Act On Foundations and the Change of the Civil Code as Amended by Later Acts

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The Act No. 34/2002 Coll.,

as of December 18, 2001,

On Foundations and the Change of the Civil Code as Amended by Later Acts.

The National Council of the Slovak Republic has adopted the following Act:

Article 1
PART ONE
BASIC PROVISIONS

§ 1
Subject

This Act shall govern position and lega l conditions of the Foundations and the
establishing of Funds.

§ 2
Foundation

(1) A Foundation shall be a purposeful grouping of property established for the support
of public benefit purpose.
(2) The Foundation is legal person; it has to be registered in the Re gistry of Foundations,
maintained by the Ministry of Interior of the Slovak Republic (hereinafter
“Ministry”).
(3) For the purpose of this Act, public benefit purpose is primarily development and
protection of spiritual and cultural values, implementa tion and protection of human
rights or other humanitarian goals, pr otection and creation of environment,
preservation of natural values, protection of health, rights protection of children and
youth, development of science, educati on, fitness and sport and providing of a
humanitarian aid aiming at indi vidual or group of people in danger of life or in need
of an emergency assistance after a natural disaster.
(4) The name, under which the Foundation is regi stered in the Registry of Foundations,
shall be the name of the Foundation. The name must include the term “nadácia
(Foundation)”. No other natural or legal person can use this term in its name or
commercial designation. The name of the Foundation has to be different from the
name of other, already registered, Foundati on and must not be interchangeable with
the name of other, alre ady registered, Foundation.
(5) If the name of the Foundati on is to include the family name of a natural person,
different from the founder, the proposal of the Foundation’s registration into the
Registry of Foundations has to include the approval of this natural person; in case of
his/her decease it has to include th e approval of his/her heirs, if known.
(6) For the purpose of this Act, th e activities of the Foundation are:
foundations 1

(a) Providing of monetary and non-monetary resources from the property of the
Foundation to third parties/persons.
(b) Administration of the property of the Foundation, including the Funds.
(7) The Foundation can perform other activi ties in accordance with the public benefit
purpose of the Foundation and with the implem entation of the Foundation’s activities, if
not stated otherwise in this Act.

§ 3
Property of the Foundation

(1) The property of the Foundation shall incl ude the Endowment of the Foundation, the
Fund (Trust) and other property of the Foundation.
(2) Endowment shall be the property of the F oundation registered in the Register of
Foundations. Endowment shall be establishe d by contributions of the individual
Founders during estab lishment of the Foundation. The va lue of the contribution of
each of the Founders shall not be less than SKK 20 000. The basic value of the
Endowment shall be not less than SKK 200,000; this basic value can be formed
exclusively of monetary assets and real esta tes. The movables, securities as well as
other property rights and property values fina ncially appraised may form the part of
the Endowment in its value exceeding SKK 200,000. The value of the Foundation’s
Endowment cannot be decreased.
(3) The Fund (Trust) shall incl ude financial resources, which are not part of the
Endowment or other property of the Foundation.
(4) The other property of the Foundation, not bein g part of the Endowment or the Fund
(Trust), is composed of mone tary resources, securities as well as other property rights
and property values fi nancially appraised.

PART TWO
FOUNDING AND ESTABLISHMENT OF THE FOUNDATION AND OF THE FUND
(TRUST)

§ 4
Founding of the Foundation

(1) The Foundation may be founded by natural or legal person (hereinafter “Founder”)
(2) Written Foundation Deed signed by all Founders founds the Foundation. The
authenticity of their signa tures shall be officially verified. A single Founder may
found the Foundation also; the authenticity of his/her signature shall be officially
verified.
(3) Prior to the establishing of the Foundation, Founders jointly or the Administrator of
the Foundation act in the matters connected with it’s establishing.
(4) The Foundation gains the property rights fo r the immobility upon registration in the
Registry of Land and Real Estates based on the written statement of the Founder,
whose signature must be officially veri fied. The Administrator of the Foundation
shall submit the motion for the registration of the property right to the Registry of
Land and Real Estates within 15 days from the establishment of the foundation. The
Administrator shall send a copy of the proposal for the registration of the property
foundations 2

right for the immobility, together with the seal print of the Registry of Land and Real
Estates to the Ministry. This shall happen within 15 days starting from the day, when
the Registry of Land and Real Estates marks on the written proposal for the
registration the date of its delivery.
(5) If the Registry of Land and Real Estate s denies registering the real estate, the
Administrator of the Foundation shall invite the Founders to substitute the value of
non-registered real estate with another real estate or with monetary resources, within a
time limit of 30 days from the entry into fo rce of the decision to deny the registration.

§ 5
Statute of the Foundation

(1) The Foundation Deed shall include:
a) Name and headquarters of the Foundation,
b) Public benefit purpose that the Foundation will support,
c) Name and surname (designation), persona l number (identification number) and
permanent residence (headquart ers) of all the Founders,
d) Value of the Endowment of the Foundation,
e) Value and subject of the property undertaken by each Founder to contribute to
Endowment during the establishment of the Foundation,
f) Period for which the Foundation has been established,
g) Number of members of the Foundation bodi es, length of the terms and method of
their appointment,
h) The methods of conveying, voting and di scussion of the Foundation bodies,
i) Name, surname, personal number and addre ss of permanent residence or long-term
residence of the first Administrator of the Foundation (§ 6(5), § 41(2)) and first
members of other bodies of the Foundation, if established,
j) Conditions of the Foundation’s property use,
k) Scope of persons that the Foundati on may provide the resources to,
l) Conditions of providing the Foundati on resources to third parties,
m) Further information/items, if the Founder c onsiders it necessary to include them.
(2) The Founder may determinate in the Foundatio n Deed that certain provisions cannot
be changed by a decision of any body of the Foundation.
(3) Anybody has a right to look in to the Foundation Deed, make abstracts and extracts
out of it. The Foundation is obliged to make the Foundation Deed available upon
request.

Establishment of the Foundation
§ 6

(1) The Foundation is established as of the day of the registration in the Register of
Foundations.
(2) The Administrator of the Foundation sh all submit the written motion for the
registration of the Foundati on to the Ministry of Interior. The signature of the
Administrator shall be officially verified.
(3) The motion for the registration of the Foundation shall include attached the
Foundation Deed in two copies , the written declaration of the Administrator on the
foundations 3

payment of the monetary contribution of the Founder, the written declaration of the
Founder on contributing a real estate into the Endowment of the Foundation; the
signature of the Administra tor of the Foundation on the wr itten declaration shall be
officially verified and the extract from th e Criminal Record of the Administrator of
the Foundation must not be older then three months.
(4) If the Founder of the Foundation is a legal person, who is not established or set up by
law, the motion for the registration of the Foundation shall include extract of the
Commercial Register or ot her Register, which cannot be older than 30 days. The
foreign legal person shall include docum ent proving her legal personality and
identifying her statutory authority.
(5) If the Administrator of the Foundation is a foreign natural person, the motion for the
registration of the Foundation shall also in clude a long-term residence permit for the
territory of the Slovak Republic.

§ 7

(1) The procedure of the registration in the Regi ster of Foundations starts with the date
when the Ministry receives the motion of the registration of the Foundation, which
includes the documents under § 6.
(2) If the motion for registration failed to incl ude documents of §6 (2)-(5), the Ministry
shall, within 15 days from the date of de livery of the motion, notify the Administrator
of the Foundation about the fact, that the registration procedure will start only after
the deficiencies had been eliminated.

§ 8

(1) The Ministry shall reject the registration if from the documents of § 6 (2) – (4) can be
concluded that
a) It is not a purposeful grouping of property,
b) The purpose of the Foundation is not of public benefit,
c) The Foundation Deed does not comply with the law.
(2) The Ministry shall decide on the rejection of the registration within 30 days from the
start of the procedure.
(3) The Administrator of the Foundation may file for lega l remedy with the Supreme
Court of the Slovak Republic against the deci sion on the rejection of the registration. 1

§ 9

(1) If Ministry does not determine any reasons for rejection of the registration, it will
register the Foundation within 30 days fr om the start of the procedure of the
registration and, within the same time limit, send to the Administrator of the
Foundation one copy of the Foundation Deed, with marked date of registration.
1 See § 244 to 250 of the Civil Judicial Order.
foundations 4

(2) The Ministry shall, within 10 days from the Foundation’s registration, notify the State
Statistics Office on the establishment, the name and the headquarters of the
Foundation.

Register of Foundations
§ 10

(1) The Register of Foundations shall be a pub lic list were the data required by law
regarding Foundations ar e being incorporated.
(2) The Register of Foundations shall constitu te of a set of documents including the
Foundation Deed, the agreement on establishmen t of the Fund (Trust) or the decision
of the Board on establishment of the F und (Trust) and the Annual Report on activity
and management of the Foundation (h ereinafter “the Annual report”).
(3) Facts registered in the Register of Founda tions shall be effective to everyone as of
the day of the Foundation’s registration to the Register of Foundations. Objections
concerning the accuracy of the data register ed in the Register of Foundations may not
be raised by the subject of the registration against any person acting in good faith of
the data registered in th e Register of Foundations.

§ 11

(1) Following data shall be registered in the Register of Foundations:
a) Name, headquarters and identificat ion number if the Organization,
b) Public benefit purpose, that the Foundation will support,
c) Name and surname (designation), persona l number (identification number) and
permanent residence (headquarters) of the Founder,
d) Value and object of the Endowme nt of the Foundation, including
1. Amount of monetary resources,
2. Immovable property and their market valu e as appraised by an expert opinion,
3. Movable property and its value as appraised by an expert opinion,
4. Securities and thei r nominal value,
5. Other property rights and financially appraisable property values as appraised
by an expert opinion.
e) Name and surname, personal number and permanent residence of the
Administrator of the Foundation,
(2) The Register of Foundations shall also include modification or cancellation of any
registered data. The Administrator of the Foundation is obliged to file the motion for
the registration of changes of the registered data to the Ministry within 15 days from
their implementation; the authenticity of Administrator’s signature on the motion
must be officially verified. To the motion sh all be attached the decision of the Board
of Directors of the Foundation on implementa tion of the changes in the Statute and a
foundations 5

supplement to the Foundation Deed in two copies, where the signature of the
chairman of the Board of Directors shall be officially verified.
(3) The Register of the Foundation shall further mark
a) Commencement of the liquidation proc eeding against the Foundation including
the name and surname, personal number and permanent residence of the
Liquidator,
b) Declaration of bankruptcy, in cluding the name and surname, personal number and
permanent residence of the Trustee in bankruptcy.
c) Legal justification for th e erasure of the Foundation.
(4) The Ministry shall assign the Identifica tion Number of the Organisation to the
Foundation.
§ 12

(1) The Founders shall have joint and several liability for the obligations assumed by the
Founders on behalf of the Foundation un til the date of its establishment.
(2) The obligations under Section 1 shall be tran sferred to the Foundation as of the day of
its establishment, unless rejected by the Foundation within three months due to the
fact that the adoption of su ch obligation would be in discrepancy with the public
benefit purpose of the Foundation.

§ 13
The Fund (Trust)

(1) In order to support its public benefit pur pose, the Foundation may establish a Fund
(Trust) based on the decision of the Board of Directors or on a written agreement with
a natural or a legal person.
(2) The Fund (Trust) shall not have legal personality.
(3) The decision of the Board of Directors on th e establishment of the Fund (Trust) must
include
a) Name of the Foundation establishing the Fund (Trust),
b) Name of the Fund (Trust); the name of the fund must include the name of the
Foundation establishing the Fund (Trust),
c) Purpose to be fulfilled by the establishing of the Fund (Trust),
d) Term of the Fund (Trust).
(4) The objective of the Agreement on the es tablishment of the Fund (Trust) between a
natural or a legal person and the Foundati on consist in setting up the conditions for
fundraising and for providing c ontributions from the Fund (Trust) for a specific public
benefit purpose agreed beforehand. The Ag reement on the establishment of the Fund
(Trust) shall further include
a) Identification of the Parties to the Agreement,
b) Name of the Fund (Trust); the name of the Fund (Trust) must include the name of
the Foundation establishing the Fund (Trust),
c) Purpose to be fulfilled by the establishing of the Fund (Trust),
d) Term of the Agreement,
e) Foundation’s reward, providing it has been agreed,
f) Conditions for the use of th e Fund’s (Trust’s) resources,
foundations 6

g) Conditions for the distributi on of Fund’s (Trust’s) resources in case that the
purpose of the Fund (Trust) is bound to th e collecting of a concrete amount of
money; and if the amount has not been reached or if the purpose for which the
Fund (Trust) was established had ceased to exist,
h) Requirements of a final report on use of th e Fund’s (Trust’s) resources or of an
Annual Report on use of the Fund’s (Trust’s ) resources, providing that the Fund
(Trust) was established for the term exceeding one year or for an indefinite term.

PART THREE
TERMINATION AND LIQUIDATION OF THE FOUNDATION

Termination of the Foundation
§ 14

The Foundation shall be terminated due to:
a) The expiration of the term for which it was established,
b) The fulfillment of the public benefit purpose for which it was established,
c) The decision of the Board of Director s on termination of the Foundation,
d) The court decision on the termination of the Foundation,
e) The declaration of bankruptcy or rejection of the motion for bankruptcy for the lack
of property,
f) The decision of the Founders or the agreem ent of the Founders, in the case when the
Board of Directors has not been operational for at least one year.

§15

(1) At the request of the Founder, the Ministry or a person proving its legal interest, the
Court shall decide on termin ation of the Foundation and order its liquidation if
(a) The Endowment of the Foundation has decreased,
(b) The Foundation fails to send its Annual Report to the Ministry within the time
limit prescribed in the decision on imposing a fine under § 36 (3),
(c) The Foundation violates the provision of § 29 (3),
(d) Those Foundation bodies, whose electoral term expired more than 6 months ago,
have not been elected or the Foundation bodies have not been completed up to the
required number of members,
(e) The Foundation has not performed its activ ities under § 2 (6) for a period longer
than one year,
(f) The Foundation’s use of property is in vi olation with this Act or with the
Foundation Deed.
(2) At the request of the Founde r, the Ministry or a person proving its legal interest, the
Court may decide on the termination of th e Foundation or order its liquidation if the
Foundation has by other serious manner or repeated ly violated the provisions of this Act.

foundations 7

§ 16
Winding up of the Foundation

(1) The Foundation shall cease to ex ist from the day of its erasure from the Register of
Foundations. The winding up is preceded by the termination with or without
liquidation.
(2) The liquidation shall not be necessary if
a) The property and obligations of the Founda tion after its winding up is transferred
to another Foundation,
b) The motion for bankruptcy has been reje cted due to the lack of property,
c) There is no foundation property left at the end of the bankruptcy proceedings.

§ 17
Termination of the Foundation without liquidation

(1) The Foundation may merge only with anot her Foundation on the basis of a written
Agreement on the Merger, providing the F oundation Deeds of these Foundations do
not prohibit it.
(2) The Agreement on the Merger shall include na me of the Parties to the Agreement and
information on property, obligations, ri ghts and duties of the Foundation, which
merges with the other Foundation. The st atutory bodies of both merging Foundations
must sign the Agreement on Merger. The Endowment of the Foundation, which is
taking over the property and obligations of the merging Foundation, shall be
increased by the Endowment of the merging Foundation.
(3) The motion to erase the merging Foundation from the Register of Foundations is filed
by its statutory body, whose signature on the mo tion must be officially verified. The
agreement on the Merger, the decision of th e Board of Directors on termination of the
Foundation without liquidation and the decisi on of the Founder, if he/she decided on
the termination shall be enclosed to the motion to erase the merging Foundation from
the Register of Foundations.
(4) The property, rights and obligation of the merging Foundation shall pass on the
Foundation with which it is merging as of the day when the merging Foundation is
erased from the Register.
(5) In the case of a fusion, the property of foundations, which terminate their existence
due to the fusion, shall be transferred to the Foundation resulting from the fuse.
(6) The Foundation may be transformed into a non-investment fund. At the
transformation, the hitherto Foundation is term inated without liquidation if, as of the
day of filing the motion to erase the Founda tion out of the Register of Foundations,
the prerequisites for the establishment of a non-investment fund have been fulfilled.
(7) When transforming the Foundation, the Endow ment of the Foundation is transferred
to other Foundation or to the municipality of the seat of the terminating Foundation.
(8) The Ministry shall erase the merging F oundation and register the change of the
Foundation, which is taking over the pr operty and obligation of the merging
Foundation, effective as of the day of merger.

foundations 8

§ 18
Termination of the Foundation with liquidation

(1) The commencement of the liquidation proceeding by the Foundation shall be
registered in the Register of Founda tions. The name of the Foundation during
liquidation shall be used with the supplement “in liquidation”.
(2) Upon the registration of the commencemen t of the liquidation proceeding by the
Foundation, the competencies of the Administ rator of the Foundation to act on behalf
of the Foundation shall be passed to the Li quidator registered in the Register of
Foundations.
(3) Unless this Act stipulates ot herwise, the Board of Direct ors appoints the Liquidator. If
the Liquidator is not appointed without undue delay, the court will appoint him/her.
Only natural person can be appointed as Liquidator. When the liquidation of the
Foundation is based on the decision of the c ourt, the court deciding on the liquidation
liquidator shall appoint the Liquidator.
(4) The Liquidator is responsible for his/her performance in the same way as the
Administrator of the Foundation.
(5) Liquidator performs on behalf of the F oundation only acts leading to the liquidation
of the Foundation.
(6) In the case, when the Liqui dator discovers the Foundation to be overcapitalised,
he/she shall without undue delay file a motion for the Foundation being declared
bankrupt.
(7) The Liquidator shall, as of the day of the commencement of the liquidation
proceeding, draft a liquidation book of account s and is obliged to send the overview
of property and obligations of the Foundation to all members of the Board of
Directors.
(8) To the day of the closing of liquidation, the Liquidator shall draft a closing aggregate
balance sheet and shall submit it for approval to the Board of Directors together with
the final report on the proceedings of liqui dation and the proposal for the division of
the liquidation balance.
(9) The Liquidator shall offer the liquida tion balance to another Foundation or
municipality where the terminating Founda tion had its seat. If the municipality
accepts the liquidation balance, it shall use it exclusively for a public benefit purpose.
Property consisting of the Endowment of th e Foundation can be offered only to other
Foundation registered acco rding to this Act.
(10) The liquidator shall file the motion to er ase the Foundation from the Register of
Foundation within 30 days of the end of the liquidation.
(11) The body, which appointed the Liquida tor, shall decide upon his/her
remuneration.
foundations 9

PART FOUR
BODIES OF THE FOUNDATION AND THEIR COMPETENCIES

§ 19
Bodies of the Foundation

(1) The Bodies of the Foundation shall be
a) Board of Directors,
b) Administrator of the Foundation
c) Board of Supervisors, if the propert y of the Foundation exceeds SKK 5,000,000,
otherwise if so stipul ates the Foundation Deed,
d) Inspector, if Board of Supe rvisors is not established,
e) Other bodies if so stipulated in the Foundation Deed.
(2) Members of the Foundation’s bodies are obliged to perform their activities in such a
manner that shall not harm interests of th e Foundation; must not use the property of
the Foundation for personal purposes. Member s of the Foundation’s bodies shall be
impeccable and having full capacity to take legal actions. For the purpose of the
present Act a person is considered impeccable if he/she has not been finally sentenced
for a premeditated criminal act. The impeccab ility shall be proved by the extract from
the Criminal Record not ol der than three months.

Board of Directors
§ 20

(1) The Board of Directors shall be the supreme body of the Foundation
(2) The Board of Directors shall
a) Decide on the dissolution of the Founda tion, unless it is prohibited by the
Foundation Deed,
b) Elect and recall the Chairman and member s of the Board of Directors, appoints
and recalls the Administrator of the Foundation and the Inspector, unless
stipulated otherwise in the Foundation Deed,
c) Decides on the changes in the Foundation D eed, unless prohibited to do so in the
Foundation Deed,
d) Appoints the Liquidator,
e) Approves annual budget of the Foundation subm itted to it by the Administrator of
the Foundation,
f) Decides on the use of the property of the Foundation in accordance with the
public benefit purpose of the Foundation and und er the terms stipulated in this Act
and in the Foundation Deed,
g) Decides on the increase of the Endowment and on the changes in the subject
structure of the Endowment,
h) Decide on the establishment of a Fund (Tru st), approves the final report on use of
the Fund’s (Trust’s) resources or the Annual Report on use of Fund’s (Trust’s)
resources, providing that the Fund (Tru st) has been established for the term
exceeding one year or for indefinite time,
foundations 10

i) Determines the remuneration for the performance of the function of the
Administrator of the Foundation.
(3) The Board of Directors shall also decide on any other facts within the scope and
under the terms as determined in the Foundation Deed.
(4) The Board of Directors is obliged to just ify in writing its decisions according to
Section 2 (g).

§ 21

(1) The Board of Directors shall have at least three members. A member of the Board of
Directors may only be a natural person ha ving full capacity to take legal actions.
(2) Membership in the Board of Directors shall be incompatible with the function of the
Administrator or a member of anot her body (§ 19) of the same Foundation.
(3) A person receiving monetary assets from the Foundation property may not serve as
the member of the Board of Directors.
(4) The membership in the Board of Director s is unpaid. A member of the Board of
Directors is entitled for reimbursement of the expenses occurred during performance
of the office as specified in the special decree
2.

§ 22

(1) The manner of elections and the terms of the office of members of the Board of
Directors shall be determined by the F oundation Deed. The Founder appoints the first
members of the Board of Directors in th e Foundation Deed when establishing the
Foundation. The Foundation Deed can also regulate the conditions for the

performance of the membership in the Board of Directors.
(2) If a post in the Board of Directors becomes vacant, the Board must elect a new
member of the Board within 60 days from the day the vacancy occurred, for the rest
of the term or for the next term. If due to the vacancies in the Board of Directors the
number of the members of the Board of Di rectors drops under three, the Board of
Directors cannot, with the ex ception of electing new memb ers, accept any decision,
until its members be completed.
(3) Any member of the Board of Directors ma y submit the proposal for the election and
removal of the Board of Directors members.
(4) Membership in the Board of Directors shall cease by
a) The expiration of the term,
b) Written resignation delivered to the Administrator of the Foundation or to the
Board of Directors,
c) Removal by the Board of Directors,
d) Death.

2 Act No. 119/1992 Coll., on Travel Reimbursements, as amended by later Acts.
foundations 11

§ 23

(1) The Board of Directors shall elect the Chai rman from among its members that shall
convene and chair meetings of the Board. The Chairman may empower in writing any
member of the Board to convene and chair meetings.
(2) A simple majority of all members of the Board of Directors is required to elect and
recall the Chairman.

§ 24

(1) The Board of Directors shall have the quorum if a simple majority of its members is
present, unless stipulated otherwise in the Foundation Deed. Consent of a simple
majority of all present members sha ll be required to adopt a decision.
(2) The Board of Directors members may adopt decision also outside the sessions of the
Board except decisions under § 20 Sec. 2 (a ) and (b). In such an event, the draft
resolution of the Board of Directors shal l be submitted to individual members for
comments with a time period for written comments to the draft being set. Should any
member fail to give her/his comments with in the given period of time, the draft
resolution shall be deemed not being suppor ted by that member. The Chairman of the
Board of Directors shall inform the me mbers of the Board of Directors on the
outcome of the voting.

The Administrator of the Foundation
§ 25

(1) The Administrator of the Foundation shall be a statutory representative of the
Foundation that manages its activity and acts on its behalf. He/she shall decide on all
matters of the Foundation, unless the compet encies on these matters are vested under
this Act or the Foundation Deed into other bodies of the Foundation.
(2) The Board of Directors elects and recalls the Administrator of the Foundation. The
Founder appoints the first Administrator of the Foundation in the Foundation Deed
upon the establishment of the Foundation.
(3) Unless stipulated otherwise in the Foundation Deed, the Board of Directors may limit
the right of the Administrator of the F oundation to act on behalf of the Foundation.
Such limitations shall not be effective with respect to any third party.
(4) The Administrator of the Founda tion must not be a member of the Board of Directors
or any other body of the Foundation. He/she sh all be entitled to participate at the
meetings of the Board of Dir ectors with an advisory vote.
(5) Any natural person with permanent or long- term residence in the territory of the
Slovak Republic may be appointed as the Administrator of the Foundation.

foundations 12

§ 26

(1) The Board of Directors shall remove the Administrator of the Foundation if
a) He/she has been lawfully convicted for committing a criminal act or has been
lawfully convicted for a crime and the court has not decided in his/her case on
conditional suspending of the sentence,
b) He/she had lost the capacity for legal actions or this capacity for legal action has
been proclaimed limited.
(2) The Board of Directors may remove the Administrator of the Foundation if
a) According to a medical statement, he/she is unable to perform this function for
health reasons for more then six months,
b) He/she fails to carry out his/her duties and makes no improvement within given
period of time after being notified in writing by the Board of Directors,
c) He/she lost the trust of the memb ers of the Board of Directors.
(3) The Administrator of the Foundation may resign on his/her function in written
without stating the reason thereof.
(4) If the Board of Directors recalls the Admi nistrator of the Foundation under Sec. 1 and
2 or if the Administrator resi gns under Sec. 3, the Board of Directors must elect the
new Administrator of the F oundation within 30 days of the occurred vacancy. Until
that time, the Chairman of the Board of Directors shall act on behalf of the
Foundation, being authorized to perform only the acts not permitting any delays.
(5) Electing and recalling of the Administrator of the Foundation requires a simple
majority of votes of all members of the Boar d of Directors. A majority of two thirds
of all members of the Board of Directors is required to recall the Administrator
pursuant to Sec. 2 c).
(6) Any member of the Board of Directors ma y submit proposal to election and recall of
the Administrator of the Foundation.

§ 27
The Board of Supervisors (The Inspector)

(1) The Board of Supervisors (the Inspecto r) is a supervisory body of the Foundation.
(2) The Board of Directors elects and recalls me mbers of the Board of Supervisors (the
Inspector). The provisions on Board of Directors are applied in appropriate way for
the manner of establishing and membership in the Board of Supervisors. The
provisions on the Administrator of the F oundation apply in appropriate way for the
Inspector. The Inspector serves for the term of three years.
(3) Members of the Board of Supervisors (the Inspector) are authorized to examine all
documents and records dealing with the act ivities of the Foundation and to check,
whether the accounting books are kept in a ccordance with special regulation and
whether the Foundation acts in accordance w ith generally binding regulations and its
Foundation Deed.
(4) In particular, the Board of Supervisors (the Inspector)
(a) Checks the accounting books keeping,
(b) Approves the closing balance of sheets and the Annual Report of the Foundation,
(c) Advise the Board of Directors on identified deficiencies and submits proposals on
their removal.
foundations 13

PART FIVE
THE USE OF THE FOUNDATION’S PROPERTY

§ 28
Expenses (costs) of the Foundation

(1) The property of the Foundation may be us ed only in accordance with the public
benefit purpose and the conditions stipulated in the Foundation Deed and
to cover the
expenses (costs) related to the administration of the Foundation. The Board of
Directors determines annually the limit of the expenses (costs) related to the
administration of the Foundation in the amount necessary to secure the activities of
the Foundation.
(2) The expenses (costs) for the administra tion of the Foundation include expenses
(costs) for
a) Protection and valorization of the Foundation’s property,
b) Promotion of the public benefit purpose of the Foundation or of the purpose of its
Fund (Trust),
c) Administration of the Foundation,
d) Remuneration of the Administrator of the Foundation,
e) Compensation of expenses acco rding to special regulation 3
f) Salaries of employees of the Foundation
g) Other expenses (costs) related to administering the Foundation.
(3) The Foundation Deed may specify a more detail itemization of expenses then in Sec.
2.
(4) The expenses (costs) related to administ ration of the Foundation must the Foundation
account for separately from other expenses (costs).

§ 29
Other use of the property of the Foundation
(1) The Foundation may not conduct business, except for renting real estates, organizing
cultural, educational, social or sport activit ies, if these activities contribute to more
effective use of its property and if these activities comply with the public benefit
purpose of the Foundation.
(2) The Foundation may not enter into agreement on silence partnership.
(3) The property of the Foundation must not be us ed neither for financing the activity of
political parties and political movements, nor for the benefit of a candidate for an
elected post.
4

3 See note 2 4 E.g. Act No. 46/1999 Coll., on electing the President of the Slovak Republic, on Public Referendum and
its Cancellation and on Amendment of Certain other acts; se also the Act of the National Council of the
Slovak Republic No. 346/1990, Coll., on Elections to the Bodies of Self-Government of Communities as
amended by later provisions.

foundations 14

§ 30
The use of the Endowment of the Foundation

(1) Registered property of which consist the Endowment of the Foundation (§ 3 Sec. 2)
may not be donated, invested as a deposit in to a commercial company, pledged or
otherwise used to secure any obligations of the Foundation nor to secure obligations
of third parties.
(2) The Foundation is obliged to put all the mo netary assets forming a part of the
Endowment to an account at a bank or at a foreign bank branch 5, which is allowed to
undertake its activities as a bank on th e territory of the Slovak Republic.
(3) The monetary assets forming a part of th e Endowment may be used only to purchase
a) Public securities and gov ernmental treasury vouchers,
b) Securities accepted on the market of listed securities and shares of open
investment funds,
c) Mortgage bonds,
d) Bank deposits, savings certifi cates and deposit certificates,
e) Real estates.

§ 31
Liability for the obligat ions of the Foundation

(1) The Foundation shall be liable for its oblig ations by its whole property except the
asserts of the Fund (Trust) established fo r the purpose of individually determined
humanitarian assistance for an individual or a group of persons in danger of life or in
need of an emergency assistance after being affected by a natural disaster.
(2) If the Administrator of the Foundation doesn’t de liver to the Ministry pursuant to
§ 13 (5) the written agreement or the deci sion of the Board of Directors on the
establishment of the Fund (Trust) for the purpose of humanitarian assistance for an
individual or a group of people in danger of life or in need of an emergency assistance
after being effected by a natural disaster , the Foundation shall be liable for its
obligation also including the reso urces of such a Fund (Trust).

Earmarked resources
§ 32

(1) If the value of the gift or of the c ontribution exceeds SKK 10,000, the Foundation is
obliged to inform the donor about the exac t specification of its use within 60 days
since the date of the use of the gift or contribution, unl ess otherwise specified by the
donor.
(2) If a donor provided the Foundation with a gift or a contribution for a specific public
benefit purpose, the Foundation shall be entitl ed to use it for a different purpose only
with the prior consent of this donor.

§ 33
5 See § 2 Sections 1 to 6 of the Act No. 483/2001 Coll., on Banks and on Modification and Amendments of
Certain Acts.
foundations 15

(1) Any natural or legal person for to whic h the Foundation provided its resources is
obliged to use such resources only for the public benefit purpose for which they were
provided; upon request the person is obliged to document the use of the resources to
the Foundation.
(2) Any natural or legal person failing to comply with the obligation under Sec. 1 is
obliged to immediately return the said resources to the Foundation.
(3) Any natural or legal person th at received any resources of the Foundation in violation
to the provisions of this Act is obliged to return such resources.
(4) The resources of the Foundation allocated fo r the fulfillment of its public benefit
purpose may not be provided to a Founder, a member of the Board of Directors, the
Administrator of the Foundation or to a me mber of any other body of the Foundation
nor to the persons closed to them.
6 This shall not apply if the resources come from the
Fund (Trust) established for the purpose of a humanitarian assistance for an
individual or a group of people in danger of life or in need of an emergency assistance
after being affected by a natural disaster.

PART SIX
ACCOUNTING AND ANN UAL REPPORT

§ 34
Accounting

(1) The Foundation shall keep accounting books pursuant to a special regulation 7.
(2) The Foundation shall keep in its accounti ng books the resources of a Fund (Trust)
separately from other resources.
(3) An auditor shall verify the annual financial statement.

§ 35
The Annual Report

(1) The Foundation is obliged to prepare an A nnual Report by the term determined by the
Board of Directors or the Foundation Deed af ter the end of the calendar year but not
later then by 15 May of the next calendar year.
(2) The Annual Report of the Foundation shall include
a) The overview of activities carried out in the evaluated period together with the
statement of their releva nce to the public benefit purpose of the Foundation.
b) The annual financial statement, the assessm ent of its basic data, as well as the
verdict of the auditor regarding the annual financial statement,
c) The overview of the incomes (yields) according to their sources and origin,
d) The overview about the donors, if the valu e of the gifts or contributions, donated
by the same donor, exceeded SKK 10, 000,
e) The overview about natural and legal persons that were given resources b
y the
Foundation to fulfil the public benefit objective for which the Foundation has
been established and the information on how such resources were used,
6 § 116 of the Civil Code 7 Act 563/1991 Coll. on Accounting as amended by later regulations.
foundations 16

f) The overall expenses (costs) sorted by cate gories for individual types of activities
of the Foundation, and separately the amount of expenses (costs) for
administering the Foundation, including the expenses related to the decision of the
Board of Directors under § 28 Sec. 1 and itemized according to the § 28, Sec. 2
and 3,
g) The changes made in the Foundation Deed and in the composition of the bodies
during the evaluated period,
h) The remuneration for the Administrato r of the Foundation and any other
Foundation body it such has been es tablished by the Foundation Deed,
i) The overview of the activities of the Funds (Trusts) together with the overview of
the resources of these Funds (Trusts),
j) Other facts as determined by the Board of Directors.
(3) If any facts are discovered after the publication of th e Annual Report that would
cause the need of its amendment, the Foundation is obliged to carry out such
amendments without undue delay.
(4) The Foundation shall send one copy of the An nual Report to the Ministry not later
then on 31 May. The Foundation shall send one copy of the auditor’s v
erdict for
publication to the Commercial Bull etin not later then on 31 May.

PART SEVEN
JOINT, TRANSITORY AND FINAL PROVISIONS

§ 36
Fines

(1) If the Foundation fails to send the Annual Re port to the Ministry under § 35 Sec. 4,
the Ministry shall impose a fi ne to the Foundation for violat ing this obligation in the
amount from SKK 10,000 to SKK 100,000.
(2) The fine is due within 30 days from the date of the entry into force of the decision on
imposing the fine.
(3) The Ministry shall, in its decision on th e imposing of the fine, set a reasonable time
limit for submitting the Annual Report.
(4) Imposing of the fine under this Act doe s not infringe the provisions on the
compensation for damages, nor does it make the obligations enacted by this Act void.
(5) The yield from the fines is part of the income of the State Budget.

§ 37
Supervision

foundations 17

(1) The Ministry shall supervise the perfor mance of the Foundation’s activities in
accordance with public benefit purpose of its establishment. For this reason the
Ministry shall evaluate the content of the Annual Report.
(2) If the Ministry finds any deficiencies, it shall invite the Foundation to correct those
deficiencies within a given time limit and simultaneously to inform the Ministry
about undertaken measures.
(3) If the Foundation has not redre ss the deficiencies under § 36 Sec. 3, the Ministry will
file a petition under § 15 Sec. 1.

§ 38
Protection of Donors Anonymity

(1) If the donor wishes to remain anonymous, its name and surname or its designation
must not be stated in th e list of donors nor shall be otherwise publicly disclosed.
(2) Provision of Sec. 1 shall not apply to th e powers of the supervisory bodies operating
under special regulations 8, service of the criminal poli ce, service of the financial
police and bodies active in criminal pr oceedings when operating under special
regulations
9.

§ 39
Access to information

The Foundation provides information on its activities and on the dealing with its property
as a compulsory person under special regulation 10.

Foreign Foundation

§ 40

(1) The Foreign Foundation is a legal person with its headquarters outside the territory of
the Slovak Republic, if being recognized as Foundation under the domestic law of the
State of its headquarters’ location.
(2) The Foreign Foundation may carry out its act ivities on the territory of the Slovak
Republic only through its Organizational Branch under the same conditions and
within the same framew ork as the Foundation established in accordance with this Act.

§ 41

8 E.g. Act of the National Council of the Slovak Republic No. 10/1996 Coll., on Supervision in the Public
Administration, Act No. 440/2000 Coll., on the Reports of Financial Supervision as amended by Act
150/2001 Coll.
9 The Criminal Code and the Act of the National Council of the Slovak Republic No. 171/1993 Coll., on
Police Forces as amended by later regulations.
10 Act n. 211/2001 Coll., on Free Access to Informat ion and on Modification and Amendments of Certain
Acts (Act on Freedom of Information).
foundations 18

(1) The authorization of the Foreign Foundation to carry out its activities on the territory
of the Slovak Republic through its Organizationa l Branch is valid as of the day of the
registration of the Organiza tional Branch to the Registry of Foundations and it
terminates as to the day of the expunction of the Organizational Branch form the
Registry of Foundations.
(2) The Ministry shall register the Organi zational Branch of the Foreign Foundation
established on the territory of the Slovak Republic if the public benefit interest of the
Foreign Foundation complies with § 2 S ec. 2. Written motion to register the
Organizational Branch in the Registry of Foundations shall be submitted to the
Ministry by the Administrator of the Organizational Branch of the Foreign
Foundation. The authenticity of the signa ture of the Administrator of the
Organizational Branch must be officially verified. The motion for registration shall
include the name of the Orga nizational Branch, which must include the name of the
Foreign Foundation with a supplementary st ating that this is the Organizational
Branch of the said Foreign Foundation, as we ll as identification of the headquarters of
the Organizational Branch and the name, surname, personal number and long-term
residence address of the Admi nistrator of the Organizational Branch, who serves as
its statutory representative.
(3) To the motion for the registration shall be attached the document not older than 3
months certifying, that the Foreign Foundation has a legal personality, the decision of
the relevant body of the Foreign F oundation on the establishment of the
Organizational Branch on the territory of the Slovak Republic including the
designation of the Administrator of the Or ganizational Branch; the Statute of the
Foreign Foundation and the ce rtificate proving that the value of the property
contribution to the Organizational Branch co rresponds to the provisions of this Act.
(4) The procedure and decision on the registration is likewise carri ed out under § 7.

§ 42
Transitory provisions

(1) A Foundation established pursuant to current regulations shall be deemed to be
considered a Foundation according to this Act, if until the 31 December 2002, the
Administrator of the Foundation files a motion fo r the change of the registered data in
the Register of Foundations and certifies the constitution of the Endowment as
required under § 3 Sec. 2 as of the date of the submission of the proposal; the
Foundation Deed of the Founda tion shall be attached.
(2) Until 31 December 2002, instead of submitting the motion as required under Sec. 1,
the Board of Directors of the Foundation may decide on the transformation of the
Foundation to a Non-for-Profit Organization Prov iding Public Benefit Services or to a
Non-Investment Fund, or it may decide on termination of the Foundation and
commencement of its liquidation. The decisi on on termination of the Foundation and
its entering into liquidation procedure sh all be announced to the Ministry by the
Administrator of the Foundation without necessary delay.
(3) If measures in accordance with Sec. 1 and 2 are not taken or the appropriate
registration body rejects the motion for registration, the Foundations not being
registered pursuant to this Act shall be d eemed as terminating as of 1 January 2003.
foundations 19

The Statutory body of these Foundations is obliged to terminate the Foundation with
liquidation.
(4) During the validity of international agreements setting up the conditions for providing
foreign assistance to the Slovak Republic which are binding for the Slovak Republic,
the provision under § 29 Sec. 1 shall not be applicable for Foundations established
under § 20b of the Civil Code before 1 September 1996, if their establishment had
been the precondition for drawing of forei gn assistance by the Slovak Republic and if
these Foundations as of the day of effect of this Act use their resources for the support
of entrepreneurial undertakings.

§ 43
Annulment provision

The Act of the National Council of the Slovak Republic No. 207/1996 Coll., on
Foundations, as amended by Act No. 147/1997 Coll. shall be annulled.

Art. II

Act No. 40/1964 Coll. Civil Code as amended by Act No. 58/1969 Coll., Act No.
131/1988 Coll., Act No. 94/1998 Coll., Act No. 188/1988 Coll., Act No. 87/1990 Coll.,
Act No. 105/1990 Coll., Act No. 116/1990 Coll., Act No. 87/1991 Coll., Act No.
509/1991 Coll., Act No. 264/1992 Coll., Act of the National Council of the Slovak
Republic No. 278/1993 Coll., Act of the Natio nal Council of the Slovak Republic No.
249/1994 Coll., Act No. 153/1997 Coll., Act No. 211/1997 Coll., Act No.
252/1999 Coll.,
Act No. 218/2000 Coll., Act No. 261/2001 Coll. and Act No. 281/2001 Coll., shall be
amended as follows:

1. §§ 20b to 20e including the head shall be omitted.
2. In § 477, the Section 2 is omitted.

Simultaneously the sign Section 1 is cancelled.

Art. III
Entry into force

This Act shall enter in to force on March 1, 2002.

Rudolf Schuster, b.h.o.h.
Josef Migaš, b.h.o.h.
Mikuláš Dzurinda, b.h.o.h.

foundations 20

The text as in the document “Foundation.doc” provided by ICNL has been amended according to the official text of the Act No.
34/2002 by Petr Pajas on March 25, 2002. The amendments in the or iginal English text did not include any grammatical or languag e
corrections besides those evid ently needed to avoid misinterpretation of the law.

foundations 21