Statutes of the Foundation "Institute for the Development and Promotion of Aviation"

1. The Foundation operating under the name Fundacja "Instytut Rozwoju i Promocji Lotnictwa" (Foundation "Institute for the Development and Promotion of Aviation"), hereinafter referred to as the Foundation, established by Marcel Kotas and Andrzej Korasiak, hereinafter referred to as the Founders, by a notarial deed drawn up by notary Magdalena Rzeszotek at a notarial office in Warsaw on 24 March 2026, under Repertory number A 363/2026, operates on the basis of Polish law and of these Statutes.
2. The Foundation may use the short form of its name as a distinguishing mark: Lotniczy Think Tank (Aviation Think Tank).
3. The Foundation is a non-governmental, non-profit organisation.

1. The registered office of the Foundation is the Capital City of Warsaw.
2. The Foundation is established for an indefinite period.
3. The Foundation operates within the territory of the Republic of Poland, and to the extent necessary to pursue its goals properly it may also operate outside the Republic of Poland.
4. To pursue its goals the Foundation may set up branches, establishments, subsidiaries and representative offices in Poland and abroad.

The Foundation is supervised by the minister responsible for transport (the Minister of Infrastructure) and by the Mayor of the Capital City of Warsaw.

The goals of the Foundation are:

1. Development and education: initiating, supporting and organising research, educational and scientific projects concerning the civil and state aviation market in Poland and worldwide.
2. Entrepreneurship: working towards economic development, entrepreneurship and closer integration of the business community in the aviation industry.
3. Advocacy: taking an active part in public debate, supporting legislative processes and representing the interests of the public and of the aviation industry before public authorities, with respect for the public interest and for safety.
4. Cooperation and support: working to initiate cooperation between the business, non-governmental and local government sectors in the field of transport infrastructure.
5. Safety and innovation: initiating and supporting measures to improve safety in civil and state aviation, including the analysis of aviation occurrences and incidents, promoting a safety culture (Safety Management System), monitoring the implementation of ICAO and EASA safety standards, and researching and promoting the use of new technologies - in particular artificial intelligence, automation and decision support systems - in flight operations, air traffic management and regulatory oversight.
6. Ground operations and airport services: initiating and supporting measures for the development, standardisation and professionalisation of ground operations in civil aviation, including passenger, baggage and cargo handling, ground handling, in-flight catering, aircraft line maintenance on the apron, airport security, and the training and certification of ground personnel.

The Foundation pursues its goals by:

1. Conducting and commissioning scientific research, market analyses, industry reports and case studies concerning the aviation sector; publishing books, studies, periodicals, bulletins and information materials in print and electronic form; organising training courses, workshops, seminars, conferences, congresses and webinars; creating and running scholarship, mentoring and internship programmes for students, graduates and aviation professionals; carrying out publishing and educational activity online, including e-learning platforms and openly available knowledge resources.
2. Initiating and developing cooperation between organisations in the aviation sector, including airlines, air operators, training organisations, airports, manufacturers of aviation equipment, start-ups, investment funds, scientific and research institutions, industry organisations and public administration bodies; organising networking events, industry forums, trade missions and study visits in Poland and abroad; creating and administering platforms for exchanging knowledge, contacts and experience in the aviation industry; acting as an intermediary in establishing cooperation between Polish and foreign organisations in the aviation sector, ground handling providers, cargo operators, in-flight catering suppliers, airport security services and other organisations working in ground operations.
3. Taking an active part in public consultations and legislative processes concerning the air transport sector; preparing and publishing positions, opinions, recommendations and position papers addressed to legislative and executive authorities, European Union institutions and international organisations; monitoring and analysing the aviation market, the practices of industry participants and whether the actions of regulatory bodies serve the public interest, and making the results of those analyses public; representing the interests of the aviation industry and its users in administrative proceedings, consultation processes and public forums; working with the media and providing information that supports transparency in the aviation market.
4. Cooperating with airports, infrastructure managers, local government, ministries, agencies and government bodies - in particular with the Civil Aviation Authority, the Polish Air Navigation Services Agency, the Polish Space Agency, the Office of Rail Transport and the bodies managing transport infrastructure - on optimising route networks, developing and modernising aviation infrastructure, integrating multimodal transport and shaping transport policy; developing concepts, recommendations and strategies for regional and national aviation policy; initiating and supporting projects in sustainable aviation, including electric aviation, U-Space systems, unmanned aircraft and innovative aviation technologies; cooperating with international organisations, including ICAO, EASA, Eurocontrol and IATA, on harmonising aviation regulations and standards; carrying out analyses and research projects on the use of artificial intelligence and autonomous systems in aviation, including air traffic management (ATM/UTM), operational decision support, failure prediction and the cybersecurity of aviation systems.
5. Conducting and commissioning audits in the aviation sector, in particular: safety audits assessing the implementation and functioning of safety management systems (SMS) and compliance with ICAO and EASA requirements and national aviation regulations; operational audits assessing the quality and efficiency of ground operations, ground handling, passenger and cargo handling and airport procedures; compliance audits verifying that organisations in the aviation sector observe aviation law and national and European Union regulations; audits of training and education programmes for flight and ground personnel against certification requirements and industry quality standards; and preparing post-audit recommendations and supporting organisations in implementing corrective measures.

1. The assets of the Foundation consist of its founding fund of PLN 10,000.00 (in words: ten thousand zlotys) and of other property acquired by the Foundation in the course of its activity.
2. Of the founding fund, PLN 5,000.00 (five thousand zlotys) is allocated to business activity and PLN 5,000.00 (five thousand zlotys) to statutory activity, which preserves the statutory principle of proportionality.

The income of the Foundation may come in particular from:

1. donations, inheritances and legacies.
2. subsidies, grants and independent research grants.
3. public fundraising.
4. the assets of the Foundation.
5. business activity carried out by the Foundation.
6. profits from shares in companies and from participation in other legal persons.
7. property rights and rights in intangible assets, in particular copyright, patents and licences.

1. The financial year of the Foundation is the calendar year.
2. The first financial year of the Foundation ends on 31 December of the year following the year in which the Foundation was entered in the National Court Register.

The governing bodies of the Foundation are:

1. the Management Board.
2. the Advisory Board.

1. Succession of the Founders' powers. Should both Founders die, permanently lose the capacity to perform acts in law or submit written resignations, all powers vested in them under these Statutes - including appointing and dismissing the governing bodies, amending the Statutes and deciding to wind up the Foundation - pass to the Advisory Board, acting by a resolution adopted by an absolute majority of the votes of all its members.
2. Once it takes over the Founders' powers as described in paragraph 1, the Advisory Board acquires the right to complete and renew its own composition on its own, and to extend the term of office of its members by one-year periods, until the organisational situation of the Foundation is settled. The first meeting of the Advisory Board held under this procedure is convened by the Chair of the Board or, if there is none, by its oldest member.
3. Where, at the time the circumstances described in paragraph 1 arise, the Advisory Board has no members or is unable to act (no quorum for a period longer than 3 months), the competent registry court may - at the request of any interested party - appoint a curator for the Foundation under Article 42 of the Civil Code.
4. Should one of the Founders die, permanently lose the capacity to perform acts in law or submit a written resignation, all powers vested in that Founder under these Statutes pass in full to the other Founder, who acts alone from that point on.

1. The Management Board of the Foundation consists of 2 persons, including the President of the Management Board.
2. The first Management Board is made up of the Founders.
3. The term of office of the Management Board is 3 (three) years. Members of the Management Board may be appointed for further terms without limit. Members of the Management Board for subsequent terms, including the President of the Management Board, are appointed and dismissed by the Founders by resolution, no later than 30 days before the current term expires. Should a member of the Management Board be dismissed, resign or die during a term of office, the Founders appoint a new member for the remainder of that term.
4. Members of the Management Board may receive remuneration for holding office or be employed by the Foundation under a contract of employment or civil law contracts.
5. In contracts between the Foundation and a member of the Management Board, and in disputes with such a member, the Foundation is represented by an attorney appointed by resolution of the Founders.
6. The detailed rules and the amount of remuneration of members of the Management Board are set out in a resolution of the Founders.

1. The powers of the Management Board include in particular:
   1. managing the day-to-day activity of the Foundation,
   2. representing the Foundation externally,
   3. adopting annual and multi-year programmes of activity for the Foundation,
   4. managing the assets of the Foundation,
   5. accepting donations, inheritances and legacies,
   6. deciding to form companies and to join other companies, foundations, associations and organisations.
2. Resolutions of the Management Board are adopted by a simple majority of votes in the presence of at least half of its members. In the event of a tie, the President of the Management Board has the casting vote.
3. The Management Board is required to prepare an annual report on its activity and an annual financial statement, and to present them to the Founders and to the Advisory Board by 31 March of the following year. The report is approved by resolution of the Founders.

1. Representation. Each member of the Management Board is authorised to make declarations of will on behalf of the Foundation acting alone, subject to paragraph 2.
2. In property matters exceeding PLN 30,000.00 (in words: thirty thousand zlotys), and when concluding contracts above that threshold, credit or loan agreements, or creating security over the assets of the Foundation, two members of the Management Board must act jointly.
3. The threshold referred to in paragraph 2 may be changed by resolution of the Founders.

1. The Advisory Board is a consultative and advisory body of the Foundation.
2. The Advisory Board consists of at least 3 members, including the Chair of the Advisory Board.
3. Members of the Advisory Board and its Chair are appointed and dismissed by the Founders by resolution, for a period of 1 year (a one-year term of office).
4. Resolutions of the Advisory Board are adopted by a simple majority of votes in the presence of at least half of its members. In the event of a tie, the Chair of the Board has the casting vote.
5. The tasks of the Advisory Board are:
   1. setting the main substantive directions of the Foundation's activity,
   2. giving opinions on the annual reports of the Management Board,
   3. providing expert advice to the Management Board on strategic aviation projects.
6. The detailed rules and criteria for appointing members of the Advisory Board and the organisation of its work are set out in the Rules of Procedure of the Advisory Board, adopted by the Founders.
7. Members of the Advisory Board, and external experts engaged by the Foundation, are required to disclose to the Management Board any professional, organisational or financial connections that might affect the impartiality of their opinion in a given matter. The Foundation applies the principle of disclosure of interests: analytical materials and positions prepared by working groups made up of representatives of a particular part of the industry carry a clear statement of the composition of the group and of the interest it represents.

1. The Foundation may carry out business activity on a scale that serves the pursuit of its statutory goals. Business activity is strictly ancillary to those goals.
2. The Foundation is under an absolute obligation to keep its business activity separate from its statutory activity in financial and accounting terms, which is a condition of transparency and the basis for using the tax exemptions provided for by law.
3. The Foundation carries out business activity in the following areas (under the Polish Classification of Activities, PKD):
   1. 70.22.Z - Other business and management consultancy activities (predominant activity),
   2. 70.21.Z - Public relations and communication activities,
   3. 71.20.Z - Other technical testing and analysis,
   4. 85.59.Z - Other education not elsewhere classified,
   5. 82.30.Z - Organisation of conventions and trade shows,
   6. 74.90.Z - Other professional, scientific and technical activities not elsewhere classified,
   7. 72.20.Z - Research and experimental development on social sciences and humanities,
   8. 73.20.Z - Market research and public opinion polling,
   9. 58.19.Z - Other publishing activities,
   10. 63.91.Z - Web portals and search engines,
   11. 59.11.Z - Motion picture, video and television programme production activities,
   12. 62.20.Z - Computer consultancy and computer facilities management activities,
   13. 62.90.Z - Other information technology and computer service activities,
   14. 63.92.Z - Other information service activities.
4. All income (the surplus of revenue over costs) from business activity is allocated in full to the pursuit of the statutory goals of the Foundation listed in § 4 of these Statutes.

Amendments to the Statutes, including a change of the goal of the Foundation, are made by the Founders by unanimous resolution.

1. The Foundation is wound up once the goals for which it was established have been achieved, or once its funds and assets have been exhausted.
2. The decision to wind up the Foundation is taken by the Founders by unanimous resolution.
3. The assets remaining after the Foundation has been wound up are transferred to another non-governmental organisation with similar statutory goals, designated by the Founders.