CHAPTER VI. ORGANIZATION AND MANAGEMENT
Article 19. Structure of the Fund
The Fund shall have a Governing Council, an Executive Board, a Consultative Committee,
a Managing Director and such staff and employees as may be necessary to carry out
its functions.
Article 20. Governing Council
-
4 The Governing Council shall hold an annual meeting and such special meetings as it
may decide, or as are called for by 15 Governors holding at least one fourth of the
total voting power, or as requested by the Executive Board.
-
8 At each annual meeting, the Governing Council shall elect a Chairman from among the
Governors.
The Chairman shall hold office until the election of his successor. He may be re-elected
for one successive term.
Article 21. Voting in the Governing Council
Article 22. Executive Board
-
1 The Executive Board shall be responsible for the conduct of the operations of the
Fund and shall report to the Governing Council thereon. For this purpose the Executive
Board shall exercise the powers accorded to it elsewhere in this Agreement or delegated
to it by the Governing Council. In the exercise of any delegated powers, the Executive
Board shall take decisions by the same levels of majority that would apply were such
powers retained by the Governing Council.
-
2 The Executive Board shall, unless the Governing Council shall decide otherwise with
a Highly Qualified Majority, consist of not less than 20 and not more than 25 Executive
Directors. There shall be one alternate for each Executive Director.
-
4 Each Executive Director and alternate shall be elected for a term of two years and
may be re-elected.
They shall continue in office until their successors are elected. An alternate may
participate in meetings but may vote only in the absence of his principal.
Article 23. Voting in the Executive Board
Article 24. Managing Director and Staff
-
1 The Governing Council shall by a Qualified Majority appoint the Managing Director.
If the appointee is, at the time of his appointment, a Governor or an Executive Director,
or an alternate, he shall resign from such position prior to taking up his duties
as Managing Director.
-
4 The Managing Director shall be responsible for the organization, appointment and dismissal
of the staff pursuant to staff rules and regulations to be adopted by the Fund. In
appointing the staff the Managing Director shall, subject to the paramount importance
of securing the highest standards of efficiency and of technical competence, pay due
regard to recruiting personnel on as wide a geographical basis as possible.
-
5 The Managing Director and staff, in the discharge of their functions, shall owe their
duty entirely to the Fund and to no other authority. Each Member shall respect the
international character of this duty and shall refrain from all attempts to influence
the Managing Director or any of the staff in the discharge of their functions.
Article 25. Consultative Committee
The Fund shall maintain at the disposal of the Executive Board, a Consultative Committee,
established and operating, in accordance with rules and regulations adopted by the
Governing Council, to facilitate the activities of the Operations Account.
Article 26. Budgetary and Audit Provisions
-
2 The Managing Director shall prepare an annual administrative budget, which shall be
considered by the Executive Board and be transmitted, together with its recommendations,
to the Governing Council for approval.
-
3 The Managing Director shall arrange for an annual independent and external audit of
the accounts of the Fund. The audited statement of accounts, after consideration by
the Executive Board, shall be transmitted, together with its recommendations, to the
Governing Council for approval.
Article 27. Location of Headquarters
The headquarters of the Fund shall, except as the Governing Council with a Qualified
Majority shall decide otherwise, be located in Amsterdam, The Netherlands. The Fund
may, by a decision of the Governing Council, establish other offices, as necessary,
in the territory of any Member.
Article 28. Publication of Reports
The Fund shall issue and transmit to Members an annual report containing an audited
statement of accounts. After adoption by the Governing Council, such report and statement
shall also be transmitted for information to the General Assembly of the United Nations,
to the Trade and Development Board of UNCTAD and to other interested international
organizations.
Article 29. Relations with the United Nations, ICBs, other International Organizations
and other Entities
-
1 The Fund may enter into negotiations with the United Nations with a view to concluding
an agreement to bring the Fund into relationship with the United Nations as one of
the specialized agencies referred to in Article 57 of the Charter of the United Nations. Any agreement concluded in accordance with Article 63 of the Charter shall require the approval of the Governing Council, upon the recommendation of the
Executive Board.
-
3 The Fund shall seek to establish working relationships with ICBs and other international
organizations and with public and private entities engaged in activities related to
those of the Fund, and to mobilize financial support for the Fund’s objectives from
whichever sources available. In the interrelation between the Fund and such organizations
and entities each party shall respect the autonomy of the other.
CHAPTER IX. STATUS, PRIVILEGES AND IMMUNITIES
To enable the Fund to fulfil the functions with which it is entrusted, the status,
privileges and immunities set forth in this chapter shall be accorded to the Fund
in the territory of each Member.
Article 40. Legal Status of the Fund
The Fund shall possess full juridical personality, and, in particular, the capacity
to conclude international agreements with States and international organizations,
to enter into contracts, to acquire and dispose of immovable and movable property,
and to institute legal proceedings.
Article 41. Immunity from Juridical Proceedings
-
1 The Fund shall enjoy immunity from every form of legal process, except for actions
which may be brought against the Fund:
-
a) By lenders of funds borrowed by the Fund with respect to such funds;
-
b) By buyers or holders of securities issued by the Fund with respect to such securities;
and
-
c) By assignees and successors in interest thereof with respect to the aforementioned
transactions.
Such actions may be brought only before courts of competent jurisdiction in places
in which the Fund has agreed in writing with the other party to be subject. However,
if no provision is made as to the forum, or if an agreement as to the jurisdiction
of such courts is not effective for reasons other than the fault of the party bringing
legal action against the Fund, then such action may be brought before a competent
court in the place in which the Fund has its headquarters or has appointed an agent
for the purpose of accepting service or notice of process.
-
2 No action shall be brought against the Fund by Members, except in cases as in paragraph
1 of this article. Nevertheless, Members shall have recourse to such special procedures
to settle controversies between themselves and the Fund as may be prescribed in this
Agreement and in any rules and regulations adopted by the Fund.
-
3 Notwithstanding the provisions of paragraph 1 of this article, property and assets
of the Fund, wherever located and by whomsoever held, shall be immune from search,
any form of taking, foreclosure, seizure, all forms of attachment, injunction, or
other judicial process impeding disbursement of funds and any other interlocutory
measures before the delivery of a final judgement against the Fund by a court having
jurisdiction in accordance with paragraph 1 of this article. The Fund may agree with
its creditors to limit the property or assets of the Fund which may be subject to
execution in satisfaction of a final judgement.
Article 42. Immunity of Assets from other Actions
The property and assets of the Fund, wherever located and by whomsoever held, shall
be immune from search, requisition, confiscation, expropriation and any other form
of interference or taking whether by executive or legislative action.
Article 43. Immunity of Archives
The archives of the Fund, wherever located, shall be inviolable.
Article 44. Freedom of Assets from Restrictions
To the extent necessary to carry out the operations provided for in this Agreement
and subject to the provisions of this Agreement, all property and assets of the Fund
shall be free from restrictions, regulations, controls, and moratoria of any nature.
Article 45. Privilege for Communications
As far as may be compatible with any international convention on telecommunications
in force and concluded under the auspices of the International Telecommunication Union
to which a Member is a party, the official communications of the Fund shall be accorded
by each Member the same treatment that is accorded to the official communications
of other Members.
Article 46. Immunities and Privileges of Specified Individuals
All Governors, Executive Directors, their alternates, the Managing Director, members
of the Consultative Committee, experts performing missions for the Fund, and the staff,
other than persons in domestic service of the Fund:
-
a) Shall be immune from legal process with respect to acts performed by them in their
official capacity except when the Fund waives such immunity;
-
b) When they are not nationals of the Member concerned, shall be accorded, as well as
their families forming part of their household, the same immunities from immigration
restrictions, alien registration requirements and national service obligations and
the same facilities as regards exchange restrictions as are accorded by such Member
to the representatives, officials and employees of comparable rank of other international
financial institutions of which it is a member;
-
c) Shall be granted the same treatment in respect of travelling facilities as is accorded
by each Member to representatives, officials and employees of comparable rank of other
international financial institutions of which it is a member.
Article 47. Immunities from Taxation
-
1 Within the scope of its official activities, the Fund, its assets, property, income
and its operations and transactions authorized by this Agreement shall be exempt from
all direct taxation and from all customs duties on goods imported or exported for
its official use, provided that this shall not prevent any Member from imposing its
normal taxes and customs duties on commodities which originate from the territory
of such Member and which are forfeited to the Fund through any circumstance. The Fund
shall not claim exemption from taxes which are no more than charges for services rendered.
-
2 When purchases of goods or services of substantial value necessary for the official
activities of the Fund are made by or on behalf of the Fund, and when the price of
such purchases includes taxes or duties, appropriate measures shall, to the extent
possible and subject to the law of the Member concerned, be taken by such Member to
grant exemption from such taxes or duties or provide for their reimbursement. Goods
imported or purchased under an exemption provided for in this article shall not be
sold or otherwise disposed of in the territory of the Member which granted the exemption,
except under conditions agreed with that Member.
-
3 No tax shall be levied by Members on or in respect of salaries and emoluments paid
or any other form of payment made by the Fund to Governors, Executive Directors, their
alternates, members of the Consultative Committee, the Managing Director and staff,
as well as experts performing missions for the Fund, who are not their citizens, nationals
or subjects. For the purpose of this article 47, paragraph 3 any person who by virtue of domicile or habitual abode is subject to the taxation
laws of a Member shall be regarded as a subject of the Member concerned.
Article 48. Waiver of Immunities, Exemptions and Privileges
-
1 The immunities, exemptions and privileges provided in this chapter are granted in
the interests of the Fund. The Fund may waive, to such extent and upon such conditions
as it may determine, the immunities, exemptions and privileges provided in this chapter
in cases where its action would not prejudice the interests of the Fund.
-
2 The Managing Director shall have the power, as may be delegated to him by the Governing
Council, and the duty to waive the immunity of any of the staff, and experts performing
missions for the Fund, in cases where the immunity would impede the course of justice
and can be waived without prejudice to the interests of the Fund.
Article 49. Application of this Chapter
Each Member shall take such action as is necessary for the purpose of making effective
in its territory the principles and obligations set forth in this chapter.
CHAPTER XII. FINAL PROVISIONS
Article 53. Entry into Force
This Agreement entered into force on 19 June 1989 and was amended by the Governing
Council on ..........
Article 54. Periodic Review of the Agreement
The Governing Council shall every ten years, first time in 2024, review this Agreement
and in light of any such review take any action the Governing Council may deem appropriate.
The Secretary-General of the United Nations is the Depositary of this Agreement.
Reservations may not be made with respect to any of the provisions of this Agreement,
except with respect to article 52.
This Agreement is made in English, French, Russian, Spanish, Chinese and Arabic languages
which are equally authentic and have the same force.