Recommendation CM/Rec(2007)14
of the Committee of Ministers to member states
on the legal status of non-governmental organisations in Europe

(Adopted by the Committee of Ministers on 10 October 2007
at the 1006th meeting of the Ministers’ Deputies)

The Committee of Ministers, under the terms of Article 15.b of the Statute of the Council of
Europe,

Considering that the aim of the Council of Europe is to achieve greater unity between its members
and that this aim may be pursued through the adoption of common rules;

Aware of the essential contribution made by non-governmental organisations (NGOs) to the
development and realisation of democracy and human rights, in particular through the promotion of
public awareness, participation in public life and securing the transparency and accountability of
public authorities, and of the equally important contribution of NGOs to the cultural life and
social well-being of democratic societies;

Taking into consideration the invaluable contribution also made by NGOs to the achievement of the
aims and principles of the United Nations Charter and of the Statute of the Council of Europe;

Having regard to the Declaration and Action Plan adopted at the Third Summit of Heads of State and
Government of the Council of Europe (Warsaw, 16-17 May 2005);

Noting that the contributions of NGOs are made through an extremely diverse body of activities
which can range from acting as a vehicle for communication between different segments of society
and public authorities, through the advocacy of changes in law and public policy, the provision of
assistance to those in need, the elaboration of technical and professional standards, the
monitoring of compliance with existing obligations under national and international law, and on to
the provision of a means of personal fulfilment and of pursuing, promoting and defending interests
shared with others;

Bearing in mind that the existence of many NGOs is a manifestation of the right of their members to
freedom of association under Article 11 of the Convention for the Protection of Human Rights and
Fundamental Freedoms and of their host country’s adherence to principles of democratic pluralism;

Having regard to Article 5 of the European Social Charter (revised) (ETS No. 163), Articles 3, 7
and 8 of the Framework Convention for the Protection of National Minorities (ETS No. 157) and
Article 3 of the Convention on the Participation of Foreigners in Public Life at Local Level (ETS
No. 144);

Recognising that the operation of NGOs entails responsibilities as well as rights;

Considering that the best means of ensuring ethical, responsible conduct by NGOs is to promote
self-regulation;

Taking into consideration the case law of the European Court of Human Rights and the views of
United Nations human rights treaty bodies;

Taking into account the Declaration on the Right and Responsibility of Individuals, Groups and
Organs of Society to Promote and Protect Universally Recognized Human Rights and Fundamental
Freedoms, United Nations General Assembly Resolution A/RES/53/144;

Drawing upon the Fundamental Principles on the Status of Non-Governmental Organisations in Europe;

Having regard to the European Convention on the Recognition of the Legal Personality of
International Non-Governmental Organisations (ETS No. 124) (hereinafter Convention No. 124) and to
the desirability of enlarging the number of its contracting parties;

Recommends that the governments of member states:

– be guided in their legislation, policies and practice by the minimum standards set out in this
recommendation;

– take account of these standards in monitoring the commitments they have made;

– ensure that this recommendation and the accompanying Explanatory Memorandum are translated and
disseminated as widely as possible to NGOs and the public in general, as well as to
parliamentarians, relevant public authorities and educational institutions, and used for the
training of officials.

I. Basic principles

1. For the purpose of this recommendation, NGOs are voluntary self-governing bodies or
organisations established to pursue the essentially non-profit-making objectives of their founders
or members. They do not include political parties.

2. NGOs encompass bodies or organisations established both by individual persons (natural or legal)
and by groups of such persons. They can be either membership or non-membership based.

3. NGOs can be either informal bodies or organisations or ones which have legal personality.

4. NGOs can be national or international in their composition and sphere of operation.

5. NGOs should enjoy the right to freedom of expression and all other universally and regionally
guaranteed rights and freedoms applicable to them.

6. NGOs should not be subject to direction by public authorities.

7. NGOs with legal personality should have the same capacities as are generally enjoyed by other
legal persons and should be subject to the administrative, civil and criminal law obligations and
sanctions generally applicable to those legal persons.

8. The legal and fiscal framework applicable to NGOs should encourage their establishment and
continued operation.

9. NGOs should not distribute any profits which might arise from their activities to their members
or founders but can use them for the pursuit of their objectives.

10. Acts or omissions by public authorities affecting an NGO should be subject to administrative
review and be open to challenge by the NGO in an independent and impartial court with full
jurisdiction.

II. Objectives

11. NGOs should be free to pursue their objectives, provided that both the objectives and the means
employed are consistent with the requirements of a democratic society.

12. NGOs should be free to undertake research, education and advocacy on issues of public debate,
regardless of whether the position taken is in accord with government policy or requires a change
in the law.

13. NGOs should be free to support a particular candidate or party in an election or a referendum
provided that they are transparent in declaring their motivation. Any such support should also be
subject to legislation on the funding of elections and political parties.

14. NGOs should be free to engage in any lawful economic, business or commercial activities in
order to support their not-for-profit activities without any special authorisation being required,
but subject to any licensing or regulatory requirements generally applicable to the activities
concerned.

15. NGOs should be free to pursue their objectives through membership of associations, federations
and confederations of NGOs, whether national or international.

III. Formation and membership

A. Establishment

16. Any person, be it legal or natural, national or non-national, or group of such persons, should
be free to establish an NGO and, in the case of non-membership-based NGOs, should be able to do so
by way of gift or bequest.

17. Two or more persons should be able to establish a membership-based NGO but a higher number can
be required where legal personality is to be acquired, so long as this number is not set at a level
that discourages establishment.

B. Statutes

18. NGOs with legal personality should normally have statutes, comprising the constitutive
instrument or instrument of incorporation and, where applicable, any other document setting out the
conditions under which they operate.

19. The statutes of an NGO with legal personality should generally specify:

a. its name;
b. its objectives;
c. its powers;
d. the highest governing body;
e. the frequency of meetings of this body;
f. the procedure by which such meetings are to be convened;
g. the way in which this body is to approve financial and other reports;
h. the procedure for changing the statutes and dissolving the organisation or merging it with
another NGO.

20. The highest governing body of a membership-based NGO should be the membership and its agreement
should be required for any change in the statutes. For other NGOs the highest governing body should
be the one specified in the statutes.

C. Membership

21. No person should be required by law or otherwise compelled to join an NGO, other than a body or
organisation established by law to regulate a profession in those states which treat such an entity
as an NGO.

22. The ability of any person, be it natural or legal, national or non-national, to join
membership-based NGOs should not be unduly restricted by law and, subject to the prohibition on
unjustified discrimination, should be determined primarily by the statutes of the NGOs concerned.

23. Members of NGOs should be protected from expulsion contrary to their statutes.

24. Persons belonging to an NGO should not be subject to any sanction because of their membership.
This should not preclude such membership being found incompatible with a particular position or
employment.

25. Membership-based NGOs should be free to allow non-members to participate in their activities.

IV. Legal personality

A. General

26. The legal personality of NGOs should be clearly distinct from that of their members or
founders.

27. An NGO created through the merger of two or more NGOs should succeed to their rights
and liabilities.

B. Acquisition of legal personality

28. The rules governing the acquisition of legal personality should, where this is not an automatic
consequence of the establishment of an NGO, be objectively framed and should not be subject to the
exercise of a free discretion by the relevant authority.

29. The rules for acquiring legal personality should be widely published and the process involved
should be easy to understand and satisfy.

30. Persons can be disqualified from forming NGOs with legal personality following a conviction for
an offence that has demonstrated that they are unfit to form one. Such a disqualification should be
proportionate in scope and duration.

31. Applications in respect of membership-based NGOs should only entail the filing of their
statutes, their addresses and the names of their founders, directors, officers and legal
representatives. In the case of non-membership-based NGOs there can also be a requirement of proof
that the financial means to accomplish their objectives are available.

32. Legal personality for membership-based NGOs should only be sought after a resolution approving
this step has been passed by a meeting to which all the members had been invited.

33. Fees can be charged for an application for legal personality but they should not be set at a
level that discourages applications.

34. Legal personality should only be refused where there has been a failure to submit all the
clearly prescribed documents required, a name has been used that is patently misleading or is not
adequately distinguishable from that of an existing natural or legal person in the state concerned
or there is an objective in the statutes which is clearly inconsistent with the requirements of a
democratic society.

35. Any evaluation of the acceptability of the objectives of NGOs seeking legal personality should
be well informed and respectful of the notion of political pluralism. It should not be driven by
prejudices.

36. The body responsible for granting legal personality should act independently and impartially in
its decision making. Such a body should have sufficient, appropriately qualified staff for the
performance of its functions.

37. A reasonable time limit should be prescribed for taking a decision to grant or refuse legal
personality.

38. All decisions should be communicated to the applicant and any refusal should include written
reasons and be subject to appeal to an independent and impartial court.

39. Decisions on qualification for financial or other benefits to be accorded to an NGO should be
taken independently from those concerned with its acquisition of legal personality and preferably
by a different body.

40. A record of the grant of legal personality to NGOs, where this is not an automatic consequence
of the establishment of an NGO, should be readily accessible to the public.

41. NGOs should not be required to renew their legal personality on a periodic basis.

C. Branches; changes to statutes

42. NGOs should not require any authorisation to establish branches, whether within the country or
(subject to paragraph 45 below) abroad.

43. NGOs should not require approval by a public authority for a subsequent change in their
statutes, unless this affects their name or objectives. The grant of such approval should be
governed by the same process as that for the acquisition of legal personality but such a change
should not entail the NGO concerned being required to establish itself as a new entity. There can
be a requirement to notify the relevant authority of other amendments to their statutes before
these can come into effect.

D. Termination of legal personality

44. The legal personality of NGOs can only be terminated pursuant to the voluntary act of their
members – or in the case of non-membership-based NGOs, its governing body – or in the event of
bankruptcy, prolonged inactivity or serious misconduct.

E. Foreign NGOs

45. Without prejudice to applicability of the articles laid down in Convention No. 124 for those
states that have ratified that convention, foreign NGOs can be required to obtain approval, in a
manner consistent with the provisions of paragraphs 28 to 31 and 33 to 39 above, to operate in the
host country. They should not have to establish a new and separate entity for this purpose.
Approval to operate can only be withdrawn in the event of bankruptcy, prolonged inactivity or
serious misconduct.

V. Management

46. The persons responsible for the management of membership-based NGOs should be elected or
designated by the highest governing body or by an organ to which it has delegated this task. The
management of non-membership-based NGOs should be appointed in accordance with their statutes.

47. NGOs should ensure that their management and decision-making bodies are in accordance with
their statutes but they are otherwise free to determine the arrangements for pursuing their
objectives. In particular, NGOs should not need any authorisation from a public authority in order
to change their internal structure or rules.

48. The appointment, election or replacement of officers, and, subject to paragraphs 22 and 23
above, the admission or exclusion of members should be a matter for the NGOs concerned. Persons
may, however, be disqualified from acting as an officer of an NGO following conviction for an
offence that has demonstrated that they are unfit for such responsibilities. Such a
disqualification should be proportionate in scope and duration.

49. NGOs should not be subject to any specific limitation on non-nationals being on their
management or staff.

VI. Fundraising, property and public support

A. Fundraising

50. NGOs should be free to solicit and receive funding – cash or in-kind donations – not only from
public bodies in their own state but also from institutional or individual donors, another state or
multilateral agencies, subject only to the laws generally applicable to customs, foreign exchange
and money laundering and those on the funding of elections and political parties.

B. Property

51. NGOs with legal personality should have access to banking facilities.

52. NGOs with legal personality should be able to sue for the redress of any harm caused to their
property.

53. NGOs with legal personality can be required to act on independent advice when selling or
acquiring any land, premises or other major assets where they receive any form of public support.

54. NGOs with legal personality should not utilise property acquired on a tax-exempt basis for a
non-tax-exempt purpose.

55. NGOs with legal personality can use their property to pay their staff and can also reimburse
all staff and volunteers acting on their behalf for reasonable expenses thereby incurred.

56. NGOs with legal personality can designate a successor to receive their property in the event of
their termination, but only after their liabilities have been cleared and any rights of donors to
repayment have been honoured. However, in the event of no successor being designated or the NGO
concerned having recently benefited from public funding or other form of support, it can be
required that the property either be transferred to another NGO or legal person that most nearly
conforms to its objectives or be applied towards them by the state. Moreover the state can be the
successor where either the objectives or the means used by the NGO to achieve those objectives have
been found to be inadmissible.

C. Public support

57. NGOs should be assisted in the pursuit of their objectives through public funding and other
forms of support, such as exemption from income and other taxes or duties on membership fees, funds
and goods received from donors or governmental and international agencies, income from investments,
rent, royalties, economic activities and property transactions, as well as incentives for donations
through income tax deductions or credits.

58. Any form of public support for NGOs should be governed by clear and objective criteria.

59. The nature and beneficiaries of the activities undertaken by an NGO can be relevant
considerations in deciding whether or not to grant it any form of public support.

60. The grant of public support can also be contingent on an NGO falling into a particular category
or regime defined by law or having a particular legal form.

61. A material change in the statutes or activities of an NGO can lead to the alteration or
termination of any grant of public support.

VII. Accountability

A. Transparency

62. NGOs which have been granted any form of public support can be required each year to submit
reports on their accounts and an overview of their activities to a designated supervising body.

63. NGOs which have been granted any form of public support can be required to make known the
proportion of their funds used for fundraising and administration.

64. All reporting should be subject to a duty to respect the rights of donors, beneficiaries and
staff, as well as the right to protect legitimate business confidentiality.

65. NGOs which have been granted any form of public support can be required to have their accounts
audited by an institution or person independent of their management.

66. Foreign NGOs should be subject to the requirements in paragraphs 62 to 65 above only in respect
of their activities in the host country.

B. Supervision

67. The activities of NGOs should be presumed to be lawful in the absence of contrary evidence.

68. NGOs can be required to submit their books, records and activities to inspection by a
supervising agency where there has been a failure to comply with reporting requirements or where
there are reasonable grounds to suspect that serious breaches of the law have occurred or are
imminent.

69. NGOs should not be subject to search and seizure without objective grounds for taking such
measures and appropriate judicial authorisation.

70. No external intervention in the running of NGOs should take place unless a serious breach of
the legal requirements applicable to NGOs has been established or is reasonably believed to be
imminent.

71. NGOs should generally be able to request suspension of any administrative measure taken in
respect of them. Refusal of a request for suspension should be subject to prompt judicial
challenge.

72. In most instances, the appropriate sanction against NGOs for breach of the legal requirements
applicable to them (including those concerning the acquisition of legal personality) should merely
be the requirement to rectify their affairs and/or the imposition of an administrative, civil^ or
criminal penalty on them and/or any individuals directly responsible. Penalties should be based on
the law in force and observe the principle of proportionality.

73. Foreign NGOs should be subject to the provisions in paragraphs 68 to 72 above only in respect
of their activities in the host country.

74. The termination of an NGO or, in the case of a foreign NGO, the withdrawal of its approval to
operate should only be ordered by a court where there is compelling evidence that the grounds
specified in paragraphs 44 and 45 above have been met. Such an order should be subject to prompt
appeal.

C. Liability

75. The officers, directors and staff of an NGO with legal personality should not be personally
liable for its debts, liabilities and obligations. However, they can be made liable to the NGO,
third parties or all of them for professional misconduct or neglect of duties.

VIII. Participation in decision making

76. Governmental and quasi-governmental mechanisms at all levels should ensure the effective
participation of NGOs without discrimination in dialogue and consultation on public policy
objectives and decisions. Such participation should ensure the free expression of the diversity of
people’s opinions as to the functioning of society. This participation and co-operation should be
facilitated by ensuring appropriate disclosure or access to official information.

77. NGOs should be consulted during the drafting of primary and secondary legislation which affects
their status, financing or spheres of operation.



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