Charter of the Non-Governmental Organization SKILLARY

1. General Provisions

1.1. Non-Governmental Organization "SKILLARY-International Association of Financiers, Accountants, and Lawyers" (hereinafter referred to as the Association) is a voluntary public union of individuals, holding the status of a non-profit organization.

1.2. Name of the Association:

• In Armenian: "ՍԿԻԼԼԱՐԻ - Միջազգային ֆինանսիստների, հաշվապահների և իրավաբանների Միություն" հասարակական կազմակերպություն, abbreviated: ՝ "ՍԿԻԼԼԱՐԻ-ՄՖԻՄ" ՀԿ
• In Russian: общественная организация "Скиллари - Международная ассоциация финансистов, бухгалтеров и юристов", abbreviated: Общество с ограниченной ответственностью "МАФБЮ ассоциация финансистов, бухгалтеров и юристов".
• In English: "Skillary - International Association of Financiers, Accountants and Lawyers" Non-Governmental Organization, short՝ "Skillary - IAFAL" NGO։

1.3. The Association is established as an international platform to unite financiers, accountants, and lawyers—including active professionals from various countries—with the aim of fostering global cooperation, protecting rights, and promoting the professional interests of its members.

1.4. The activities of the Association are governed by this Charter, other internal documents of the Association, applicable laws of the country of registration, and are carried out in accordance with international standards of professional and business ethics, including GAAP, IFRS, the IBA Code of Conduct, and other recognized international norms.

1.5. The Association operates based on principles of equal rights and obligations of its members (within the forms of membership), collegiality and transparency of governance, professional ethics, and accountability.

1.6. The Association has the right to establish branches and representative offices worldwide.

1.7. Legal (postal) address of the Association: Republic of Armenia, Yerevan, Bryusov str. 26.

1.8. The working languages of the Association are Armenian and English.

1.9. The activities of the Association's governing bodies will commence at the Founding Meeting, where the responsible persons will be appointed in accordance with this Charter.

1.10. The principles of the Association's activities are legality, non-discrimination, good faith, common interests of members, voluntary membership, self-government, and accountability.

2. Goals and Objectives of the Association

2.1. The main goal of the Association is to create an international professional group of financiers, accountants, and lawyers, and to protect the interests of its members.

2.2. To achieve its goal, the Association pursues the following objectives:

• Mutual support, development of professional connections, and cooperation among members.
• Representation of members' interests before governmental bodies and third parties.
• Organization of educational events, conferences, and research to develop members' skills and knowledge.
• Protection of members' rights and interests in arbitration and judicial institutions.
• Implementation of initiatives aimed at improving legislation in the fields of finance, accounting, and law.
• Promotion of ethics and sustainable practices in line with international professional standards, including GAAP, IFRS, the IBA Code of Conduct, OECD Guidelines, UN Global Compact, etc.
• Conducting research and developing methodologies and standards.
• Creating professional information resources, including media.
• Organizing professional competitions and establishing awards.

2.3. Mission and Values

The Association adheres to the following principles:

• Fostering innovation through interdisciplinary collaboration.
• Ensuring gender equality and support for young professionals.
• Complying with environmental standards (e.g., carbon neutrality, waste minimization).

3. Membership Requirements, Entry and Exit Procedures

3.1. Members of the Association may be individuals or representatives of legal entities working in finance, accounting, or law, who support the Association's goals (hereinafter — Prospective Member).

3.2. Entry into the Association is based on an application (Annex No. 1), submitted in accordance with the Association's internal procedures.

3.3. Members of the Association are obligated to:

• Comply with the norms of this Charter and internal regulations.
• Contribute to achieving the Association's goals.
• Maintain professional ethics.

3.4. Members of the Association have the right to:

• Participate in governance through voting processes as outlined in this Charter.
• Take part in events organized by the Association.
• Receive informational and legal support from the Association.
• Submit suggestions for improving the Association's work.
• Propose initiatives, comments, and practical programs.

3.5. The status of "Expert-Ambassador of the Association" is awarded only through an independent assessment conducted by at least five members of the Expert Council, with no conflict of interest. The President of the Association may not:

• Participate in evaluation, discussion, or voting on expert candidates.
• Influence the criteria, procedures, or makeup of evaluation committees.
• Perform any formal, administrative, or organizational duties in the expert evaluation process.

Thus, the appointment procedure is fully independent and immune to bias or administrative influence.

3.6. The Expert Council is formed only from recognized national and international experts in finance, accounting, and law. The status of recognized expert is granted to individuals meeting at least three of the following criteria, with each achievement documented and recognized in at least two jurisdictions or by an international organization:

• Membership in national academies or international professional organizations.
• Receipt of national or international awards.
• Authorship of 10+ peer-reviewed publications or recognized professional works.
• Official recognition of professional contribution (e.g., UN, IMF, World Bank engagements).
• Documented mentoring or judging roles in international professional competitions.
• Publications in major national or international media about the candidate.

All documentation undergoes independent verification, audit, and is published on the Association's website.

3.7. Each member has the right to voluntarily offer discounts or special conditions on goods/services to other members. These benefits are optional and do not influence membership status or candidate evaluations.

3.9. Membership is terminated through a written notice submitted freely to the Association's address.

3.10. If approved, an official letter of membership is issued.

4. Activities of the Association

4.1. The Association organizes regular seminars and educational events for its members.

4.2. Annual meetings are held to discuss business challenges, build partnerships, and share experiences.

4.3. The Association ensures participation in international conferences to expand professional networks and attract investors.

4.4. Competitions on financial modeling and data analysis are organized.

5. Governing Bodies of the Association

5.1. The highest governing body is the Council of the Association.

5.2. The executive body is the President, elected by the Council for a 2-year term.

5.3. The Expert Council is a permanent body under the President, made up of 5–10 experts, elected by the Council based on professional achievements for a 1-year term, with re-election possible. The President does not participate in discussions or decisions regarding the "Expert" status. Decisions are made solely by the Council based on the Expert Council's recommendation.

6. Council of the Association

6.1. The Council convenes at least once per year, chaired by the President.

6.2. A quorum is present if more than half of members participate. Decisions are made by majority vote.

6.3. The Council has the authority to:

• Determine strategic direction.
• Elect/remove the President.
• Approve financial reports and budgets.
• Set membership fees and other dues.
• Decide on reorganization, liquidation, or creation of other entities.
• Create additional bodies and regulate them.
• Grant "Expert" status based on recommendations.
• Approve deals exceeding 1 million AMD.
• Manage assets over 1 million AMD.
• Amend the Charter.
• Approve legal regulations for the implementation of this Charter.

6.4. Notification of meetings is sent 2 weeks in advance via email.

6.5. Extraordinary meetings can be convened by at least half the full members.

6.6. Minutes are published on the Association's online portal within 7 days of the meeting.

7. President of the Association

7.1. The President is the highest executive official of the Association.

7.2. The President must:

• Chair Council meetings.
• Oversee structures based on Council decisions.
• Represent the Association.
• Approve deals under 1 million AMD.
• Manage assets up to 1 million AMD.
• Recommend candidates for membership.

The President may accept membership applications but does not participate in expert status evaluations.

7.3. Any member may run for President.

7.4. Expert status is granted based on a written conclusion from the Expert Council, approved by the Council. The President has only administrative duties.

8. Expert Council

8.1. A fully independent Expert Council of 5–10 members, formed from individuals granted "Expert" status. The initial composition is formed through open selection, assessed via a 100-point scale, requiring at least 75 points. Independent experts (outside the Association) assess all applications.

8.2. Responsibilities include:

• Reviewing membership applications.
• Assessing Association projects.
• Proposing professional development ideas.
• Representing the Association internationally.

8.3. Decisions are made by majority vote.

8.4. The President may attend meetings as an observer without voting or participation rights.

8.5. Procedures are defined in a separate Regulation, approved by the Council.

8.6. Responsibilities include:

• Shaping the Association's public image.
• Preliminary membership compliance checks.
• Making decisions on admission/termination of members.
• Proposing mandatory agendas for experts.
• Reporting to the Council and President.

9. Financial and Economic Activity

9.1. The Association may receive funding from international grants, private donors, and partners, who cannot influence internal decisions.

9.2. Profits are not distributed among members and are used solely for the Association's statutory purposes.

9.3. Annual financial reports are submitted to the Council.

10. Communication and Notifications

10.1. All communication is sent via:

• Phone: +374 55 29 20 59
• E-mail: ask@ialskillary.com

10.2. Members must update their contact information. Changes must be sent to the addresses above.