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Organizational operating rules


ORGANISATIONAL AND OPERATING REGULATIONS
OF THE WITH DOG FOR A SMILE FOUNDATION
The Organisational and Operational Regulations of the With a Dog for a Smile Foundation are established by the
Foundation’s Board of Trustees in accordance with the Foundation’s Articles of Association registered with the
Kecskemét Court of Justice.
I. GENERAL SECTION
Name of the Foundation: Kutyával Egy Mosolyért Foundation
Registered office of the Foundation: 6000 Kecskemét, Petur Bán u.
2/a
Court registration number: 230; Pk.60.156/2011
Tax number of the Foundation: 18279166-1-03
The Foundation’s bank account number: 11732002-20401135-OTP Bank Nyrt. The
Foundation’s initial assets: HUF 300,000 (three hundred thousand Hungarian forints)
II. PURPOSE OF THE FOUNDATION
The purpose of the Foundation is to improve the care and quality of life of people with mental or physical disabilities
by utilising the role of assistance dogs. To this end
selecting, training, keeping and testing dogs that are specially suited for this purpose, and delivering them to
those in need. A further purpose of the Foundation is to improve equal opportunities with the help of
assistance dogs
through individual development programmes, providing assistance dogs to disabled owners, and spreading
awareness and education in the interests of animal welfare and social solidarity.
Activities carried out by the Foundation to achieve its objectives:

  • therapy dog training,
  • application of dog therapy
  • assistance dog training and placement with clients
  • education

    The other tasks of the Foundation are determined by the Board of Trustees (hereinafter: “Board of Trustees”) in
    accordance with the spirit of the Deed of Foundation, Act V of 2013, and the applicable laws governing the activities
    of the Foundation, as well as in accordance with the available conditions.
    “Board of Trustees”) in accordance with the provisions of the Deed of Foundation, Act V of 2013, and the laws in force at any
    given time concerning the activities of the Foundation, and in accordance with the available conditions.
    III. LEGAL STATUS AND NATURE OF THE FOUNDATION
    Legal status of the Foundation: Kutyával Egy Mosolyért (hereinafter: “Foundation”) is an independent legal entity, a
    public benefit foundation. The founder of the Foundation: Dr Krisztina Magyar exercises the rights vested in the
    founder. Fundraising on behalf of or for the benefit of the Foundation may only be carried out on the basis of a written
    authorisation from the Foundation’s governing body.
    The Foundation may not issue bills of exchange or other debt securities.
    The accounting rules specified in the Accounting Act and the Foundation’s Accounting Policy shall apply to the
    Foundation’s records (single-entry bookkeeping). The rules governing the Foundation’s cash management are set out in
    the Cash Management Regulations.
    Contributions in kind shall be managed, used and preserved in the most appropriate manner, as decided by the
    managing body, and shall be transferred to the Foundation accompanied by a handover protocol.
    The Foundation may only receive support from the subsystems of the state budget – with the exception of normative
    support – on the basis of a written contract. The contract must specify the conditions and method of accounting for the
    support. Support received from the subsystems of the state budget may not be used as collateral for loans or to repay
    loans.
    The Foundation does not engage in direct political activity, its organisation is independent of political parties and does
    not provide financial support to them or receive support from them, and it does not nominate or support candidates for
    the National Assembly or local government.
    IV. METHOD OF USE OF THE FOUNDATION’S ASSETS
    The Foundation may also engage in entrepreneurial activities, but these may not constitute the Foundation’s main
    activity. The Foundation may only engage in entrepreneurial activities for the purpose of achieving the objectives
    specified in the Deed of Foundation, without jeopardising those objectives, and the assets tied up in the business may
    not exceed the Foundation’s assets as defined by the applicable legislation. The unanimous decision of the members of
    the Board of Trustees is required to commence entrepreneurial activities.
    Any Foundation assets may only be sold if preceded by a simplified market analysis of the asset in question.

    V. THE FOUNDATION’S MANAGEMENT BODIES
  1. The Foundation is managed by the Board of Trustees
    1.1. Legal status of the Board of Trustees
    The Foundation’s assets are managed by a Board of Trustees consisting of nine members. 1 The members of the Board
    of Trustees are appointed in accordance with the Deed of Foundation. The members of the Board of Trustees are
    appointed by the Founder for a fixed or indefinite term. The chairperson and members of the Board of Trustees are
    considered senior officers.
    The Board of Trustees shall ensure that the Foundation’s financial management is carried out in accordance with the
    applicable laws and regulations. The Board of Trustees is the general decision-making and executive body of the
    Foundation and represents the Foundation before authorities and third parties.
    1.2. Management of the
    Foundation The Foundation is managed by
    a) the chair of the Foundation’s Board of Trustees – Réka Juharos
    b) the Secretary of the Foundation, – Dr. Ágota Lestárné Dr. Juharos
    c) The Board of Trustees of the Foundation
    performs the management of the Foundation.
    Andrea Farkas
    Norbert De Jonge
    Mónika Korsós Vivien
    Kresz-Tóth Klaudia
    Lázár Enikő Szokolné
    Igaz
    The chairperson, secretary and members of the Board of Trustees participate in the management of the Foundation by
    exercising their shared powers and cooperating with each other.
    1.3. Decision-making powers of the Foundation’s Board of
    Trustees The decision-making powers of the Foundation’s Board of
    Trustees are as follows:
    a) decides on the chair of the Board of Trustees, with the exception of the first chair. The chair of the Board of
    Trustees is elected by the members of the Board of Trustees from among themselves.
    b) decides on the use of the Foundation’s assets and disposes of them;
    c) decides on the adoption and amendment of these regulations and other regulations necessary for its operation
    (e.g. cash management);

    d) decides on the adoption of the Foundation’s annual financial management plan and balance sheet, and on the
    approval of the annual report;
    e) decides on the annual budget necessary for the operation of the Foundation;
    f) decides on the Foundation’s annual work plan;
    g) decides on asset expansion and organisational modernisation, as well as on activities to be carried out on a
    commercial basis;
    h) decides on whether the meetings of the Board of Trustees shall be closed or open to the public, where justified;
    i) decides which objectives to prioritise by setting targets;
    j) decides on the acceptance of the contents of the report and notes drawn up as a result of the numerical and
    on-site checks;
    k) decides with exclusive authority on requests and questions relating to access to documents generated in
    connection with the operation of the Foundation;
    l) decides on the establishment and dissolution of committees;
    m) decides on the appointment and dismissal of the heads of any organisational units that facilitate the activities
    of the Foundation;
    1.4. The supervisory powers of the Board
    of Trustees The supervisory powers of the Board of
    Trustees:
    a) continuously monitors the composition of its assets and the performance of tasks related to its operation.
    1.5. Representation of the Foundation
    The chair and secretary of the Board of Trustees are authorised to represent the Foundation independently and
    generally. The chair and secretary of the Board of Trustees are authorised to conclude and sign written contracts or
    agreements on behalf of the Foundation. The chair of the Board of Trustees appoints the Foundation’s representatives
    with banking rights. The list of representatives with banking rights and their powers shall be specified in the Financial
    Management Regulations.
    1.6. Operation of the Board of Trustees
    The Board of Trustees shall hold meetings as necessary, but at least once a year. Meetings of the Board of Trustees
    shall be convened jointly by the chairperson or any two members of the Board of Trustees in writing (by electronic
    means). The meeting of the Board of Trustees shall be chaired by the chairperson. In the absence of the chairperson,
    the Board of Trustees shall elect a chairperson from among its own members, who may only be a member of the Board
    of Trustees whose rights or legitimate interests are not affected by the matters in question (acting chairperson).
    Any member of the Board of Trustees may request that a meeting of the Board of Trustees be convened, stating the
    purpose and reason. In the event of such a request, the chairperson of the Board of Trustees shall take steps to convene
    the meeting within eight days of receiving the request. If the chairperson of the Board of Trustees fails to fulfil this
    obligation, the


    The meeting of the board of trustees may also be convened by the member submitting the request.
    The meeting shall be deemed to have been duly convened if the members are notified in writing (by electronic means)
    at least 8 days prior to the date of the meeting and receive a written description of the agenda items. The Board of
    Trustees shall have a quorum if more than half of its members are present at the meeting.
    At the beginning of the meeting, the chair or secretary of the Board of Trustees shall
    − must distribute an attendance sheet and then determine whether a quorum is present;
    − in the case of an online meeting, record attendance with a screenshot;
    − present the agenda and, after any additions by those present, put the agenda to a vote for approval.
    The chair shall then conduct the meeting in accordance with the approved agenda. The chair of the board meeting has
    the right to call a recess during the board meeting, which does not require a vote.
    In the event of a lack of quorum, the Board of Trustees meeting shall be reconvened within 15 days with the same
    agenda.
    1.7. Minutes of the Board of Trustees meeting
    Minutes shall be taken of the meetings of the Board of Trustees, which shall be prepared by the administrator of the
    Board of Trustees within 10 working days of the meeting.
    The minutes of the Board of Trustees meeting shall contain the following:
    − the date and place of the Board meeting, the names of the Board members present at the meeting, and the
    agenda of the meeting;
    − the determination of quorum;
    − the verbatim text of individual speeches, if the speaker or the chair of the meeting expressly requests that this
    be recorded in the minutes in advance;
    − the identification number (year/session number/base/decision number) and content of the decision taken;
    − the amount of support requested and awarded by majority vote;
    − the ratio of those in favour of and against the decision.
    The minutes shall be signed by the chairperson and two members of the Board of Trustees elected as authenticators.
    The minutes, which are non-disposable documents, shall be kept separately from other documents of the Foundation
    and bound separately each year.
    The chairperson or secretary of the Foundation shall be responsible for the ongoing management of the minutes of the
    Board of Trustees.

    1.8. Rights and obligations of the members of the
    Board of Trustees The members of the Board of Trustees shall have
    the right to:
    a) to participate in the meetings of the Board of Trustees;
    b) to vote at meetings of the Board of Trustees;
    c) express their opinions during discussions at Board meetings;
    d) to address questions to the chairperson or secretary of the Board of Trustees at Board meetings. The person
    concerned shall respond to the question either immediately or in writing within 15 days, at their own discretion;
    e) to propose the inclusion of an item on the agenda of a meeting of the Board of Trustees;
    f) inspect all documents of the Foundation;
    g) to abstain, at his or her own discretion, from participating in the discussion of any agenda item at a board
    meeting that concerns him or her personally;
    h) resign from membership of the body, without being required to give reasons.
    Members of the Board of Trustees are required to attend Board meetings and, if unable to attend, must notify the Chair
    or Secretary of the Board of Trustees prior to the start of the meeting.
    1.9. Termination of membership of the Board of Trustees:
    Membership of the Board of Trustees shall terminate in accordance with the provisions of the Deed of Foundation.
    1.10. Powers and duties of the Chair of the Board of Trustees:
    The powers of the Chair of the Board of Trustees are described in Section V/1.5 of these Rules.
    The duties of the Chair of the Board of Trustees include, in particular:
    To represent the Foundation independently before state and private bodies and organisations, the Founder and the
    press;
    a) preparing and convening meetings of the Board of Trustees and chairing the meetings;
    b) managing the operation of the Board of Trustees, defining and coordinating tasks;
    c) exercising other employer rights over employees employed by the Board of Trustees (management and
    supervision of work).
    Members of the Board of Trustees may claim reimbursement of verified expenses incurred in the course of their
    activities, subject to the prior consent of the Board of Trustees.
    1.11. Committees established by the Board of Trustees
    The Board of Trustees may, at its discretion, establish committees from among its members, generally for the purpose
    of performing a specific task or achieving a specific goal. A committee shall have at least three members. The Board of
    Trustees may grant rights and powers to the committees it establishes at its discretion, but these rights must be
    recorded in the minutes and may not conflict with these Rules and/or the provisions of the Deed of Foundation. The Board of Trustees may dissolve the committees it has established at its
    discretion, regardless of the committee’s position on the matter.
    1.12. Rules of Procedure of the Board of Trustees
    The Board of Trustees shall establish its own rules of procedure, which shall be set out in the Organisational and
    Operational Regulations.
    VI. OTHER PROVISIONS RELATING TO THE MANAGEMENT OF THE FOUNDATION
    PROVISIONS
    The members of the Board of Trustees are obliged to ensure the implementation of the management plan and
    decisions. The Board of Trustees may entrust technical tasks related to the management of the Foundation’s assets
    (finance, accounting, taxation, etc.) to an external organisation or person under a separate contract. In the event of the
    Foundation’s dissolution, the provisions of the Deed of Foundation shall apply.
    VII. FINAL PROVISIONS
    These Organisational and Operational Rules shall enter into force on the date of their
    adoption. Dated 03.11.2023.

    Chair of the Board of
    Trustees