• Part 5: Part 5: Administration of a Foundation

    • Article 26 - The Council of a Foundations

      (1) The Council must have at least two Members.
      (2) The Members must fulfil such eligibility requirements as may be specified in rules by the QFC Authority.
      Derived (as from 22nd September 2016).

    • Article 27 - The Council of a Foundation — Acts of Members

      (1) The Members must conduct the Foundation's affairs in accordance with its Constitution, these Regulations and any Rules enacted by the QFC Authority under Article 6.
      (2) The Members must
      (A) act honestly and in the best interests of the Foundation; and
      (B) exercise the care, diligence and skill that reasonably prudent persons would exercise in comparable circumstances.
      (3) The duty under subsection (2)(A) is fiduciary in nature.
      (4) An act of a Member is valid despite any defect that may afterwards be found in —
      (A) the appointment of the Member; or
      (B) the Member's qualifications.
      Derived (as from 22nd September 2016).

    • Article 28 - Decisions of the Council

      (1) The exercise by the Council of a power under these Regulations or the Constitution is to be approved by —
      (A) a resolution at a meeting of the Council; or
      (B) a written resolution under subsection (3).
      (2) A resolution of the Members is passed at a meeting of the Council if it is approved by a majority of the Members who are present at such meeting and, being entitled to do so, vote on the matter, or such specified majority as the Constitution provides.
      (3) An action that may be taken by the Council at a meeting may also be taken by a resolution of the Council approved in writing or electronic communication by all the Members (or such specified majority as the Constitution provides).
      (4) A resolution under subsection (3) may consist of several documents, including electronic communications, in like form each signed or approved by one or more Members.
      Derived (as from 22nd September 2016).

    • Article 29 - Persons Appointed Under the Constitution

      (1) This section applies to a Person appointed under the Constitution when acting or purporting to act in the course of that appointment, including a Member, the Registered Representative, an Enforcer and any other Person appointed to carry out a function in respect of the Foundation.
      (2) Nothing —
      (A) in the Constitution; or
      (B) in a contract between the Foundation and a person to whom this section applies,
      relieves, releases or excuses the Person from any liability for the Person's fraud, wilful misconduct or gross negligence.
      (3) Any insurance purchased and maintained by the Foundation in respect of a Person to whom this section applies shall not include insurance in respect of —
      (A) any liability the Person may incur —
      (1) to the Foundation; or
      (2) to pay a fine in respect of a breach of these Regulations or any Rules made by the QFC Authority under Article 6; or
      (B) any costs the Person may incur —
      (1) in defending criminal proceedings in which the Person is convicted; or
      (2) in defending civil proceedings brought by the Foundation in which judgment is entered against the Person.
      (4) Unless the Constitution provides otherwise, a Person appointed under the Constitution is entitled —
      (A) to receive payment from the Foundation which has been agreed by the Person and the Foundation in respect of services provided by the Person to the Foundation;
      (B) to be reimbursed by the Foundation for any reasonable fees or expenses incurred by the Person in carrying out functions in respect of the Foundation
      Derived (as from 22nd September 2016).

    • Article 30 - Rights of the Founder

      The Founder has no rights, benefits, or entitlements in respect of

      (A) the Foundation and its assets;
      (B) services provided to the Foundation; or
      (C) fees or expenses incurred in carrying out functions in respect of the Foundation

      except as approved by the QFCA and provided for in the Constitution.

      Derived (as from 22nd September 2016).

    • Article 31 - Rights of Beneficiaries

      (1) A Beneficiary under a Foundation has no interest in the Foundation's assets.
      (2) However, if —
      (A) a Beneficiary becomes entitled to a benefit under the Foundation in accordance with the Constitution; and
      (B) the benefit is not provided,
      the Beneficiary, or a Person acting on behalf of the Beneficiary, may seek an order of the QFC Court ordering the Foundation to provide the benefit.
      (3) Except as provided by subsection (4), the Beneficiary must seek the order within a period of 3 years from the time when the Beneficiary became aware of the entitlement to the benefit.
      (4) If the Beneficiary has not attained the age of 18 years when they became aware of their entitlement to the benefit, the period referred to in subsection (3) commences on the day on which the Beneficiary attains 18 years of age.
      Derived (as from 22nd September 2016).

    • Article 32 - Rights of the Other Persons Specified in the Constitution

      A Person specified in the Constitution, other than the Founder, a Member, the Registered Representative and any Enforcer, has such rights, if any, in respect of the Foundation and its assets as are provided in the Constitution.

      Derived (as from 22nd September 2016).

    • Article 33 - Assignment of Rights

      (1) Any rights a Person may have in respect of the Foundation and its assets may be assigned to some other Person if the Constitution so provides.
      (2) If rights are assigned, the Person assigning the rights must provide evidence in writing of their consent to the assignment to the Registered Representative.
      (3) The Registered Representative must retain a copy of the evidence of the assignment.
      (4) Where —
      (A) a Founder or other Person has rights in respect of the Foundation and its assets; or
      (B) a Person has, in writing, been assigned any rights of a Founder or other Person in respect of a Foundation or its assets,
      and
      (C) the Founder or such other Person dies; or,
      (D) a Founder or a person, that is not an individual, ceases to exist,
      said rights vest in the Council unless the Constitution provides otherwise.
      Derived (as from 22nd September 2016).