Fundação Económicas – Foundation for the Development of Economic, Financial and Business Sciences.
Chapter I - Institution and Purposes
Article 1 – Denomination
A foundation called “Fundação Económicas – Foundation for the Development of Economic, Financial and Business Sciences” is set up for an indefinite period.
Article 2 – Purpose
1. The purpose of the Foundation is:
- a) Promoting links between the Higher Institute of Economics and Management (ISEG) and civil society in general and the economic and business environment in particular;
- b) Carrying out, promoting and sponsoring scientific research, innovation and development of studies on economic, financial or business topics, by itself or in collaboration with any national, foreign or international entities;
- c) Contribute to the development of ISEG, as an academic and scientific institution.
2. For the pursuit of its object, it must, among other activities:
- a) Sponsor and disseminate scientific research activities and results;
- b) Promoting public recognition of the activity of students, researchers, teachers, entrepreneurs and managers, namely through the attribution of scholarships and prizes;
- c) Raising funds for the promotion and sponsorship of the development of scientific research and the teaching of economic, financial and business sciences;
- d) Promoting relationships and the exchange of information, studies, experiences and human resources between teaching and research institutions, the business community and companies in particular;
- e) Organize public events on topics of significant relevance in the economic and business spheres;
- f) Funding activities of public institutions dedicated to teaching and research;
- g) Promoting the execution of operational activities, with a view to encouraging the link between research and business reality and, likewise, cooperation with Portuguese-speaking countries, being able, if necessary, to participate in the share capital or assets of institutions with that aim.
Article 3 – Headquarters
The Foundation is headquartered in Lisbon, at Rua do Quelhas, number six, parish of Lapa.
Chapter II – Founders and Partners
Article 4 – Founders
1. The following founding entities of the Foundation are Founders, in their current corporate name:
- a) ISEG – Higher Institute of Economics and Management
- b) Banco Comercial Português, SA
- c) Banco Espírito Santo, SA
- d) Bank of Portugal
- e) Banco Santander Totta, SA
- f) Caixa Geral de Depósitos, SA
- g) CTT – Correios de Portugal, SA
- h) EDP – Energias de Portugal, SA
- i) IAPMEI – Support Institute for Small and Medium-Sized Companies and Innovation
- j) AICEP – Agency for Investment and Foreign Trade of Portugal
- k) Caixa Económica Montepio Geral
- l) Parpública – Participações Públicas, SGPS, SA
- m) Portugal Telecom, SGPS SA
- n) SECIL – General Company of Lime and Cement, SA
Article 5 – Partners
- Partners are individual or legal persons who express an interest in obtaining it and who will be recognized as such under the terms of these Statutes;
- Recognition of the existence of continued and relevant support for the Foundation's activities is a condition for acquiring the status of Partner, particularly through the provision of goods, financial benefits or services;
- Recognition of the status of Partner must be the subject of a formal decision by the General Board of Trustees, which is responsible for defining its rights and duties, based on a proposal from the Board of Directors.
- Partners may serve on the General Board of Trustees.
Chapter III – Heritage
Article 6 – Initial Fund
The Foundation's initial fund consists of the assets allocated to it by the Founders referred to in number 1 of Article 4, in the amount of 24,939.89 (twenty-four thousand, nine hundred and thirty-nine euros and eighty-nine cents) for each founder, which makes the total amount of 349,158.46 (three hundred and forty-nine thousand, one hundred and fifty-eight euros and forty-six cents).
Article 7 – Heritage
The Foundation's Assets are:
- a) The initial fund, referred to in Article 6;
- b) Goods, services or financial contributions that the Founders may attribute to the Foundation;
- c) Goods, services or financial contributions attributed to the Foundation by Partners or other entities, public or private, natural or collective, by way of succession or donation and which are accepted by the Foundation;
- d) Assets that the Foundation acquires and the respective income;
- e) The product of Foundation initiatives whose access depends on the payment of a ticket, as well as the sale of books, publications, computer databases, phonographic or videographic copies or other products that may be offered by the Foundation for sale on the market;
- f) Any goods that come to it free of charge, either by succession or by donation, which the Foundation accepts;
- g) Other donations, subsidies granted to the Foundation or revenue agreed with it by public or private entities, national, foreign or international;
- h) Income arising from copyright, investments and financial applications.
Article 8 - Acquisition, disposal and encumbrance of real estate
- The acquisition by the Foundation of real estate for consideration depends on a decision by the Board of Directors, preceded by a favorable opinion from the Supervisory Board.
- The disposal or encumbrance of immovable property that constitute the Foundation's assets depends on a decision by the Board of Directors, preceded by a favorable opinion from the General Board of Trustees and the Supervisory Board.
Article – Heritage Variations
Changes in the value of Assets must be evidenced in the accounts for each financial year, including those arising from the depreciation of the value of the assets that comprise it.
Chapter IV - Administration and Supervision
Article 10 – Bodies
1 – The following are bodies of the Foundation:
a) The General Board of Trustees;
b) The Board of Directors;
c) The Supervisory Board.
2 – The members of the Board of Directors, the Supervisory Board and the board of the General Board of Trustees are appointed by the latter body for renewable three-year terms.
Article 11 - General Board of Trustees
1 – The General Board of Trustees is composed of:
- a) two trustees appointed by ISEG, as its representatives;
- b) a curator representing each of the Founders.
- c) a curator representing each of the Partners in accordance with the rights and duties that may be established under the terms of number 3 of article 5.
2 – The General Board of Trustees meets when convened by its Chairman, on his own initiative, at the request of the Board of Directors or at the request of at least 1/3 of the Trustees, sent by registered letter, with acknowledgment of receipt in advance minimum of fifteen days, or, in relation to Trustees who previously communicate their consent, by email with a reading receipt and without prejudice to the possibility of unanimous resolution by written procedure or the possibility of a universal meeting of Trustees, in terms identical to that is foreseen for the shareholders' meetings in the companies, to deliberate on:
- a) Approval of the activity plan and budget, annual and multiannual, the management report and accounts for each financial year, under proposal of the Board of Directors;
- b) Approval of the accounts for the financial year and changes in assets, under the proposal of the Board of Directors;
- c) Approval of the status of Partner foreseen under the terms of number 3 of article 5;
- d) Approval of investments representing a value greater than 10% of the Foundation's assets, as proposed by the Board of Directors;
- e) The designation of the members of the Board of Directors, the Supervisory Board and the Board of the General Board of Trustees;
- f) The alienation and encumbrance of immovable property;
- g) The holdings referred to in paragraph g) of number 2 of article 2;
- h) Proposals to amend the Foundation's statutes;
- i) Proposal for the extinction of the Foundation;
- j) Any matters that the Board of Directors deems appropriate to submit to it.
Article 12 – Functioning of the General Council of Trustees
1. The deliberations of the General Board of Trustees are taken by simple majority, except as provided in the following numbers.
2. Decisions on the following matters are taken by a two-thirds majority of the votes of the members present:
- a) Plan of multiannual activities, referred to in paragraph a) of number 2 of article 11;
- b) Investments and shareholdings whose value exceeds 20% of the value of the Foundation's Assets;
- c) The alienation and encumbrance of immovable property;
- d) Approval of the status of Partner;
- e) The holdings referred to in paragraph g) of number 2 of article 2:
- f) Proposal to amend the Foundation's Statutes.
3. Approval of the proposed extinction of the Foundation requires the favorable vote of ¾ of the total number of trustees.
4. Deliberations on the determination of the form, amount and timing of additional contributions to the Foundation, to be carried out by the Founders and Partners, whether periodic or occasional, are taken unanimously.
5. The meetings of the General Council of Trustees are directed by a Board, composed of a president and two secretaries, elected from among the members of the Council under the terms of number 2 of Article 10.
Article 13 - Board of Directors
1. The Board of Directors is composed of five directors elected by the General Board of Trustees.
2. The election of three directors is based on a list presented by ISEG representatives, indicating who among them performs the functions of president.
3. The two remaining directors are elected by simple majority of the votes cast, on a list presented by the representatives of the other members of the General Council of Trustees.
4. The directors referred to in number 2 above are considered elected if the respective list obtains half and one more of the votes cast. appointment of the president.
5. The duties of the Board of Directors are:
- a) Preparing the activity plan and the annual and multi-annual budget, the management report and the accounts for each financial year, including changes in assets, submitting such documents for approval by the General Board of Trustees;
- b) Execute, in compliance with the Foundation's objectives, its annual and multiannual action programs and manage its current activities;
- c) Manage the Foundation's holdings in other entities, supervising their actions to the extent of its powers;
- d) Delegating competences, among its members or to Foundation employees, for specified periods of time or for specific operations;
- e) Approve the internal rules it deems appropriate in the fields of organization and functioning.
6. The Board of Directors meets at least once every two months and decides by simple majority of its members present, which must be at least three, with the chairman having the casting vote.
7. The Board of Directors may delegate all or part of the Foundation's day-to-day management to one of its members, to an Executive Committee of some of its members or to a Director General, setting out in a written document the limits of this delegation.
8. The Foundation is obliged:
- a) With the signature of the Chairman of the Board of Directors and another member of that Board;
- b) In acts of day-to-day management, by the signature of two members of the Board of Directors;
- c) By the signature of a member of the Board of Directors in the exercise of powers that have been delegated to them by resolution of the Board of Directors;
- d) By the signature of proxies, with sufficient powers for the act, conferred by the Board of Directors.
Article 14 – Fiscal Council
1 – The Supervisory Board is made up of three members, being a Chairman, a Member and a Statutory Auditor or Statutory Auditor Societies.
2 – It is incumbent upon the Supervisory Board:
- a) Give an opinion and take inspection measures regarding the compliance of the activities and management of the foundation with the law, the statutes and the deliberations of the General Council of Trustees;
- b) Giving an opinion on the accounts and the management report for each financial year;
- c) Give an opinion on other matters under the terms of the law, the statutes or the request of the Board of Directors or the General Board of Trustees.
3 – The Supervisory Board takes decisions by a majority of the members present and meets ordinarily once a semester and extraordinarily at the initiative of the respective Chairman, or at the request of the Board of Directors or the General Board of Trustees.
Chapter V - Final Provisions
Article 15 - Extinction of the Foundation
- The Foundation dissolves under the terms of the law and these statutes.
- In the event of extinction of the Foundation, the assets remaining after liquidation revert to the Higher Institute of Economics and Management, with a view to scientific production and research.
Article 16 – Annual Financial Year
The Foundation's annual financial year coincides with the calendar year.
Article 17 - Minutes
Minutes of all meetings of the Foundation's bodies must be prepared and filed, signed by all those present.