Considering the importance of mental health in infants and young children, and taking into account the fundamental importance of the parent-child bond for the stable development of society, the Polish Association for Infant Mental Health is hereby established.
§ 1
1. The association is called: Polish Association for Infant Mental Health, hereinafter referred to as the Association.
2. The association operates in the territory of the Republic of Poland and in the territory of other countries only if it is necessary for the achievement of its objectives.
3. The seat of the Association is the town of Józefów.
4. The Association is established for an indefinite period.
5. The Association may join WAIMH – World Association of Infant Mental Health (World Association for Infant Mental Health) based in Finland and, after considering the application for cooperation and in accordance with the rules laid down by WAIMH, include, in particular in its documents, materials, or websites, the logo of that organization, as well as the following information: “An Affiliate of the World Association for Infant Mental Health” (Partner of the World Association for Infant Mental Health).
6. The condition for joining WAIMH is the adoption of a unanimous resolution by the Members of the Association
§ 2
1. The purpose of the Association is to promote and support the health of infants and young children, as well as social assistance and the development of science and education in the field of mental health of infants and young children.
2. The objectives of the Association are consistent with the objectives of WAIMH as set out in its statutes. The specific objectives of the Association are therefore:
a) to conduct scientific research and develop knowledge in the field of mental development and mental disorders in children from birth to the age of 3
;
b) supporting cooperation, including international cooperation, between all those interested in the best development of infants and parent-infant relationships;
c) spreading knowledge about infancy and its importance for human mental development;
d) promoting education and research on the impact of infant mental development on human mental development in later stages of life;
e) promoting the development of care, intervention, and prevention of mental disorders in infancy;
f) promoting research and knowledge about the mental health of parents, families, and other caregivers of infants;
3. The Association pursues its objectives through:
a) substantive meetings of its members and invited guests;
b) substantive support and participation in the organization of conferences, seminars, and training courses;
c) organizing and conducting training courses for members and other persons;
d) publishing and disseminating scientific research and educational materials, including those related to the above-mentioned conferences, seminars, and training courses, through print or electronic media.
§ 3
1. A member of the Association may be a natural person with full legal capacity (including those not residing in the territory of the Republic of Poland) whose education and professional experience is in the field of mental health of infants, early childhood, and parenting, including, among others, child psychiatrists, psychiatrists, pediatricians, perinatologists, neonatologists, psychotherapists, psychologists, educators, nurses, midwives, physical therapists, social workers, infant care workers, and other persons.
2. The conditions for joining the Association are:
a) payment of the first membership fee, and
b) approval of membership by the Management Board.
3. Members of the Association have the right to:
a) passively and actively participate in elections to the Management Board and Audit Committee of the Association,
b) use the resources and methods of operation of the Association,
c) participate in meetings, conferences, and seminars organized with the participation of the Association,d) submitting proposals regarding the Association’s activities.
4. Members of the Association are obliged to:
a) participate in the activities of the Association and in the implementation of its objectives,
b) participate in General Meetings of Members,
c) comply with the Statutes and resolutions of the Association’s authorities,
d) pay membership fees regularly.
5. Membership in the Association shall cease as a result of:
a) written resignation,
b) a decision of the Management Board resulting from:
– a delay in the payment of at least two membership fees or other benefits, despite two reminders;
– a gross violation of the Statutes;
– failure to comply with resolutions of the Association’s authorities;
– actions detrimental to the Association or actions inconsistent with its objectives;
– lack of active involvement in the Association’s activities.
c) loss of civil rights by virtue of a final court judgment,
d) death of a member.
6. The members of the Association may, by a resolution passed by a 3/4 majority of votes cast by at least half of the members of the Association, grant the status of “Honorary Member of the Association” to a natural person who has made outstanding contributions in the field in which the Association operates. An Honorary Member shall have the same rights and obligations as an ordinary member, and shall also be exempt from the obligation to pay membership fees and may participate in an advisory capacity in meetings of the Association’s authorities upon prior invitation.
§ 4
1. The Association obtains income from its members’ contributions and from its secondary economic activity. Income from economic activity may not be distributed among the members of the Association.
2. The Association may obtain income from:
a) Donations;
b) Inheritances and bequests;
c) Subsidies and support from public funds specified in separate regulations and on the terms set out in an agreement or other legal act with the administrator of these funds;
d) Public donations made on the terms specified in separate regulations.
3. The amount and rules for paying membership fees shall be determined by the members of the Association by a majority of 3/4 of the votes cast by at least half of the members of the Association.
§ 5
1. The Association shall have a Management Board.
2. The Management Board shall consist of four members: the President, Vice-President, Treasurer, and Secretary.
A member of the Management Board may be a natural person who is a member of the Association and whose candidacy is proposed by at least three members of the Association. Members of the Management Board are appointed for a joint term of office lasting three years and ending on December 31 of the third year. Members of the Management Board are appointed by the members of the Association by way of a resolution adopted at the General Meeting of Members by a majority of ¾ of the votes cast by at least half of the members of the Association. If a member of the Management Board is not appointed before December 31 of the last year of the term of office, the mandate of that member shall continue until a new member is appointed in his or her place.
3. The mandate of a member of the Management Board shall expire upon death, resignation, or dismissal from the Management Board by a resolution adopted at the General Meeting of Members by a majority of ¾ of the votes cast by at least half of the members of the Association. In such a case, the members of the Association shall appoint a new member of the Management Board to replace him or her for the remainder of the Management Board’s term of office. The provisions of paragraph 2 shall apply accordingly.
4. A person convicted by a final judgment for an intentional crime prosecuted by public indictment or a fiscal offense may not be a member of the Management Board.
5. The internal division of tasks shall be determined by the Management Board by way of a unanimous resolution.
6. The Management Board shall act at meetings convened and chaired by the President or, in his absence, by the Vice-President, at least once every quarter. At least three members must be present for the Management Board to adopt a resolution. Resolutions shall be adopted by an absolute majority of votes. In the event of a tie, the President shall have the casting vote. In current or urgent matters, the Management Board may adopt resolutions by circulation (including by electronic means of communication) without convening a separate meeting.
7. The Management Board shall manage the affairs of the Association and represent it externally. The tasks of the Management Board shall include, in particular:
e) ensuring that the Association’s objectives are achieved;
f) implementing resolutions and decisions of the Association’s Members;
g) drawing up work plans and budgets;
h) managing the Association’s assets;
i) convening General Meetings of Members;
j) admitting and expelling members of the Association;
k) submitting a report on the Association’s activities in the calendar year to the members of the Association by March 15 of the following year.
8. Two members of the Management Board are required to act jointly (joint representation) in order to make statements on behalf of the Association.
9. In matters exceeding the scope of ordinary management, the Management Board must obtain the prior consent of the General Meeting of Members.
10. Activities exceeding the scope of ordinary management include:
a) acquisition and disposal of real estate or perpetual usufruct rights;
b) establishment of limited property rights;
c) conclusion of a credit or loan agreement;
d) assumption of debt, recognition of debt, release from debt, accession to debt,
conclusion of a surety agreement or conclusion of another similar agreement;
e) incurring other liabilities exceeding PLN 10,000 net (excluding
VAT). In the case of continuous (periodic) liabilities, the value of the
liability is determined as the sum of benefits due within one calendar year
net (excluding VAT), and if the liability lasts for a shorter period, for the
entire period of its existence.
11. Members of the Management Board may receive remuneration for activities performed in connection with their function. The General Meeting of Members decides on the granting of remuneration, its amount, and the rules of payment by a majority of ¾ of the votes cast by at least half of the members of the Association.
§ 6
1. The Association has an Audit Committee.
2. The Audit Committee consists of three members: a chairperson, a deputy chairperson, and a secretary. A member of the Audit Committee may be a natural person who is a member of the Association and whose candidacy is proposed by at least three members of the Association. Members of the Audit Committee are appointed for a joint term of office lasting three years and ending on December 31 of the third year. Members of the Committee are appointed by the members of the Association by way of a resolution adopted at the General Meeting of Members by a majority of ¾ of the votes cast by at least half of the members of the Association. If a member of the Committee is not appointed before December 31 of the last year of the term of office, the mandate of that member shall continue until a new member is appointed in his or her place.
3. The mandate of a member of the Audit Committee shall expire as a result of death, resignation, or dismissal from the Committee by a resolution adopted at the General Meeting of Members by a majority of ¾ of the votes cast by at least half of the members of the Association. In such a case, the members of the Association shall appoint a new member of the Committee to replace him or her for the remainder of the joint term of office. The provision of paragraph 2 shall apply accordingly.
4. Members of the Audit Committee:
a) may not be members of the Management Board or be married to, cohabiting with, related to, related by affinity to, or subordinate to them,
b) may not have been convicted by a final judgment for an intentional crime prosecuted by public indictment or a fiscal offense,
c) do not receive remuneration for their function or other benefits.
5. Audit Committee:
a) audits the activities of the Association in any area at least once per calendar year and presents the results of the audit to the Members of the Association;
b) has the right to convene a General Meeting of the Association’s Members and to discuss any matters related to the Association’s activities, including any irregularities that have been identified;
c) has the right to convene a meeting of the Management Board;
d) submits a report on its activities in the calendar year to the Members of the Association by March 15 of the following year.
6. A meeting of the Audit Committee may be convened by three members of the Association, its chairperson, or, in his/her absence, the deputy chairperson. Resolutions of the Committee shall be adopted by an absolute majority of votes of the Committee members.
§ 7
1. After the end of the calendar year, by March 31 of the following year, the members of the Association shall approve the report on the activities of the Management Board and the Audit Committee and indicate the proposed directions for the Association’s activities in the following calendar year.
2. Members of the Association may make decisions at the General Meeting of Members or by circulation (in writing or using the declared e-mail address). The Management Board shall have the right to collect votes by circulation.
3. The right to convene a General Meeting of Members is vested in the Management Board, the Audit Committee, and a group of at least three members of the Association.
4. Unless otherwise provided for in the Statutes, resolutions shall be adopted by an absolute majority of votes cast by at least half of the members of the Association.
5. If a General Meeting of Members is convened and there is no quorum on the first date, a second date may be set (no earlier than one week after the first date), on which resolutions shall be adopted by an absolute majority of the members present or by a qualified majority of the members present. In the case of collecting votes by circulation, the first sentence shall not apply.
6. If the number of members of the Association exceeds 100, the General Meeting of Members may adopt a resolution to replace the General Meeting of Members with a Meeting of Delegates.
7. Delegates shall be elected by the General Meeting of Members, assuming that there shall be 5 Delegates per group of up to 50 members. Thus:
a) There shall be 15 Delegates for 101-150 members of the Association;
b) For 151-200 members of the Association, there shall be 20 Delegates;
c) For 201-250 members of the Association, there shall be 25 Delegates;
d) The above rule shall apply to subsequent increases in the number of
members.

8. The General Meeting of Members elects Delegates from among the members of the Association for a joint term of office lasting three years and ending on December 31 of the third year, with the terms of office remaining consistent with the terms of office of the Management Board and the Audit Committee (the first terms of office of delegates may therefore be shorter than three years). Subsequent Delegates, following an appropriate increase in the number of members of the Association, shall be elected on the same basis until the end of the joint term of office of the existing Delegates, the Management Board, and the Audit Committee.9. In the event of a reduction in the number of members of the Association below the thresholds referred to in paragraphs 6-7, the term of office of the Delegates shall continue until the end of the joint term of office of the Management Board, the Audit Committee, and the Delegates.10. A Delegate’s mandate shall expire as a result of death, resignation, or dismissal by a resolution adopted at the General Meeting of Members. Dismissal shall only be permissible by electing a new Delegate to replace the dismissed Delegate for the remainder of the joint term of office.

11. The provisions concerning the General Meeting of Members shall apply accordingly to the Delegates’ Meeting.

§ 8

Pursuant to Article 20(1)(6) of the Act on Public Benefit and Volunteer Work, it is not permissible to:

a) grant loans or secure liabilities with the Association’s assets in relation to its members, members of its bodies or employees, and persons with whom members, members of bodies, and employees of the Association are married, cohabiting, or related by blood or affinity in a direct line, related by blood or affinity in a collateral line up to the second degree, or are related by adoption, guardianship, or custody, hereinafter referred to as “close persons,”

b) transferring the Association’s assets to its members, members of its bodies or employees and their close persons on terms other than those applicable to third parties, in particular if such transfer is made free of charge or on preferential terms,

c) using the Association’s assets for the benefit of members, members of its bodies or employees and their close persons on terms other than those applicable to third parties, unless such use directly results from the statutory purpose,

d) purchasing goods or services from entities in which members of the Association, members of its bodies or employees and their relatives participate, on terms other than those applicable to third parties or at prices higher than market prices.
§ 9

1. Any amendment to the Statutes requires a resolution passed by a three-quarters majority of votes cast by at least half of the Association’s members. A proposal for an amendment may be submitted by the Management Board, the Audit Committee, or three members of the Association.

2. The dissolution of the Association requires the unanimous consent of all its members. The liquidation of the Association shall be carried out in accordance with the provisions of the Law on Associations.