Statutes of Azerbaijan State News Agency (AZERTAC) approved pursuant to Decree of the President of the Republic of Azerbaijan of December 19, 2017

1. General Provisions

1.1. Azerbaijan State News Agency (AZERTAC) (hereinafter referred to as AZERTAC) is a legal entity in public law set up in accordance with the Decree 1125 of the President of the Republic of Azerbaijan of November 24, 2016, "Regarding Measures to Improve Public Management in the Republic of Azerbaijan", which collects information on various aspects of life of the state and society and efficiently delivers it to local and foreign media, public bodies, private individuals and legal entities of the Republic of Azerbaijan, and represents the Republic of Azerbaijan in regional and international media organizations.

1.2. AZERTAC carries out its activities independently and is guided by the Constitution of the Republic of Azerbaijan, laws of the Republic of Azerbaijan, these Statutes, Decrees and Orders of the President of the Republic of Azerbaijan, and resolutions, orders of the Cabinet of Ministers of the Republic of Azerbaijan and other normative legal acts.

1.3. AZERTAC acts in interrelation with public authorities and local self-government bodies, as well as with international and non-governmental organizations, and private individuals and legal entities while performing its duties and exercising its rights.

1.4. AZERTAC is engaged in state and public activities. Revenue from AZERTAC's activities is directed to maintaining its operation.

1.5. AZERTAC possesses independent balance, property, treasury and bank accounts, stamp with its name in Azerbaijani and English languages, rubber stamps and forms, and a logo (emblem).

1.6. AZERTAC is located in the city of Baku.

2. Directions and objectives of AZERTAC`s activity

2.1 The main objective of AZERTAC’s activity is to inform the public about the official government news, developments happening in public and political, socio-economic, scientific and cultural spheres of life in Azerbaijan, and spread unbiased information about the Republic of Azerbaijan throughout the world.

2.2 AZERTAC`s activity directions are the following:

2.2.1 spreading news, comments and opinions, analytical articles, photo and video information, infographics about the most important events in the country's domestic and foreign policy, socio-political, regional and international developments, official materials of the President of the Republic of Azerbaijan, Milli Majlis of the Republic of Azerbaijan, Cabinet of Ministers of the Republic of Azerbaijan and other public bodies at the request of the media outlets, legal entities and private individuals, via its own channels, global Internet network, websites of its foreign partner news agencies and international and regional media organizations, of which AZERTAC is a member of, and social networks;

2.2.2 establishing, restructuring or terminating its news service (bureaus, news centers) in the country and abroad in accordance with state policy;

2.2.3 signing agreements on news delivery with news agencies of foreign countries and other media outlets on the basis of exchange or commercial terms and in accordance with international agreements that the Republic of Azerbaijan is party to;

2.2.4 conducting exchange of information, concluding agreements on cooperation with various organizations and foreign companies operating in the Republic of Azerbaijan;

2.2.5 taking measures to improve financial resources and infrastructure of AZERTAC in compliance with modern demands and international standards.

3. Duties and rights of AZERTAC

3.1. AZERTAC has the following duties in accordance with the activity directions stipulated in these Statutes;

3.1.1. engages in the development and implementation of state programs, strategies and development concepts on activity directions in accordance with the Constitutional Law of the Republic of Azerbaijan "Regarding Normative Legal Acts";

3.1.2. delivers official news, information on the developments in the public and political, socio-economic, scientific and cultural life of the country to the public;

3.1.3. collects information on various aspects of life of the state and society and efficiently delivers it to local and foreign media, public bodies, private individuals and legal entities of the Republic of Azerbaijan in accordance with the Law of the Republic of Azerbaijan "Regarding Access to Information";

3.1.4. carries out its activities of collecting and disseminating information on the basis of unbiased and comprehensive coverage of the events occurring in the country and abroad;

3.1.5. ensures the rights of citizens of the Republic of Azerbaijan to obtain accurate information on the activity of the President and public bodies of the Republic of Azerbaijan, domestic and foreign policy;

3.1.6. participates in the implementation of international agreements, which the Republic of Azerbaijan is party to, relating to AZERTAC’s activity;

3.1.7. raises public awareness of its activities, establishes a website and ensures the placement and constant update on this website of information, which it possesses and which is featured on the list of public information to be disclosed in accordance with the Law of the Republic of Azerbaijan "Regarding Access to Information";

3.1.8. ensures appropriate use of budget funds, loans, grants and other financial resources allocated to AZERTAC;

3.1.9. deals with incoming requests relating to AZERTAC’s activity;

3.1.10. performs other functions provided for by law and acts of the President of the Republic of Azerbaijan.

3.2. AZERTAC has the following rights on connection with the performance of its duties:

3.2.1. to receive statements and official information from public bodies and spread them on their behalf;

3.2.2. to receive accurate and timely information from public bodies on their activities and disseminate it on behalf of AZERTAC;

3.2.3. to prepare its own plans and programs in accordance with its activity directions;

3.2.4. to refuse receiving and disseminating information, which is incompatible with the duties assigned to AZERTAC;

3.2.5. to request and receive information (documents) from public and local self-government bodies, private individuals and legal entities, which is compatible with AZERTAC's activities;

3.2.6. to produce its publications (newspapers, magazines, newsletters), print, computer, photo, video material and other products, to distribute them by subscription, through retail and individual channels, as well as via the Internet network in the Republic of Azerbaijan and abroad;

3.2.7. to establish or engage in businesses in order to perform its duties;

3.2.8. to hold press conferences and briefings on topical issues of political, economic, social and foreign policy of the state;

3.2.9. to engage experts and professionals in its activity on a contractual basis;

3.2.10. to conduct information and experience exchange with international organizations, foreign news agencies in accordance with international agreements, which the Republic of Azerbaijan is party to, to participate in events of international and regional media organizations, of which AZERTAC holds membership, and to contribute to holding these organizations’ events in the Republic of Azerbaijan;

3.2.11. to show initiative on the Republic of Azerbaijan`s becoming party to international agreements;

3.2.12. to exercise other rights provided for by law and acts of the President of the Republic of Azerbaijan.

4. Management of AZERTAC

4.1. AZERTAC shall be managed by the Board.

4.2. The Board carries out management and control of AZERTAC. The Board comprises 5 members – one Chairman and two Deputy Chairmen, who are appointed and dismissed by the President of the Republic of Azerbaijan, and two members, who are appointed and dismissed by the Cabinet of Ministers of the Republic of Azerbaijan with the approval of the President of the Republic of Azerbaijan. The tenure of the members of the Board is 5 (five) years.

4.3. In case of temporary absence of the Chairman, another member of the Board, named by the Chairman of the Board, shall exercise his or her powers.

4.4. The Board is entrusted the following duties:

4.4.1. to lay down AZERTAC`s future development directions;

4.4.2. to submit proposals and documents relating to the execution of the powers of the founder to the President of the Republic of Azerbaijan and the Cabinet of Ministers of the Republic of Azerbaijan;

4.4.3. to produce yearly reports on AZERTAC's activity and submit them to the President of the Republic of Azerbaijan;

4.4.4. to review draft legal acts related to the improvement of AZERTAC's activity and present them to the appropriate public bodies and agencies;

4.4.5. to ensure the appropriate use of funds as provided for in sub-paragraph 3.1.8 of these Statutes;

4.4.6. to review and make decisions on requests by the members of the Board;

4.4.7. to define and supervise the implementation of the rules and conditions of excluding the possibility of conflicts of interest, which may arise in the course of the execution of activities by the Board and employees;

4.4.8. to decide on the establishment and termination of AZERTAC`s businesses, on the agency`s involvement in them and on the establishment and termination of its news services, bureaus, branches and representative offices in the territory of the Republic of Azerbaijan and abroad with the approval of the Cabinet of Ministers of the Republic of Azerbaijan;

4.4.9. to decide on the signing of an agreement amounting to more than 25 percent of AZERTAC’s net assets and of an agreement with a related party amounting to 5 percent or more of AZERTAC`s assets with the approval of the Cabinet of Ministers of the Republic of Azerbaijan;

4.4.10. to decide on the signing of an agreement with a related party, amounting to 5 percent of AZERTAC's net assets;

4.4.11. to supervise the implementation of AZERTAC's budget and action plans;

4.4.12. to approve internal rules relating to AZERTAC's activity as well as the statutes of its affiliated departments, branches and representative offices;

4.4.13. to decide on the use of AZERTAC's property;

4.4.14. With the approval of the President of the Republic of Azerbaijan:

4.4.14.1. to approve the structure of AZERTAC;

4.4.14.2. to approve the staff list and expenditure budget of AZERTAC;

4.4.15. to appoint an external auditor of AZERTAC and receive an audit report;

4.4.16. to take measures based on the outcomes of both the external audit and other inspections;

4.4.17. to approve the annual work plans of AZERTAC's activities and reports on their implementation;

4.5. Board Meetings shall be convened at least once a month and held on the initiative of a member of the Board. The presence of more than half of the Board members constitutes the quorum for the Board Meeting. The minutes of the Board Meetings shall be documented, decisions shall be adopted on the issues discussed. Decisions of the Board Meetings shall be adopted by the simple majority of votes of its members, each member having one vote. In the event of the equality of votes, the Chairman of the Board, and in his absence the other Board member replacing him as an acting Chairman, shall have the casting vote. Members are not allowed to remain neutral during the voting.

4.6. Chairman of the Board:

4.6.1. manages the activity of AZERTAC and represents it;

4.6.2. organizes the activity of the Board, defines the agenda of the Board Meetings and presides over them;

4.6.3. convenes the Board Meetings on his or her own or on other Board member`s initiative;

4.6.4. invites, on his or her own initiative or at the request of any other member of the Board, other people to attend the Board Meeting;

4.6.5. organizes, reviews and supervises the implementation of acts related to AZERTAC`s activities;

4.6.6. makes statements and issues binding orders relating to the organization of AZERTAC’s activities;

4.6.7. makes decisions on the appointment and dismissal of employees of AZERTAC, including staff of its bureaus, branches, representative offices and other affiliated bodies (limited to heads of businesses), and on application of incentive and disciplinary measures, taking into account paragraph 4.2 of these Statutes;

4.6.8. supervises the use of AZERTAC's property in accordance with the objectives set out in these Statutes;

4.6.9. abolishes decisions of AZERTAC’s officials contradicting the legislation;

4.6.10. conducts operations, signs agreements and ensures their implementation on behalf of AZERTAC within the scope of the powers vested in him or her by these Statutes;

4.6.11. takes the necessary measures to protect state secrets and confidentiality regime within AZERTAC's activity directions;

4.6.12. establishes advisory committees and working groups with respect to AZERTAC`s activity directions;

4.6.13. takes other measures regarding the organization of the Board`s activities;

4.6.14. ensures remuneration policy and organizes proficiency development of employees;

4.6.15. ensures AZERTAC`s clerical and archive work;

4.6.16. ensures citizens’ reception at AZERTAC and considers their requests;

4.7. Members of the Board shall have the following rights:

4.7.1. to take part in addressing issues within the competence of the Board;

4.7.2. to familiarize themselves with the agenda of and material to be discussed at the Board Meeting beforehand;

4.7.3. to express an opinion on the decisions to be made by the Board;

4.7.4. to make suggestions on consideration at the Board Meetings of the issues within the competence of the Board;

4.7.5. to get acquainted with decisions of the Board, protocols of the Board Meetings and other documents;

4.8. The Board members shall take an unbiased approach to the issues discussed at the Board Meetings, and shall avoid actions and statements that may damage the reputation of a Board member.

5. Authorized capital, property and fundamentals of financial activities of AZERTAC

5.1. The initial authorized capital of AZERTAC amounts to 25,000,000 (twenty-five million) manats.

5.2. AZERTAC’s property includes authorized capital, other property provided by the founder, the funds allocated from the state budget, revenue generated from the agency`s activities, donations, grants, external investments and other revenue made in accordance with the law. The cost of AZERTAC's property is shown on its balance sheet.

5.3. AZERTAC uses its property only for the purposes stipulated in these Statutes. AZERTAC exercises its powers with respect to its state-owned property in accordance with the Decree 586 of the President of the Republic of Azerbaijan of June 6, 2007, "Regarding Improvement of Maintenance and Appropriate Use of State-owned Property".

5.4. AZERTAC is entitled the right to independently use net revenues generated from the activities of AZERTAC, its departments, branches, representative offices and businesses, as well as other affiliated entities, after paying the taxes and making other mandatory payments in accordance with law.

5.5. AZERTAC is funded from the following sources:

5.5.1. State Budget of the Republic of Azerbaijan;

5.5.2. grants, donations and financial aid allocated to AZERTAC in accordance with the Law of the Republic of Azerbaijan "Regarding Grant";

5.5.3. revenues generated on the basis of agreements signed with public bodies, legal entities and private individuals;

5.5.4. funds generated from the sale of physically and morally outdated equipment, vehicles and other outdated property;

5.5.5. revenues generated from services rendered in accordance with paragraph 3.2.6 of these Statutes;

5.5.6. revenues generated from other legitimate services.

5.6. AZERTAC uses the funds at its disposal based on its expenditure budget in accordance with these Statutes.

5.7. The salaries of Board Members and other employees of AZERTAC, other provisions originating from AZERTAC's activity directions are set by the Cabinet of Ministers of the Republic of Azerbaijan.

6. Form and scope of control over AZERTAC's activities

6.1. Control of AZERTAC's activity shall be exercised by the President of the Republic of Azerbaijan.

6.2. AZERTAC shall present its annual report to the President of the Republic of Azerbaijan.

7. Accounting and reporting at AZERTAC

7.1. AZERTAC shall keep accounting records and draw up, submit and publish balance sheets as required for legal entities in public law in accordance with the Law of the Republic of Azerbaijan "Regarding Accounting".

7.2. AZERTAC shall maintain and keep statistical records, compile, present and publish statistical reports in accordance with the Law of the Republic of Azerbaijan "Regarding Official Statistics".

7.4. AZERTAC shall engage an external auditor in order to ensure independent audit of its activities.

8. Liquidation and reorganization of AZERTAC

8.1. Liquidation and reorganization of AZERTAC shall be carried out by the President of the Republic of Azerbaijan.

8.2. In case of AZERTAC’s liquidation, its property shall be subject to use in accordance with the Civil Code of the Republic of Azerbaijan.