Statutes of the German Institute for International and Security Affairs (Berlin)

The German version is exclusively valid for legal purposes; English is provided for informational purposes only.

§ 1

Name, legal form, domicile

The Foundation is named “Stiftung Wissenschaft und Politik”. It is a foundation with legal status under the German Civil Code. It is domiciled in Berlin.

§ 2

Purpose

1. The purpose of the Foundation is to conduct, in consultation with the German Bundestag and the Federal Government, scientific studies in the fields of international politics and foreign and security policy with the aim of providing policy advice on the basis of independent scientific research and to publish such studies, where appropriate.
2. The Foundation exclusively and directly pursues charitable purposes within the meaning of the term in the section “Tax-privileged purposes” of the German Tax Code. It is a non-profit organisation and does not pursue its own economic interests.
3. In order to fulfil its purpose, the Foundation maintains a research institute named the “German Institute for International and Security Affairs” (hereinafter: Institute) and, where appropriate, other research facilities. In the fulfilment of its tasks, the Institute shall cooperate with German and foreign scientific, political, economic and cultural institutions. As far as the Foundation’s funds permit, the relevant scientific projects of third parties are supported as appropriate. Cooperation or association agreements may be concluded with other research and documentation institutions that are active in one of the fields mentioned in § 2 (1) or in a neighbouring field.

§ 3

Assets and income

• As of 1 January 2000, the Foundation’s assets (basic assets) amounted to EUR 51,273.88.
• The Foundation’s assets are to be kept separate from the other assets and maintained at their current level. Only the following may be used to fulfil the purpose of the Foundation:
  • The income from the Foundation’s assets,
  • Other income,
  • The remaining assets within the meaning of point 1 above,
  • Federal grants and other grants, insofar as they are not endowments to increase the Foundation’s assets.
• The Foundation may form reserves within the scope of the tax laws.
• The Foundation’s funds may only be used for the Foundation’s intended purpose. The Foundation may not favour any natural or legal person by providing disproportionately high remuneration.

§ 4

Organs

The organs of the Foundation are the Council and the Executive Board.

§ 5

Council

1. The Council consists of the President, the Head of the Federal Chancellery as Deputy President, a further Deputy President and other members who are nominated by the parliamentary groups in the German Bundestag, the Head of the Federal Chancellery and from the circle of personalities from academia, business and public life. The members of the Council work on an honorary basis; the necessary expenses are reimbursed.

2. The term of office of the members of the Council, with the exception of those from academia, business and public life who are not members of the German Bundestag or of the Federal Government, shall be two years. It shall be extended by two years in each case, unless

   1) At the request of at least two members, the Council decides by a two-thirds majority of its members not to extend the term of a member, or

   2) A parliamentary group in the German Bundestag or the Head of the Federal Chancellery nominates a successor to a member that they appointed.

   A member resigns from the Council if the parliamentary group that nominated the member no longer exists. The term of office for members from academia, business and public life who are not members of the German Bundestag or the Federal Government is five years. A one-off extension for a further five years takes place by means of a new election.

3. If an elected member resigns from the Council, a by-election shall take place – except in the case of § 5 (2). If a new parliamentary group of the German Bundestag is formed, an additional election shall be held. In the event of a by-election or an additional election, members shall have the right to nominate candidates:

   a) the members of the Council for the election of the President, the additional Deputy President and at least seven other members; the President, the additional Deputy President and the (at least) seven other members, who should be from academia, business and public life and not members of the German Bundestag or the Federal Government,

   b) each parliamentary group of the German Bundestag for the election of one additional member,

   c) the Head of the Federal Chancellery for the election of a number of additional members corresponding to the number of parliamentary groups in the German Bundestag, but at least seven additional members.

   The number of other members pursuant to § 5 (3) a) and c) should always be the same. A two-thirds majority of the Council is required for the election.

4. The Council has the following tasks:

   1) It appoints the Executive Board of the Foundation, the Director of the Institute and – at the suggestion of the Director – the Institute’s Deputy Director and the Research Director;

   2) It advises and monitors the Executive Board, receives the annual report and approves the actions of the members of the Executive Board;

   3) It decides on the development of the Institute and, if necessary, other facilities of the Foundation with the involvement of the Executive Board;

   4) It may appoint advisory committees from among its members (e.g. programme committee, management committee);

   5) It adopts the rules of procedure.

5. The approval of the Council is required internally for:

   1) the recruitment and promotion of employees outside regular salary grades;

   2) the budget and all transactions, insofar as they

        a) are not approved in the budget,

        b) are not within the scope of current business, 

        c) obligate the Foundation beyond the current financial year;

   3) the taking out of loans, the assumption of guarantees and the conclusion of warranty agreements;

   4) contracts relating to real estate or rights equivalent to real estate;

   5) the Institute’s orientation framework, which is drawn up every three years.

6. The Council is convened by the President as required, but at least once a year. The President shall invite all members to the meeting in writing, stating the agenda. Motions for additions to the agenda shall be voted on at the meeting and require a simple majority, but the addition of resolutions in accordance with § 9 (1) shall be excluded. The members of the Executive Board participate in the meetings of the Council in an advisory capacity. Minutes shall be taken of the meeting and signed by the chairperson of the meeting. Resolutions must be recorded in writing.
7. The Council passes its resolutions by a majority of the votes cast, unless the Articles of Association stipulate otherwise. It is quorate if more than half of its members are present or participate in a written vote. Voting rights may be transferred to other members of the Council. Notification of a transfer of voting rights must be given to the President in writing two weeks before the respective meeting. This is only permitted within the respective member groups, in accordance with § 5 (3) a) to c). An incomplete Council is also quorate, provided that at least two-thirds of its positions are filled.
8. A resolution by written procedure shall be ordered by the President. It shall also be ordered at the request of the Executive Board or at least three members of the Council. The members of the Council shall be granted a period of three weeks for their votes. A resolution passed by the number and majority of votes stipulated in the Articles of Association shall only become valid by written procedure if no member lodges an objection to this resolution with the President within three weeks of the conclusion of the procedure. In this case, a decision is reserved for the next meeting of the Council. The objection procedure does not apply to elections to the Council by written procedure.

§ 6

Research Advisory Board

The Council may, in consultation with the Executive Board, appoint a Research Advisory Board to provide specialist support for the Foundation’s scientific projects. Further details are regulated by the Foundation’s rules of procedure.

§ 7

Executive Board

1. The Executive Board consists of the Chairman, the Deputy Chair and one other member. The members of the Executive Board are appointed by the Council with a majority of two-thirds and can be dismissed for good cause. The Chairman is also the Director of the Institute. The term of office of the Chairman is determined by the Council. The term of office of the other members is two years. Reappointment is possible. If a member of the Executive Board leaves prematurely, a new member is appointed for the remainder of the term in accordance with the same procedure.
2. The members of the Executive Board cannot be members of the Council. They work on an honorary basis; necessary expenses are reimbursed.
3. The Executive Board has the following tasks:
   1. It manages the Foundation’s business in accordance with the rules of procedure and the resolutions of the Council;
   2. It manages the Foundation’s assets and, subject to the powers of the Council, decides on all measures that serve to fulfil the purpose of the Foundation;
   3. It examines the orientation framework and submits it to the Council for approval;
   4. It prepares the budget (§ 8 (1)) and the annual report (§ 8 (2));
   5. It must have the annual report audited by an auditor or auditing company. The audit mandate must also maintain the Foundation’s assets and the use of income and any donations in accordance with the Articles of Association, including the preparation of an auditor’s report in accordance with § 8 (2) of the Berlin Foundation Act.
4. The Executive Board represents the Foundation in and out of court through two of its members.
5. The Executive Board is quorate if two of its members are present. Resolutions shall be passed by a majority of the votes cast; in the event of a tie, the Chairman shall have the deciding vote. If resolutions are passed by written procedure, the consent of all members of the Executive Board is required.
6. The meetings for the Executive Board should take place at least twice a year. Minutes shall be taken of the meeting and signed by the Chairman. Resolutions must be recorded in writing.

 

§ 8

Budget, annual report

1. The budget shall be drawn up by the Executive Board in advance for each financial year, taking into account the scientific programme; the financial year is the calendar year. It must include all expected income and expected expenditures, whereby the expenditures may not exceed the income that can be expected with certainty. Expenditures for funding special projects may not exceed the income to be secured through contracts or authorisations.
2. Within the first three months after the end of a financial year, the Executive Board shall submit an annual report to the Council; the report shall consist of an activity report and an annual financial statement.

 

§ 9

Amendments to the articles of incorporation, cancellation, merger, right of accrual

1. The Council shall decide on amendments to the Articles of Association with a majority of two-thirds, and on changes to the purpose, the cancellation of the Foundation or its merger with another foundation with a majority of three-quarters. Resolutions can only be passed in one meeting and require the approval of the supervisory authority. The Executive Board must apply to the supervisory authority for authorisation.
2. If the Foundation is dissolved or cancelled or if tax-privileged purposes cease to exist, the assets of the Foundation shall pass to the Federal Republic of Germany, which shall use the assets directly and exclusively for non-profit scientific purposes.

 

§ 10

State supervision

The Foundation is subject to state supervision in accordance with the Berlin Foundation Act.

 

§ 11

Entry into force

The Articles of Association enter into force with the approval of the Government of Upper Bavaria with effect from 1 January 2001; last amended on 28 June 2023.

Munich, 08/07/2023

For the Council:

signed: Dr Nikolaus von Bomhard 
(President)