUTION
OF THE ASSOCIATION OF CITIZENS
SPODELENO ZNAENJE Skopje


I. General provisions

Article 1

The Association for Dissemination of Free Content SPODELENO ZNAENJE Skopje (further in the text it shall be referred to only as the “Association”) has as its mission to further knowledge that should be free and available to everyone.

Article 2

The Association is a non-partisan, non-governmental and non-profit association of citizens, whose purpose is to support the creation, gathering and dissemination of free content in a non-profit manner: supporting the idea that everyone should have equal access to knowledge bases and educational systems.

By "free content" we mean any product that has been licensed by its author in a manner that permits anyone to use, redistribute and modify that product.

Article 3

The Association has the status of legal entity, that implements its activities in accordance with the positive legal regulations of the Republic of Macedonia, upholding the principles of public openness in its work and the equality of its members.

Article 4

For the purposes of gathering and redistribution of free content, a "wiki" software is used, as the most widespread, albeit not the only mode of such work.

The "wiki" software is a computer program available on the Internet that enables users to view and modify its content, thereby enabling the creation of free content. The paramount example of the use of such principles the "Wikipedia" encyclopedia, started by Jimmy D. Wales, and run by the Wikimedia Foundation Inc. based in Florida, USA.

Article 5

The Association is independent.

The Association shall closely collaborate with the Wikimedia Foundation (further in the text it shall be referred to only as "Wikimedia") and other organisations with similar aims.


II. Aims and activities of the Associationand how they are to be achieved

Article 6

The aim of the Association is to deal with the following activities:

  • Promote the idea of creation, gathering and redistribution of free content on the Internet, as well as to manage them and dispose with the funds designated for that purpose. The focus of interest lies in several international projects of Wikimedia.
  • Dissemination and support of the redistribution of free content in digital, printed and/or other forms, with particular emphasis on the content of the international projects of Wikimedia.
  • Collection, publishing and redistribution of information, as well as public relations work related to free content and Wikimedia projects by organizing events and the publishing of informational literature.
  • Awarding scholarships.
  • Nurturing and promoting the standard Macedonian language and its orthographic norms.

Article 7

The Association can raise funds and forward them to other associations, businesses or public institutions only insofar as they are used solely for the above described purposes. The Association can play part in such associations and businesses, or be their member.

Article 8

Some of the activities the Association conducts for the carrying out of its aims are:

  1. Organizing specialist gatherings, consultations, seminars and other forms of specialist education in these areas, whether independently or in collaboration with other organisations;
  2. Publishing books and other publication sin the areas covered by the work of the Association and its aims;
  3. Organizing scholarly and specialist workshops for working on scholarly, specialist and research projects in the areas covered by the work of the Association and its aims;
  4. Collaboration with universities, expert associations and other organisations and individuals in the country or abroad, who work in the areas covered by the work of the Association and its aims.


III. Name and seat

Article 9

The Association shall make known its activities under the name of Association for Dissemination of Free Content SPODELENO ZNAENJE Skopje; having the shortened name: SPODELENO ZNAENJE Skopje; as well as its English language version “SHARED KNOWLEDGE Skopje”.

The seat of the Association is in the city of Skopje, on the address ul. Šidska 68a, Gjorče Petrov Municipality, Skopje. The Association works on the territory of the Republic of Macedonia and does so in accordance with the positive legal regulations of the Republic of Macedonia.


IV. Terms and manner of joining, termination of membership, rights and obligations of members

Article 10

Membership in the Association is voluntary.

Article 11

A Member of the Association can be any individual who accepts the aims of the Association and its Constitution, in accordance with the applicable Law.

Article 12

Membership of the Association can take the following forms: Members, Voting Members and Honorary Members. Voting Members are elected and by the Assembly of the Association, after being proposed by the Executive Board. Honorary members are made with a decision of the Assembly of the Association.

Article 13

All Voting Members have the ability to elect members of the bodies of the Association, as well as be elected to posts or memberships in those bodies, in accordance with the applicable Law.

Article 14

All members are obliged to aid the work of the Association in other ways: in public and by paying membership fees. The amount to be paid and the mode of payment are determined by the Assembly of the Association..

Article 15

All members have a right to:

  1. Participate in the carrying out of the aims of the Association on equal terms with other members;
  2. Be given complete and timely information about the work and activities of the Association.

All Voting Members have the rights described in Item 1 of this Article and the right to participate directly in the decision-making of the Assembly via the bodies of the Association;

Article 16

All members of the Association are obliged to adhere the Constitution and other acts of the Association.

Membership in the Association ceases in the following cases:

  1. On personal request of the given member of the Association;
  2. By decision of the Executive Board;
  3. In other cases provided by the applicable Law.


V. Bodies of the Association, their rights, duties and responsibilities

Article 17

The Association has the following bodies:

  1. Assembly of the Association;
  2. Executive Board;

VI. Assembly of the Association

Article 18

The Assembly of the Association is the highest governing body of the Association and consists of all Voting Members of the Association.

The meetings of the Assembly are headed by a Chairperson, elected on a session of the Assembly.

The Assembly meets as necessary, but at least once a year.

The Assembly of the Association can be summoned by the Chairperson of the Executive Board or at least one-fifth of its Voting members, or by decision of the Executive Board.

Article 19

Responsibilities of the Assembly of the Association:

  1. Adopting the Constitution of the Association, modifying them and adding to them;
  2. Adopting the Association’s programme or other documents;
  3. Electing and dismissing of members of the Executive Board;
  4. Reviewing of financial and other reports of the Association;
  5. Adopting financial plans and adopting the work programme and financial statements;
  6. Deciding on awards and acknowledgements;
  7. Establishing permanent and temporary task forces and work bodies;
  8. Performing other activities in accordance with the applicable Law.

Article 20

All Voting Members have a right to equal vote in the Assembly of the Association .

The sessions of the Assembly of the Association are public, and the necessary majority to adopt a decision is at least 50% + 1 of the members present on that session.

Article 21

In the event of the Chairperson of the Executive Board being absent or unable to perform his or her duties, they are performed by a member of the Board designated by the Board itself.

VII. Executive Board

Article 22

The Executive Board is a managing and operational body of the Association.

The Executive Board consists of at least five, but not more than eleven members.

Members of the Executive Board are not allowed to receive any form of financial compensation from the Association. Persons receiving financial compensation from the Association are not allowed to be members of the Executive Board.

The members of the Executive Board are elected by the Assembly of the Association and have a two-year term of office.

The members of the Executive Board elect the Chairperson of the Executive Board among themselves.

The Executive Board can be summoned by the Chairperson of the Executive Board, or any other member of the Executive Board. The meetings of the Executive Board are also valid when they take place via e-mail.

The Executive Board votes on the decisions by plurality. The decision is considered made when it has 50%+1 supporting votes, be they given by e-mail or in person.

Article 23

The Executive Board performs the following tasks:

  1. Implements the decisions and other general acts of the Assembly of the Association;
  2. Establishes proposals for the Constitution and their modification, work programme, financial plan and financial statements;
  3. Draws up proposals for general acts and decisions of the Assembly of the Association;
  4. Enacts executive decisions about projects that are not covered by the annual work programme;
  5. Establishes permanent and temporary task forces and work bodies;
  6. Performs other duties delegated to it by the Assembly of the Association or tasks as authorised by other regulations.


VIII. Chairperson of the Executive Board

Article 24

The Chairperson of the Executive Board performs the following duties:

  1. Presides over the work of the Executive Board and is a member of the Board. The Chairperson has a two-year term of office.
  2. Acts on behalf of and represents the Association when dealing with third parties;
  3. Performs other representative roles delegated to him or her by the Assembly of the Association and the Executive Board of the Association;
  4. Signs the acts enacted by the Assembly of the Association, in accordance with the positive legal regulations and the Constitution of the Association;
  5. Performs other tasks.


IX. Acting on behalf and representing

Article 25

The Chairperson of the Executive Board represents and acts on behalf of the Association in the legal dealings with third parties and has the rights and responsibilities of an authorized bank account signatory [one of the two needed].

The Chairperson of the Executive Board acts on the Association, and, together with one other Board member signs all the financial documents on behalf of the Association.


X. Acquisition, use and management of assets

Article 26

The Association’s activities are confined solely and exclusively to non-profit work.

Article 27

The assets of the Association can be used exclusively for such purposes as described in the Constitution of the Association, and the programme plans-projects. Payments (reimbursements) to the members of the Association and external persons are made according to the decisions made by the Executive Board.

Article 29

The Association is financed by:

  1. Membership fees;
  2. Donations, gifts and legacies of domestic or foreign legal entities and individuals;
  3. Its budget and other funds;
  4. Other sources, in accordance with the applicable Law.

Article 29

The property of the Association consists of:

  1. Cash finances and securities;
  2. Movable and immovable property and property rights.

Article 30

The decisions relating to income and expenditure are made by the Executive Board of the Association in accordance with the financial plan and the work programme.


XI. Ways of informing the public about the work and the и acquisition use of financial and other assets

Article 31

The work of all bodies of the Association is public.

Opinions, conclusions and decisions of the members are communicated via e-mail.

Article 32

Every member of the Association has the right to be informed about the work of the Association, and is obliged not to publicly disclose information that is considered confidential. Personal opinions of the Association’s members are not official opinions of the Association.


XII. Associating with other organisations and other forms of affiliation and membership in international organisations

Article 33

The Association may associate itself with other organisations in the Republic of Macedonia and make other forms of affiliation in accordance with the positive legal regulations.

The decision to affiliate in accordance with the previous paragraph of this Article is valid if it has been made by the Assembly of the Association.

Article 34

The Association may join international organisations in accordance with the positive legal regulations if there is a decision to that effect made in the Assembly of the Association.

The joining of international organisations is to be registered with the responsible state authority within 30 days, in accordance with the applicable Law.


XIII. Adoption of changes and additions to the Constitution

Article 35

The changes and additions to this Constitution are made by the same procedure as the procedure of its initial adoption.

Article 36

The changes and additions to this Constitution may be proposed by the bodies of the Association, consisting of a group of at least five members.


XIV. Termination of the Association

Article 37

The Association can cease work in the following cases:

  1. Based on a decision made by the Assembly of the Association, of at least two-thirds of the total number of members present;
  2. If the number of members of the Association becomes smaller than the legally required minimum or in other cases provided by the applicable Law.

XV. Dealing with the property when the Association is terminated

Article 38

If the Association ceases its work, issues relating to its property are decided by the Assembly of the Association.

Article 39

The entire movable and immovable property that has been acquired by the Association during its work is in legal possession of the Association and can be used exclusively for the purpose of carrying out of the programme aims and missions of the Association, in accordance with the decisions of the authorized bodies. The decision to transfer the property rights to someone else in case of termination of the Association is made by the Assembly of the Association.


XVI. Public symbols of the Association

Article 40

In its legal dealings, the Association uses a seal and an apostille stamp bearing the name and the seat of the Association.

The seal is of circular shape, with the full name of the Association inscribed on its outer perimeter, and its seat on the bottom.

In the middle is the Association’s symbol: a wiki-link with the right half of a light bulb, forming the likeness of a question mark. The wiki-link symbol is represented by two pairs of square brackets (opening and closing ones).

The apostille stamp is of rectangular shape, in which is written the name of the association with space provided for writing in the item an date of logging the documents in the registry book.


XVII. Final provisions

Article 41

These Constitution come into force on the day of their adoption, which is 4 August 2016.

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