THE STATUTE OF EESTI PANK
Adopted by the Supervisory Board of Eesti Pank on 3 September 1996 (RTL 1996, 104, 585), entered into force on 4 September 1996.
Amended by the following acts:
Decision of the Supervisory Board of Eesti Pank No 2-2 of 14 January 1997 (RTL 1997, 7, 44), entered into force on 15 January 1997;
Decision of the Supervisory Board of Eesti Pank No 18-1 of 19 December 2000 (RTL 2000, 138, 2205), entered into force on 20 December 2000;
Decision of the Supervisory Board of Eesti Pank No 10-3 of 27 November 2001 (RTL 2001, 128, 1868), entered into force on 1 January 2002;
Decision of the Supervisory Board of Eesti Pank No 7-1 of 19 June 2002 (RTL 2002, 81, 1253), entered into force on 19 June 2002;
Decision of the Supervisory Board of Eesti Pank No 3-2 of 3 April 2003 (RTL 2003, 46, 684), entered into force on 4 April 2003;
Decision of the Supervisory Board of Eesti Pank No 6-1 of 11 June 2004 (RTL 2004, 90, 1422), entered into force on 12 June 2004;
Decision of the Supervisory Board of Eesti Pank No 9-1 of 12 October 2004 (RTL 2004, 136, 2108), entered into force on 13 October 2004.
In the brackets after the clause or sub-clause comprising the amendments there is the date the Decision of the Supervisory Board entered into force and with which the present wording was established.
1. GENERAL
1.1 Eesti Pank (hereinafter: the Bank) is the central bank of the Republic of Estonia, the legal status, aims and tasks of which are stipulated by the Constitution of the Republic of Estonia (hereinafter: the Constitution) and the Eesti Pank Act (RT I 1993, 28, 498; 30, correction note; 1994, 30, 463; 1998, 64/65, 1006; 1999, 16, 271; 2001, 58, 353; 2001, 59, 358; 2002, 57, 356; 2003, 15, 88; 2003, 21, 121).
1.2 Pursuant to the Eesti Pank Act, the present Statute regulates the organisational structure, internal working procedures and the procedures for managing the Bank's assets.
1.3 The name of the Bank in English is the Bank of Estonia.
1.4 The Bank is located at Estonia Avenue 13, 15095 Tallinn, Republic of Estonia. [20.12.2000]
1.5 The working language of the Bank is Estonian.
1.6 The Bank's accounting year commences on 1 January and ends on 31 December.
2. THE SUPERVISORY BOARD OF THE BANK
2.1 The Supervisory Board of Eesti Pank (hereinafter: the Supervisory Board), being the highest governing body of the Bank, shall be established in accordance with the procedures stipulated in the Constitution and the Eesti Pank Act. The Supervisory Board shall comprise the Chair and eight members, amongst whom shall be included the Governor of Eesti Pank (hereinafter: the Governor) by virtue of his/her office. The Minister of Finance shall participate in the Supervisory Board meetings, having a right to speak.
2.2 The Eesti Pank Act stipulates the jurisdiction of the Supervisory Board.
2.3 If necessary, the Supervisory Board may employ Advisors in the discharge of its responsibilities. The Advisors may participate in the Supervisory Board meetings if invited by the Chair but shall not have any voting rights.
2.4 The Supervisory Board shall operate pursuant to procedures established by the Board itself.
2.5 The Governor shall implement the decisions of the Supervisory Board.
2.6 The decisions of the Supervisory Board having an impact on national monetary and banking policy and norm-establishing decisions shall be published in the Riigi Teataja Lisa (Appendix to the State Gazette).
3. THE GOVERNOR OF THE BANK
3.1 The Governor as the chief executive officer shall manage the activities of the Bank. The Governor shall be appointed in accordance with the Constitution pursuant to the procedures provided by the Eesti Pank Act. The Governor shall be responsible for all the activities of the Bank and shall report regularly to the Supervisory Board and the Riigikogu (the Parliament).
3.2 The Eesti Pank Act determines the jurisdiction of the Governor.
3.3 The Governor shall represent the Bank in accordance with the law without any supplementary authorisation.
3.4 The Governor shall manage the day-to-day operation of the Bank through the Executive Board of Eesti Pank (hereinafter: the Executive Board), Deputy Governors, heads of independent sub-units and structural units. By regulation the Governor can delegate some of his/her functions in the daily management of the Bank to the Executive Board or Deputy Governors, except if pursuant to the Eesti Pank Act or nature of the functions the sole competency of the Governor is required. [20.12.2000]
3.5 Independent sub-units of the Bank shall be established, re-organised and dissolved by a Supervisory Board decision as proposed by the Governor.
3.6 The organisational structure is designed, and the structural units formed and dissolved by the Governor's regulation.
3.7 The Governor may issue decrees, regulations and orders:
1) decrees are norm-establishing edicts issued by the Governor based on laws or Supervisory Board decisions. The decrees of the Governor shall be published in the Riigi Teataja Lisa;
2) through regulations the Governor establishes the Bank's internal procedures;
3) through orders (both written and oral) the Governor governs the staff's day-to-day activities. [20.12.2000]
3.8 In the absence of the Governor of the Bank, a Deputy Governor authorised temporarily by the Governor's regulation shall substitute for him/her. If it is not possible to transfer the authority to Deputy Governor, the Supervisory Board shall appoint a substituting person for the Governor. If the Supervisory Board has not appointed a person to substitute for the Governor, the eldest Deputy Governor shall substitute for him/her. The person substituting for the Governor of the Bank shall have full authority of the Governor of the Bank during his/her term of authority, except for his/her authority as a member of the Supervisory Board. [4.04.2003]
4. THE EXECUTIVE BOARD OF THE BANK
4.1 The Executive Board of the Bank (hereinafter: the Executive Board) shall organise the activities of the Bank, secure co-operation between the divisions and structural units of the Bank, plan current operations and make proposals to the Supervisory Board regarding decisions to be made under the jurisdiction of the latter. [20.12.2000]
4.2 The Executive Board shall adopt decisions to fulfil its functions. [20.12.2000]
4.3 The staff of the Bank shall be obliged to implement the decision of the Executive Board. Upon conflict between the decision taken by the Executive Board and the decree or regulation issued by the Governor, the decree or regulation shall take precedence. [20.12.2000]
4.4 The Executive Board shall comprise the Governor and two to four members. The Supervisory Board shall appoint and release members of the Executive Board on the proposal of the Governor. [20.12.2000]
4.5 The Governor shall be the Chair of the Executive Board by virtue of office. In absence of the Governor, the person substituting for the Governor of the Bank pursuant to Article 3.8 of the Statute, shall resume the responsibilities of the Chair of the Executive Board. [4.04.2003]
4.6 The Deputy Governors of the Bank shall be members of the Executive Board. [20.12.2000]
4.7 Upon necessity the Governor of the Bank can invite other persons, non-members of the Executive Board, to attend the meeting or discussion of specific items on the agenda. The invitees shall have no right to vote. [20.12.2000]
4.8 The Executive Board shall operate and make decisions pursuant to procedures established by the Executive Board itself. [20.12.2000]
4.9 The Governor of the Bank shall convene meetings of the Executive Board upon necessity but not less frequently than once a fortnight. [20.12.2000]
4.10 The Executive Board may take decisions if at least half of its members, including the Governor of the Bank, are present. [20.12.2000]
4.11 The Executive Board shall adopt a decision by a majority vote of the participating members, adhering to the formal requirements established in the procedure of the Executive Board. In case of the split vote, the Governor shall have the casting vote. The member of the Executive Board shall have the right to request entering of his/her dissenting opinion into the minutes. [20.12.2000]
4.12 The decisions taken by the Executive Board shall enter into force upon signing by the Governor. [20.12.2000]
4.13 Minutes shall be taken at the meetings of the Executive Board. The Governor and the minute-taker shall sign the minutes. [20.12.2000]
5. COMMITTEES AND COMMISSIONS OF THE BANK
5.1 The standing Monetary Policy Committee (hereinafter: Committee) shall be set up to elaborate monetary, economic and financial sector policy issues and harmonise the activities of the Bank. [13.10.2004]
5.2 The Committee shall comprise all members of the Executive Board. The Governor shall determine the rest of the members of the Committee and its jurisdiction by his/her regulation. The Governor shall be the Chair of the Committee. [20.12.2000]
5.3 The decisions taken by the Committee within its jurisdiction shall be legally equal to the decisions taken by the Executive Board. [20.12.2000]
5.4 The Executive Board shall approve the working procedure for the Committee. [20.12.2000]
5.5 The Governor, Deputy Governor or the Executive Board can also set up other standing or ad hoc commissions, ad hoc committees or ad hoc working groups in order to fulfil functions of the Bank. The founder shall determine the composition, functions, jurisdiction and dissolution of commissions, committees and working groups. [20.12.2000]
5.6 The commissions, ad hoc committees and working groups shall follow the working procedures established by the founder. [20.12.2000]
5.7 The decisions of commissions, ad hoc committees and working groups shall be of recommendatory nature for the Governor, Deputy Governors and the Executive Board. [20.12.2000]
6. ORGANISATIONAL STRUCTURE AND STAFF OF THE BANK
6.1 The Bank's organisational structure shall comprise Supervisory Board of Eesti Pank, Governor of Eesti Pank, Executive Board of Eesti Pank, Deputy Governors, divisions, structural units, and the Internal Audit Department. The internal Audit Department is functionally subordinate to the Supervisory Board and administratively to the Governor. [13.10.2004]
6.2 The Deputy Governor shall direct structural units and co-ordinate the Bank's activities in achieving its strategic objectives in the scope specified by the Governor. The divisions managed and activities co-ordinated by the Deputy Governor constitute his/her area of governance. [20.12.2000]
6.3 The Supervisory Board shall appoint and release the Deputy Governors on the proposal of the Governor. The areas of governance shall be established and changed by the regulation of the Governor. [20.12.2000]
6.4 The Deputy Governor cannot be head of division or structural unit. [20.12.2000]
6.5 The divisions shall operate in accordance with their statutes confirmed by the Supervisory Board. [20.12.2000]
6.6 The structural units shall operate in accordance with their statutes confirmed by the Executive Board. The Internal Audit Department shall operate in accordance with the statute confirmed by the Supervisory Board. [19.06.2002]
6.7 The salaries of the Governor, Deputy Governors, the Head of Internal Audit Department and the Chief Accountant shall be determined by the Supervisory Board. Salaries of other staff shall be determined by the Governor within the parameters established under the personnel expenses category in the budget of the Bank. The remuneration policy of the Bank shall be based on the labour market situation, the level of remuneration in other banks and state agencies, and the skills and efforts of the staff. Bonuses and other payments shall be calculated and paid in accordance with instructions confirmed by the Governor. [19.06.2002]
6.8 All legal requirements restricting their participation in business, membership in corporate governance or introducing supplementary obligations as regards confidentiality shall be mandatory for the staff of the Bank. The Governor shall be entitled to expand the above restrictions or to apply them to the Bank employees who are not directly subject to the legal restrictions. This principle shall be provided in labour contracts, constituting a recruitment prerequisite imposed by the Bank. [20.12.2000]
6.9 The Bank shall have the right to subsidise non-profit organisations formed in the interests of its staff. The Supervisory Board shall establish the methods, scope and procedures of subsidisation on the proposal of the Governor within the limits determined in the Bank's budget. [20.12.2000]
6.10 The Bank's staff and members of the Supervisory Board shall be entitled to additional social guarantees. These guarantees are:
1) an Eesti Pank pension in accordance with the respective statute;
2) other social benefits as determined by the Supervisory Board. 20.12.2000]
6.11 The Executive Board shall have the right to establish other benefits for the Bank staff. [20.12.2000]
6.12 Funds necessary for social guarantees and benefits shall be drawn from funds allocated from the Bank's budget. [20.12.2000]
7. THE CAPITAL OF THE BANK
7.1 The capital of the Bank shall be 100,000,000 kroons as determined by law. The capital shall be increased by decision of the Riigikogu.
7.2 The sources, which may be used for increasing the capital up to the target amount determined by the Riigikogu, are:
1) the annual profit of the Bank of which not less than 25% shall be allocated according to Article 30 of the Eesti Pank Act;
2) other amounts of targeted financing as determined by decision of the Riigikogu.
7.3 In case the reserve capital does not suffice, the losses of the Bank may be offset against the capital if so decided by the Riigikogu.
8. THE RESERVE CAPITAL OF THE BANK
8.1 The reserve capital of the Bank shall be raised until it is at least equal to the statutory capital of the Bank. The reserve capital may be increased beyond that level in accordance with a target amount determined by the Riigikogu.
8.2 The sources used for increasing the reserve capital shall be:
1) the annual profit of the Bank of which not less than 25% may be allocated in accordance with the Supervisory Board decision;
2) other amounts of specific financing received by the Bank as may be decided by the Supervisory Board.
8.3 The reserve capital shall be used to offset the Bank's losses.
8.4 In case the reserve capital, which has been raised to the target level, decreases as a result of the incurred loss being offset against the reserve capital, the reserve capital shall be replenished to the amount set out in Article 8.1 and from the sources and according to the procedures described in Article 8.2 of this Statute.
9. FOUNDATION CAPITAL, FUNDS FOR SPECIFIC PURPOSES AND RESERVES OF THE BANK
9.1 The foundation capital and funds for specific purposes shall be divided into special reserves and other reserves (funds).
9.2 The Bank's special reserves shall be used:
1) to cover the expenses arising from the risks related to placing and maintaining the reserves backing the Estonian kroon (including price margins of gold and securities, exchange rate risks, issue risk, settlement risk);
2) to cover the expenses incurred from the risks related to depreciation of long-term investments, loans, guarantees, fixed assets and other assets;
3) to cover other extraordinary expenses unless in conflict with the Eesti Pank Act.
9.3 The special reserves shall be maintained by:
1) allocations from profit in accordance with Article 30, Section 4 of the Eesti Pank Act;
2) allocations in accordance with Article 29, Section 2 of the Eesti Pank Act;
3) other sources not prohibited by law or the Statute.
9.4 The Supervisory Board on the proposal of the Governor shall resolve on the procedures for establishing, increasing and using other reserves (funds, including pension fund, etc) when approving the budget of the Bank without amending the Statute.
10. THE BUDGET OF THE BANK
10.1 Preparation of the budget shall be conducted by the Executive Board, who shall submit it to the Governor for approval by 15 December the latest. If the Governor has not approved the budget for the new financial year by 1 January, expenses amounting to one twelfth of the previous year's total expenditure shall be allowed per month at the expense of revenues until the approval of the budget. [12.06.2004].
10.2 The Governor shall report on budget performance to the Supervisory Board on a quarterly basis.
10.3 [The provision is repealed as of 20 December 2000]
10.4 [The provision is repealed as of 20 December 2000]
11. ASSETS OF THE BANK
11.1 The Bank shall possess, use and dispose of its assets independently. [4.04.2003]
11.2 The Bank shall be the sole owner of the assets it possesses, uses and disposes. [4.04.2003]
11.3 The Governor or persons authorised by him/her shall be entitled to conduct transactions on behalf of the Bank.
11.4 The feasibility of such transactions shall be assessed under the following criteria (in the order of importance):
1) maintenance of value;
2) constant maintenance of liquidity;
3) diversification of risks;
4) optimisation of profit.
11.5 Transactions with the gold and foreign currency reserves of the Bank shall be performed only in accordance with the procedures confirmed by the Governor.
11.6 When investing the gold and foreign currency reserves that constitute the backing of the kroon, the Bank shall use internationally credible financial institutions with a sufficiently high rating to guarantee a low level of risk for such transactions.
11.7 Pursuant to the Eesti Pank Act the Governor as well as other Bank employees authorised by the Governor shall have the authority to sign in the name of the Bank. The Governor of the Bank may issue within his/her jurisdiction single proxies of a fixed date to take legal action in the name of the Bank or to represent the Bank in Estonia or abroad in other issues for the period of time necessary for performing such tasks.
12. [The provision is repealed as of 13 October 2004]
13. THE ACCOUNTING AND REPORTING PROCEDURES OF THE BANK
13.1 The accounting in the Bank shall be conducted according to international accounting standards, laws regulating accounting and other legislative acts as well as the internal accounting procedures of the Bank that are to be confirmed by the Governor.
13.2 [The provision is repealed as of 20 December 2000]
13.3 The Chief Accountant shall be responsible for accounting. The Chief Accountant shall be appointed to and relieved from office by the Supervisory Board on the proposal of the Governor. [20.12.2000]
13.4 The Governor shall submit the annual report of the Bank to the Supervisory Board for approval. After the approval, the Supervisory Board shall submit the annual report together with the auditor's report to the Riigikogu pursuant to the procedure stipulated in Subsection 31 3) of the Eesti Pank Act. [12.06.2004]
14. AUDITING OF THE BANK
The activities of the Bank shall be audited and by internationally accepted independent auditors, appointed by the Supervisory Board for each financial year pursuant to the procedure stipulated in Subsection 31 1) of the Eesti Pank Act. [12.06.2004]
15. FINAL PROVISIONS
15.1 This Statute has been approved by the Supervisory Board of Eesti Pank pursuant to the Eesti Pank Act on 3 September 1996. The Statute became effective on the next day following the approval of the Statute. The Statute approved on 23 November 1993 together with amendments as of 24 May 1994 (RTL 1994, 3, p. 75; 28, p. 974) became invalid on the same day. [4.04.2003]
15.2 The Statute shall be amended or a new Statute approved by a Supervisory Board decision pursuant to the Eesti Bank Act.
|
