IMI's Articles of Association

IMI is a foundation, known as a "stichting" under Dutch law - an organization with legal personality, typically used to manage a fund or funds for a specific (good) cause or purpose. The purpose for which a foundation is established must be stated in the foundation's Articles of Association (i.e., Charter Deed). In almost all cases it is to realize a charitable or societal goal. Except to realize its charitable or societal goals, the purpose cannot be to make distributions to the founders or those constituting its internal bodies (such as Board members).

Foundations can only be established by a deed executed by a civil law notary (a specialized lawyer appointed by the Queen). A foundation has no members or shareholders. It is managed by a Board and may or may not have an advisory council whose advice is not binding on the Board. The Board elects from within its ranks a chairman, secretary and treasurer. The last two positions can be held by the same person. In their capacity as Members of the Board, individual members owe only allegiance to the Foundation and its purposes and do not represent the interests of any other organizations which may have nominated them.

A foundation and its Articles of Association must be registered with the public trade registry of the Chamber of Commerce. The registry also lists the members of the Board and any other functionaries of the foundation. A foundation must also file its annual accounts with the trade registry within six months of the close of its book year.

For the full translation of IMI's Articles of Association, please click here




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