PRESS-RELEASE CONTACT ISSUES
CHARTER CODE OF ETHICS
COUNCIL BOARD

AFFIRMED
By constituent assembly
Of noncommercial partnership Self-regulatory organization
National Organization of Art Experts
Minutes of 22 December 2005


CHARTER
Of Noncommercial partnership
Self-regulatory organization
National organization of Art Experts

SECTION I
GENERAL REGULATIONS


1.1. Noncommercial partnership Self-regulatory organization National Organization of Art Experts , hereinafter named NOEXI, is constituted and acts according to the decision of its founders as self-regulatory organization in form of noncommercial partnership.
1.2. NOEXI is noncommercial organization and deriving profits for sharing them among the founders and members of NOEXI as their income is not its main goal.
1.3. NOEXI acts subject to the legislation of Russian Federation and in accordance to the present Charter.
1.4. NOEXI is founded without restriction of the term of activity.
1.5. NOEXI carries out its activity in all territory of the Russian Federation and behind its limits.
1.6. The full name of NOEXI in Russian is - .
The shortened name of NOEXI in Russian is Ȼ.
1.7. The full name of NOEXI in English is Noncommercial partnership Self-regulatory organization National organization of Art Experts.
The shortened name of NOEXI in English is NOEXI.
1.8. The address of NOEXI: 125080, Moscow, Panfilova ul., 4/5, block.15.
1.9. Any interested person has the right, to be familiarized with the information contained in the Charter and inner documents defining the order of joining the membership of NOEXI and the requirements to the members of NOEXI.

SECTION II
AIMS, THE SUBGECT OF ACTIVITY, TASKS AND DUTIES OF NOEXI.


2.1.The aims of activity of NOEXI are:
2.1.1. Assistance to the development and perfection of the regulating system of the market of subjects of art and other cultural values;
2.1.2. Maintenance of activity conditions for the members of NOEXI;
2.1.3. Establishment of high professional and ethical rules and standards and the system of control of their observance in the sphere of professional activity of the members of NOEXI;
2.1.4 Establishment of standards for the settlement of the conflicts arising between the members of NOEXI and as well between the members of NOEXI and the third parties at the fulfillment of their professional duties;
2.1.5 Protection of the rights and legitimate interests of members of NOEXI at realization by them the professional activity in the market of subjects of art and other cultural values.
2.2 Subjects of activity of NOEXI are:
2.2.1. Realization of its activity as the professional organization in the field of examination of subjects of art and other cultural values;
2.2.2. Realization of scientific researches in sphere of its competence;
2.2.3. Realization of technical tests, researches on the structure of goods and of the services represented in the market of subjects of art and other cultural values, and fulfillment of the researches on conditions of examination and identification of works of art;
2.2.4. Rendering other services.
2.3. For achievement of its purposes NOEXI solves the following problems:
2.3.1. Establishes principles, rules and standards of realization of expert-consulting activity in the market of subjects of art and other cultural values, obligatory for observance by the members of NOEXI;
2.3.2. Promotes development and introduction of the rules directed to the prevention of unfair actions of the participants of the market of subjects of art and other cultural values;
2.3.3. Represents the interests of expert community in mutual relations with public authority and management bodies;
2.3.4. Promotes the resolution of disputes arising between members of NOEXI or the third parties at realization of their professional activity in the market of subjects of art and other cultural values;
2.3.5. Within the limits of its competence renders informational, scientifically-methodical, technical and legal support to the professional activity of members of NOEXI in the market of subjects of art and other cultural values;
2.3.6. Investigates the facts of infringement of the established norms, rules and standards in sphere of professional activity of members of NOEXI;
2.3.7. Imposes sanctions and applies measures of influence to the members breaking the requirements of the legislation of the Russian Federation, and also the requirements of the Charter and internal documents of NOEXI;
2.3.8. In its activity sphere, drafts the offers on perfection of the legislation of the Russian Federation and passes these over to the competent public authorities and expert establishments, analyzes the practice of application of the legislation of the Russian Federation and the international legislation;
2.3.9. Develops and carries out the curriculums and the plans directed to preparation of experts in sphere of its activity and increase of their professional qualification;
2.3.10. In sphere of its activity prepares and publishes the informational materials, manuals and methodical grants, various kinds of the scientific and technical documentation, scientific works and lectures;
2.3.11. Within the limits of its competence establishes qualification requirements to the experts of the market of subjects of art and other cultural values, defines their qualification and gives out the qualification certificates;
2.3.12. Cooperates with public authorities, local self-management, corporate bodies and individuals, including participants of the market of subjects of art and other cultural values who are not members of NOEXI, their associations and unions;
2.3.13. Organizes and participates in the performance of scientific and practical seminars, meetings, conferences, including the international ones;
2.3.14. Enters the contacts, carries out informational interchange and joint projects with the Russian and international organizations, the foreign organizations, foreign scientists and experts;
2.3.15. Establishes mass media, carries out publishing activity;
2.3.16. Enters the direct and public discussions with organizers of events and processes in sphere of art, professional participants of the market of art, experts and corresponding institutes in the Russian Federation and behind its limits;
2.3.17. Renders consulting services to the public authorities, institutions of local government, Russian and foreign corporate, scientific, expert, state, public and private organizations, individuals;
2.3.18. Solves other problems, carries out the functions corresponding with the purposes of its activity.
2.4. For achievement of its purposes and solving of the problems facing it, NOEXI is obliged:
2.4.1. To provide the increase of the responsibility of the members of NOEXI by all measures, including the application of corresponding norms, rules and standards, and by creating the conditions for the insurance of responsibility and reduction of risks in sphere of the market of subjects of art and other cultural values;
2.4.2. To participate in development and perfection of system of regulation of the market of subjects of art and other cultural values;
2.4.3. To represent and protect the interests of participants of the market of subjects of art and other cultural values at the Russian and
international levels, including mutual relations with public authorities, institutions of local government, public and other organizations;
2.4.4. To provide the maintenance of high reputation of NOEXI, mutual respect and observance of norms and rules of a professional etiquette by the members of NOEXI;
2.4.5. To provide the organization and maintenance of a discussion platform within the limits of NOEXI for the members of NOEXI, representatives of public authorities and other participants of relations in the market of subjects of art and other cultural values;
2.4.6. To create and support the effective systems of monitoring and supervision of activity of its members, and to apply measures for revealing and suppression of the infringements of requirements of the legislation of the Russian Federation, the present Charter and internal documents of NOEXI;
2.4.7. To call to responsibility and to reprimand the members of NOEXI on the basis of internal documents of NOEXI;
2.4.8. For the resolution of disputes, arising between the members of NOEXI or the third parties to create the Commission on ethics and professional disputes and to provide its activity;
2.4.9. To publish the information on its activity, ratings and the analytical materials, concerning the market of subjects of art and other cultural values;
2.4.10. To observe the items of article 27 of the Federal law About the noncommercial organizations concerning the conflict of interests at fulfillment of transactions, and other activities.

SECTION III
MEMBERSHIP OF NOEXI


3.1. The individuals engaged in expert-consulting, scientific or in other professional work in the market of subjects of art and other cultural values as in one of the basic kinds of activity are permitted to be the members of NOEXI.
The number of members of NOEXI cannot be less than ten.
Founders of NOEXI automatically become its members, getting the corresponding rights and duties.
3.2. Members of NOEXI have the right:
3.2.1. To receive the information on activity of NOEXI by the way defined by its internal documents;
3.2.2. To use the means of individualization of NOEXI in the order established by the internal documents of NOEXI registered according to the legislation;
3.2.3. To appeal against the decisions of board of NOEKSI in due way;
3.2.4. To address the board of NOEXI concerning the activity of NOEXI;
3.2.5. To enjoy the priority in using the services of NOEXI (including consulting, legal and other services), rendered within the limits of competence of NOEXI;
3.2.6. To participate in the work of committees, Council, working groups, other constantly operating working bodies of NOEXI according to articles on these bodies;
3.2.7. To participate in administration of NOEXI; 3.2.8. To submit the application of a resigning from NOEXI at any time;
3.2.9. In case of a resigning from NOEXI to receive a part of its property or the cost of this property within the limits of the cost of the property transferred by a member of NOEXI into the property of NOEXI, excepting of a membership fees and contributions to an indemnification fund, by the way provided for by items 3.6, 3.11 and 3.12 of the present Charter;
3.2.10. In case of liquidation of NOEXI to receive a part of its property or the cost of this property in proportion to the cost of the property transferred by a member of NOEXI into the property of NOEXI, except for a membership fees by the way provided for by item 9.3 of the present Charter;
3.2.11. To carry out other rights provided for by the legislation, the present Charter and the internal documents of NOEXI.
3.3. The members of NOEXI are obliged:
3.3.1. To observe the articles of the present Charter, to execute the decisions of bodies of NOEXI, accepted within the limits of their competence;
3.3.2. To take part in affairs of NOEXI;
3.3.3. To observe established by NOEXI norms and rules of a professional etiquette, standards of professional activities in the market of subjects of art and other cultural values;
3.3.4. Not to disclose the information recognized as a secret protected by the law, and the information recognized confidential according to the order, established by NOEXI;
3.3.5. Not to disseminate any information, discrediting the business reputation of NOEXI;
3.3.6. To execute other duties established by the legislation, the present Charter and internal documents of NOEXI;
3.3.7. To pay a membership fees provided for by item 6.6 of the present Charter in due time.
3.4. Joining the membership of NOEXI.
3.4.1. The joining the membership of NOEXI is carried out by the way established by the present Charter and internal documents of NOEXI.
3.4.2. For the joining the membership of NOEXI the individual gives the application in established form with the appendix of the documents demanded by the internal documents of NOEXI.
3.4.3. Obligatory condition for joining the membership of NOEXI is the recommendation given by a full member of NOEXI.
3.5. NOEXI keeps data on individuals - members of NOEXI by the way established by its internal documents.
3.6. Voluntary resignation from NOEXI.
3.6.1. In a case of voluntary resignation from NOEXI, a member of NOEXI submits the application in writing addressed to the Chairman of Board of NOEXI.
3.6.2. The decision on the due size and the order of transferring of a part of property of NOEXI to a member of NOEXI or payments of the cost of this property should be accepted by Council of NOEKSI on the representation of Chairman of Board of NOEXI.
3.6.3. The returnable sum of money is paid to a member of NOEXI within six months from the date of acceptance by the Chairman of Board of NOEXI of an application about a voluntary resignation.
3.6.4. In a case of submission by a member of NOEXI of an application of a voluntary resignation from NOEXI at the presence of the circumstances provided for by item 3.7 of the present Charter, the Council of NOEXI can take a decision about expulsion off NOEXI of such member by the way provided for by the items 3.8 - 3.11 of the present Charter.
3.7. The grounds for expulsion of its members from NOEXI can be:
3.7.1. An infringement of the legislation of the Russian Federation in the activity sphere of NOEXI, a refusal to perform the decisions of the administrative bodies of NOEXI;
3.7.2. Failure to meet the requirements of the present Charter, internal documents of NOEXI;
3.7.3. Non-observance of norms and rules of a professional etiquette, and the standards of professional activity accepted by NOEXI;
3.7.4. Non-payment of a regular membership fees and other obligatory payments in the term established by internal documents of NOEXI;
3.7.5. Actions which are discrediting business reputation of NOEXI or have entailed the losses to NOEXI;
3.7.6. Other grounds provided for by internal documents of NOEXI.


3.8. Expulsion of members of NOEXI should be
carried out on representation of Council of
NOEXI which should be published in the order established by Council of NOEXI. The decision on expulsion is considered accepted by Council of NOEXI if within two weeks from the date of publication of representation of Council of NOEKSI about expulsion of one of the members, more than half of a number of all members of NOEXI (except for an expelled) have not presented to Council of NOEXI their objections
3.9. The order of publication of representations about adoption, exclusion and expulsion of members, and as well the order of a submission and publication of objections of members of NOEXI are established by Council of NOEXI.
3.10. At expulsion of a member of NOEXI on the grounds specified in items 3.7.1, 3.7.2, 3.7.3 and 3.7.5 of the present Charter, a part of property of NOEXI should not be transferred and the cost of the property transferred by the member of NOEXI in the property of NOEXI should not be paid to such member.
3.11. At exclusion of a member of NOEXI on the grounds specified in item 3.7.4 and 3.7.6 of the present Charter, and also at the termination of membership of NOEXI under the circumstances, not dependent on will of the parties (death of the citizen, a recognition him by decision of the court which has entered validity as being dead, gone missing, incapacitated or limited in responsibility (partially incapacitated),
A decision on transfer of a part of property of NOEXI or on payments of the cost of this
property within the limits of the cost of the property transferred by a member of NOEXI into the property of the last, is taken by Council of NOEXI according the specific circumstances.

SECTION IV
BODIES OF NOEXI


4.1. Bodies of NOEXI are:
4.1.1. General meeting of members of NOEXI;
4.1.2. Council of NOEXI;
4.1.3. Board of NOEXI;
4.1.4. Chairman of Board of NOEXI;
4.1.5. Under the decision of Council of NOEXI it can be created a Board of guardians of NOEXI. Board of guardians of NOEXI carries out the assistance to activity of NOEXI and is selected from among representatives of public authorities of the Russian Federation, institutions of local government, representatives of the scientific, commercial and noncommercial organizations. The order of formation, volume of powers, and other questions of activity of Board of guardians of NOEXI are defined by Regulations about Board of guardians of NOEXI. After a representation of the head of a local branch or a representative body of NOEKSI in a region the Council of NOEXI has the right to create a Regional board of guardians of NOEXI.

4.2.The supreme body of management of NOEXI is the General meeting of members of NOEXI.
4.2.1. The decision of following questions concern to the exclusive competence of General meeting of members of NOEXI:
1) Modifications and additions to Charter of NOEXI;
2) Definition of the basic directions of activity of NOEXI, principles of formation and usage of its property;
3) Election of Council of NOEXI and premature discharging its members off a post;
4) Election of Board of NOEXI and discharging its members off a post;
5) Election of Chairman of Board of NOEXI and its discharging off a post;
6) Reorganization and liquidation of NOEXI.
4.2.2. Each member of NOEXI has one voice on General meeting of NOEXI.
4.2.3. General meeting of NOEXI can be lead in direct form (by personal presence of members of NOEXI), correspondence (by representation bulletins to NOEXI) and mixed form.
4.2.4. General meeting of members of NOEXI is competent in case of presence not less, than three quarters of members of NOEXI at the General meeting. Presence is understood as participation in General meeting by personal presence of a member (or the authorized person acting in behalf of member of NOEXI) or by representation the bulletin to NOEXI, depending on the established form of voting.
4.2.5. Decisions of General meeting of members of NOEXI are accepted by the majority of the votes of participants of the assembly if other is not established by the present Charter. Decisions of General meeting of members of NOEXI concerning the sphere of exclusive competence of General meeting of members of NOEXI, or changing (canceling) decisions of Council of NOEXI, are accepted by the majority of three quarters of voices of the participants of the General meeting of members of NOEXI If other is not established by the present Charter. The decision on reorganization and liquidation is accepted unanimously by all participants of General meeting of members of NOEXI.
4.2.6. General meeting of members of NOEXI can be regular and extraordinary.
4.2.7. The regular General meeting of members of NOEXI is assembled by Chairman of Board of NOEXI not less often than once per year, not earlier than the second and not later than the sixth month from the moment of the termination of a fiscal year.
4.2.8. Extraordinary General meeting of members of NOEXI is assembled by Chairman of Board of NOEXI:
Under its own initiative;
Under the decision of Council of NOEXI;
Under the demand of not less than 40 % of members of NOEXI.
4.2.9. The notice on General meeting of members of NOEXI (regular or extraordinary) with the indication of a date and a place, and the agenda of General meeting of members of NOEXI should be directed to members of NOEXI not later than 30 calendar days before the day of its carrying out.
4.2.10. Modifications in the project of the agenda of General meeting of members of NOEXI can be carried out by the initiator of the given question by the order and in the terms established by internal documents of NOEXI.
The additions are entered into the project of an agenda under the initiative of Council or not less than 10 % of members of NOEXI.
The questions concerning modifications and additions into the Charter of NOEXI and also about reorganization and liquidation of NOEXI can be entered into the project of an agenda of General meeting of members of NOEXI under the initiative of Council of NOEXI or not less than of 40 % of members of NOEXI.
4.2.11. The agenda of General meeting of members of NOEXI is affirmed by Council of NOEXI and cannot be changed after the affirmation.
4.2.12. Chairman of Board of NOEXI presides over General meeting of members of NOEXI.
4.2.13. If the decision of General meeting of members of NOEXI is accepted by the correspondence or mixed (direct and correspondence) voting, the bulletins for voting should be given out to members of NOEXI not less, than 30 days prior to the established date of ending the reception of bulletins.
4.3. Council of NOEKSI:
4.3.1. Council of NOEXI is constantly operating collegiate body of management of NOEXI which is carrying out the general management of activity of NOEXI between sessions of General meeting of members of NOEXI.
4.3.2. Council of NOEXI is elected from among candidates by General meeting of members of NOEXI.
The candidate can be put forward by Council of NOEXI, Chairman of Board of NOEXI or not less than 10 (ten) members of NOEXI.
Council of NOEXI can refuse to include a member of NOEXI into the list of candidates if there are the following data on infringement of the Charter and internal documents of NOEXI by this member:
1) Debts on payment of membership fees;
2) Failure to carry out the decision of the Commission on ethics and professional disputes.
4.3.3. The quantitative structure of Council of NOEXI is defined by General meeting of members of NOEXI; however the general number of its members cannot be more than 25 persons.
4.3.4. If the quantity of members of Council of NOEKSI becomes less than two thirds of number of members of Council of NOEXI established by item 4.3.3. of the present Charter, a by-election of members of Council of NOEXI instead of those who left the post should be carried out.
The decision on appointment of such elections and an extraordinary General meeting of members of NOEXI on the question should be accepted by Council of NOEKSI not later than six months after leaving their posts more than one third of members of Council.
Voting of members of NOEXI at such elections is carried out in the correspondence form, if other is not provided for by the decision of Council of NOEXI.
4.3.5. The initial structure of Council of NOEKSI is defined on the Constituent assembly by founders of NOEXI.
4.3.6. Council of NOEXI is re-elected ones per seven years.
4.3.7. The member of Council of NOEXI can be dismissed by General meeting of members of NOEXI prematurely:
Under representation of Chairman of Board of NOEXI at the following grounds:
- The application of a member of Council of NOEXI on its exclusion off structure of Council of NOEXI addressed to the Chairman of Board of NOEXI;
- Numerous infringements of the present Charter within a year;
- An deeds breaking the current legislation of the Russian Federation or discrediting NOEXI;
- Disclosure of the data constituting a trade secret or confidential information of NOEXI.
On representation of Council of NOEXI:
- In connection with the circumstances which can affect the reputation of NOEXI in a negative;
- In a case of inadequate execution by a member of Council of NOEXI of its duties, including the case of the regular nonattendance of sessions of Council of NOEXI without the valid reason;
- The decision of Council taken at the circumstances not allowing a member of Council of NOEXI to carry out properly its duties, including actual cessation of its work in structure of Council of NOEXI.
4.3.8. The decision on the premature termination of membership in Council of NOEXI is accepted by General meeting of members of NOEXI on representation of Council of NOEXI or Chairman of Board of NOEXI at presence of the grounds for the premature termination of the powers provided by item 4.3.7 of the present Charter. At the lack of the corresponding decision of General meeting of members of NOEXI the circumstances giving the grounds for the premature termination of competences of a member of Council of NOEXI, are not followed by the automatically termination of competences of the last.
4.3.9. Exclusion from NOEXI automatically ceases a membership in Council of NOEXI.
4.3.10. Members of Council of NOEXI carry out their activity on civic principles.
4.3.11. The following questions concern to the exclusive competence of Council of NOEXI:
1) the approval of the annual report and annual accounting balance;
2) the approval of the budget (the financial plan) of NOEXI and introduction of the changes into it on representation of Board of NOEXI;
3) the approval of the current and long-term plans of activity of NOEXI on representation of Board of NOEXI;
4) the decision about inclusion in and exclusion from membership of NOEXI in accordance to items 3.4 - 3.11 of present Charter;
5) the establishment and change of the size and of the order of payment of introductory and membership fees and other payments, affording of privileges on their payment on representation of Board of NOEXI;
6) the establishment of rules of membership of NOEXI, and the requirements to the members of NOEXI.
7) the approval of the report of Board of NOEXI about performance of the current and long-term plans of activity of NOEXI;
8) the control of activity of Chairman of the Board of NOEXI - other members of the Board of NOEXI, hearing of their reports;
9) the acceptance of decisions on creation of branches and missions of NOEXI on representation of Board of NOEXI, and, also about participation of NOEXI in other organizations;
10) the approval of the appointment to office and dismissal of the heads of branches and missions of NOEXI on representation of Board of NOEXI;
11) the appointment to office of the auditor and the establishment of the annual report of the auditor;
12) an acceptance of decisions on the size, the way of formation and an expenditure of indemnification fund of NOEXI on representation of Board of NOEXI;
13) the establishment of Board of Guardians of NOEXI on representation of Board of NOEXI;
14) the establishment of Regulations about the Board of Guardians of NOEXI on representation of Board of NOEXI;
15) the approval of structure of Regional boards of guardians of NOEXI on representation of heads of branches and missions of NOEXI;
16) the establishment of Regulations about the Regional Boards of Guardians of NOEXI on representation of heads of branches and missions of NOEXI;
17) the establishment of the Revision committee (the Auditor) of NOEXI;
18) the approval of Regulations about the Revision committee (the Auditor) on representation of Board of NOEXI;
19) the approval of Regulations about the Commission of NOEXI on ethics and professional disputes, the list of members of Commission of NOEXI on ethics and professional disputes, modification in these documents on representation of Board of NOEXI, and the approval of a Chairman of Commission of NOEXI on ethics and professional disputes and its assistant (assistants);
20) on representation of Board of NOEXI - creation of sections, committees, commissions, working groups of NOEXI, the approval of regulations about them and modification in these regulations;
21) approval of transactions in fulfillment of which there is an interest, in conformity with clause 27 of the Federal Legislation of the Russian Federation About the noncommercial organizations .
4.3.12. The decisions of Council of NOEXI concerning the questions within its competence are valid if not less then the half of its members is present at the assembly.
4.3.13. Decisions of Council of NOEXI are accepted by open ballot. Under the decision of Council of NOEXI, and in the cases established in the present Charter, decisions of Council of NOEXI can be accepted by secret ballot.
Decisions of Council of NOEXI are accepted by the majority of votes of members of NOEXI which are present at an assembly if other is not established by the present Charter.
Each member of Council of NOEXI possesses one voice. In case of equality of voices the voice of Chairman of Council of NOEXI is solving.
The decisions that are in exclusive competence of Council of NOEXI are accepted by Council of NOEXI by the majority of three quarters of the voices of all members present at session of Council of NOEXI.
The decision about exception of members of NOEXI is accepted unanimously by all members of Council of NOEXI which are present at session of Council. Though if the excluded is a member of Council of NOEXI he does not participate in voting.
The decisions of Council of NOEXI on including into and exclusion from the membership of NOEXI are accepted by secret ballot.
The Council of NOEXI performs the sessions and takes the decisions in the direct, correspondence and mixed forms.
4.3.14. Chairman of Council of NOEXI is elected by Council of NOEXI from among its members and can be re-elected at any time by not less than two thirds of voices of the general number of members of Council of NOEXI.
4.3.15. Chairman of Council of NOEXI:
1) organizes convocation and carrying out of sessions of Council of NOEKSI and preparation of materials for sessions of Council of NOEXI;
2) carries out the control over performance of decisions of Council of NOEXI;
3) reports about work of Council of NOEXI to General meeting of members of NOEXI.

4.4. The management of current activity of NOEXI is carried out by Board of NOEXI and Chairman of Board of NOEXI which are accountable to Council of NOEXI and General meeting of members of NOEXI.
4.4.1. The Board of NOEXI is a joint executive body of NOEXI. The structure of Board of NOEXI includes a Chairman of Board of NOEXI and members of the board of NOEXI.
4.4.2. The Board of NOEXI is elected by Council of NOEXI on representation of Chairman of Board of NOEXI for the period of seven years.
4.4.3. The Board of NOEXI:
1) assembles regular or extraordinary General meetings of members of NOEXI;
2) drafts and represents for consideration of Council of NOEXI the current and long-term plans of activity of NOEXI;
3) carries out the current control over execution of plans of activity of NOEXI;
4) informs the members of NOEXI about the next regular or extraordinary General meetings of the members of NOEXI;
5) informs the members of NOEXI about the decisions of administrative bodies of NOEKSI and supervises the performance of these decisions;
6) provides the fulfillment of decisions of the General meeting of members of NOEXI and the Council of NOEXI;
7) drafts and represents for consideration of Council of NOEXI the project of the budget (the financial plan) of NOEXI, supervises the execution of the budget (the financial plan) of NOEXI;
8) drafts and represents for consideration of Council of NOEXI the decisions on creation and liquidation of branches and missions of NOEXI , on appointment to office and dismissal of the heads of the branches and missions of NOEXI, and about participation of NOEXI in other organizations;
9) drafts and represents for consideration of Council of NOEXI the decisions on the establishment, the sizes and the order of paying of introductory and membership fees and other payments, granting of privileges on their payment;
10) drafts and represents for consideration of Council of NOEXI the decisions on the size, the order of formation and an expenditure of indemnification fund of NOEXI;
11) nominates to approval of Council of NOEXI the candidates for membership of the Board of Guardians;
12) drafts and represents for consideration of Council of NOEXI the Regulations about the Board of Guardians of NOEXI;
13) drafts and represents for consideration of Council of NOEKSI the Regulations about the Revision committee (Auditor);
14) drafts and represents for consideration of Council of NOEXI the Regulations about the Commission of NOEXI on ethics and professional disputes, the list of members of Commission of NOEXI on ethics and professional disputes, and modifications in the specified documents, and also, nominates for approval of Council of NOEKSI the Chairman of Commission of NOEXI on ethics and professional disputes and its assistant (assistants);
15) drafts and represents for consideration of Council of NOEXI the decisions on creation of sections, committees, the commissions, working groups of NOEXI, and also Regulations about them and modifications in these Regulations;
16) preliminary adjusts the transactions connected with the property of NOEXI the cost of which for the date of the conclusion of the corresponding transaction exceeds the limiting sum established by Council of NOEXI.
4.4.4. Board meetings of NOEXI are assembled by Chairman of Board of NOEXI as required.
4.4.5. Board meetings of NOEXI are valid if not less than a half of members of the Board of NOEXI participates in them.
4.4.6. Board meetings of NOEXI are spent by Chairman of Board of NOEXI or in a case of its absence - by one of the members of the Board of NOEXI, elected by the members of the Board of NOEXI participating in the session.
4.4.7. Decisions of Board of NOEXI are accepted by the majority of the votes of its members participating in session. Each member of the Board of NOEXI at voting possesses one voice. In case of equality of voices the voice of Chairman of Board is solving.
4.4.8. The Board of NOEXI has the right to involve representatives of participants of the market of subjects of art and other cultural values, members of public authorities and other organizations for participation in activity of working groups, committees and the commissions created under the decision of the Council of NOEXI or the Board of NOEXI within the limits of their competences.
4.5. A Chairman of Board of NOEXI is the individual agency of NOEXI solving the questions of activity of NOEXI which are not in the exclusive competence of General meeting of members of NOEXI, Council of NOEXI or the Board of NOEXI.
In a case the General meeting of members of NOEXI has not generated the Board of NOEXI (has not elected it), a Chairman of Board of NOEXI fulfils the functions of Board of NOEXI provided by item 4.4.3 of the present Charter.

4.5.1. Chairman of Board of NOEXI is elected by General meeting of members of NOEXI for the period of seven years.
4.5.2. Chairman of Board of NOEXI operates without the power of attorney on behalf of NOEXI and carries out various functions:
1) within the limits of its competence publishes orders, enactments, gives out instructions, obligatory for execution by members of NOEXI;
2) develops and affirms the list of the staff, the articles on the salary, duty regulations and other regulations maintaining the activity conditions of members of NOEXI;
3) organizes the account and reporting of NOEXI, bears the responsibility for its reliability; 4) participates in sessions of the General meeting of members of NOEXI and the Council of NOEXI with the right of a deliberative vote;
5) is responsible for the organization of financial and economic activity of NOEXI;
6) carries out the management of property of NOEXI;
7) makes transactions and disposes the property of NOEXI;
8) opens all kinds of accounts in banks;
9) accepts and dismisses employees of NOEXI, applies to them the measures of encouragement and reprimand;
10) provides the observance of the labour legislation and labour discipline, is responsible for execution of necessary measures of observance of the safety precautions and sanitary norms by the employees of NOEXI;
11) organizes the work on improvement of professional skill of the personnel and members of NOEXI;
12) does every thing within the limits of its powers for achievement of purposes of NOEXI, except the deeds forbidden by the legislation of the Russian Federation and the present Charter;
13) organizes the work in sphere of cooperation of NOEXI with public authorities, institutions of local government, professional and public organizations, including foreign and international, and with mass media;
14) Represents NOEXI at the public authorities, institutions of local government, court, arbitration court, the patronize court, before other persons, concerning the questions established as its competence by the present Charter;
15) takes the decisions on other questions provided they don't concern to the exclusive competence of General meeting of members of NOEXI and Council of NOEXI;
16) enjoys other powers, given to him by the present Charter.

SECTION V
REVISION COMMITTEE
(AUDITOR)


5.1. The control over realization of financial and economic activity of NOEXI is fulfilled by the Revision committee (Auditor).
5.2. The competence of the Revision committee (Auditor) and the procedure under which the Revision committee (Auditor) uses its powers is defined by internal documents of NOEXI.
5.3. The revision committee (Auditor) is elected by the Council of NOEXI from among the members of NOEXI.
5.4. The Revision committee (Auditor) fulfills the revisions on errand of General meeting of members of NOEXI or Council of NOEXI or under the initiative of not less than 25 % from the general number of members of NOEXI.
5.5. The revision committee (Auditor) has the right to demand from officials of NOEXI the representation of all necessary documents and personal explanations.

SECTION VI
SOURCES OF FORMATION AND USE OF MEANS AND PROPERTY OF NOEXI


6.1. Sources of means of NOEXI are;
6.1.1. Membership fees and other regular or one-off revenues from founders, members of NOEXI and the third parties;
6.1.2. Voluntary payments and donations;
6.1.3. Proceeds from realization of the goods, works, services;
6.1.4. Dividends (incomes, percent), received from shares, bonds and other securities and contributions;
6.1.5. The incomes received from other enterprise activity of NOEXI;
6.1.6. Other revenues not forbidden by the law.
6.2. The property and means of NOEXI are used only in the purposes authorized by the Charter and on the basis of the budget (the financial plan) approved by the Council of NOEXI.
6.3. The property transferred to NOEXI by its members, is the property of NOEXI.
6.4. NOEXI can have in its property the ground areas, buildings, constructions, an available housing, the equipment, stock, money resources in rubles and in foreign currency, securities, other property, including property rights or other rights having a monetary estimation.
6.5. NOEXI may also own, use and dispose the specified objects on other lawful basis.
6.6. Membership fees.
6.6.1. The size, the order and the term of payment of an introductory and regular membership fees are established by Council of NOEXI under the presentation of Board of NOEXI.
6.6.2. The fees can be paid by money, securities, by other property and non-property rights having a monetary estimation. The cost of the property brought in as a payment is estimated in rubles under agreement between member of NOEXI and Council of NOEXI. Members of NOEXI lose the property right to the property transferred as a fee.
6.6.3. A regular membership fees are paid by a member of NOEXI once a year. Only after payment of an annual membership fees a member of NOEXI has the right of a voice on General meeting of members of NOEXI.
6.6.4. The privileges on payment of a regular membership fees can be given to a member of NOEXI in view of specific circumstances under the decision of Council of NOEXI.
6.6.5. At a voluntary resignation off NOEXI a membership fees are not to be paid back.
6.7. NOEXI has the right to involve additional financial resources including currency, donations and target payments of corporate bodies and individuals (the foreign ones included), in order established by the legislation of the Russian Federation.
6.8. NOEXI forms an indemnification fund for financial maintenance of the responsibility for compensation of losses, caused by members of NOEXI at realization by them of the professional activity in the market of art and other cultural values.
The size, the order of formation and expenditure of the indemnification fund of NOEXI is defined by Council of NOEXI.


SECTION VII
THE ORDER OF BRINGING IN MODIFICATIONS AND ADDITIONS INTO THE CHARTER OF NOEXI


7.1. Amendments and additions to the present Charter are brought in under the decision of General meeting of members of NOEXI by the majority of three quarters of voices from the number of members of NOEXI which are present on General meeting of members of NOEXI.
7.2. Changes of the Charter of NOEXI become operative for the third parties from the moment of their state registration in order established by the legislation of the Russian Federation.

SECTION VIII
THE ACCOUNT AND REPORTING OF NOEXI


8.1. NOEXI carries out the accountancy, tax recording, operative and statistical book-keeping and the reporting in order established by the legislation of the Russian Federation. Reliability of annual financial reporting of NOEXI is to be confirmed by auditor monitoring, with bringing the results of it to the notice of all members of NOEXI.
8.2. Financial and economic year of NOEXI is established from January, 1st till December, 31st, of calendar year.

SECTION IX
THE ORDER OF REORGANIZATION AND LIQUIDATION OF NOEXI


9.1. NOEXI can be reorganized or liquidated under the decision of General meeting of members of NOEXI, or, in the cases statutory, by other person or under the decree in order provided by the Civil code of the Russian Federation, the Federal act About the noncommercial organizations , other federal acts.
The decision on reorganization of NOEXI is accepted unanimously by members of NOEXI which are present at General meeting of members of NOEXI.
In case of reorganization of NOEXI its rights and duties pass to the successor assignee.
9.2. In case of liquidation of NOEXI, General meeting of members of NOEXI appoints the liquidating Commission and establishes the order and terms of liquidation.
Since the moment of appointment of the liquidating Commission, all administrative powers on office of NOEXI pass to it.
The order of liquidation of NOEXI is defined by the Civil code of the Russian Federation and the Federal act About the noncommercial organizations .
9.3. At liquidation of NOEXI the property remaining after satisfaction of requirements of creditors is to be distributed between members of NOEXI proportionally their property payments.

Moscow
2005