Governance

Structure, oversight, and accountability.

Governance Framework

The Fondation Orbis Pictus operates under a governance framework designed to ensure accountability, transparency, and the effective stewardship of resources entrusted to our care.

Governance authority is vested in the Board of the Foundation (Conseil de Fondation), the supreme body of the Foundation (Article 7 of the Statutes). The Board exercises the most extensive powers to achieve the purposes of the Foundation and to take all necessary measures to ensure its proper operation.

Legal Structure

The Fondation Orbis Pictus is established as a charitable foundation (Stiftung) under the Swiss Civil Code, Articles 80–89bis. Founded on 16 May 2024 and registered under UID CHE-460.546.339, the Foundation's entry was published in the Swiss Official Gazette of Commerce (FOSC) on 23 May 2024. It is subject to supervision by the Département fédéral de l'intérieur (DFI) — the Swiss Federal Department of the Interior.

Key Legal Characteristics

Foundation seat in the Canton of Geneva (Article 2)
Established for an indefinite period (Article 1)
Pursues only public utility purposes with no for-profit goals (Article 3)
Supervision by the DFI (Federal Department of the Interior)
External audit by Experco Audit et Conseil SA (Article 15)

The Foundation's charter (Stiftungsurkunde) and regulations (Stiftungsreglement) establish the purposes, governance structures, and operational principles that guide all Foundation activities.

Board of the Foundation

The Board (Conseil de Fondation) is the supreme body of the Foundation, comprising a minimum of three and a maximum of seven members (Article 7).

Patrick Matthiesen

President

Founder & Owner, The Matthiesen Gallery, London

Antoine de Rham

Member

Giez, Switzerland

Laila Gaber

Member

Italy / London

Olivier Uyttenhove

Member

Belgium / Annecy

Board members are appointed for a term of one (1) year, renewable (Article 9). The initial Board was appointed by the Founder; subsequently the Board constitutes and completes itself by co-optation. The Chair is elected from among the Board members. Board members serve on a pro-bono basis, with the exception of reimbursement of effective costs and travel expenses (Article 7).

Board Authority

As the supreme governing body, the Board holds the following non-transferable rights (Article 11):

Exercising leadership, oversight and general management of the Foundation
Granting signature and representation powers
Approving the allocation of the Foundation's assets
Approving the annual audited accounts
Amending the Statutes (with supervisory authority approval)
Adopting by-laws or other internal regulations
Appointing and dismissing Board members
Appointing the External Auditor

The Board meets as often as necessary, but at least once a year (Article 12). Decisions are taken by simple majority of members present, with the Chair holding a casting vote in case of a tie (Article 13). The Board may also meet and take decisions by videoconference or other means of communication.

If deemed necessary, the Board may establish a secretariat or advisory committees, the powers and organisation of which are set out in the Foundation's internal regulations (Article 14).

Ethical Standards

The Foundation operates according to ethical standards that reflect our commitment to integrity, transparency, and responsible stewardship.

Core Principles

Independence from political and commercial influence

Transparency in decision-making and reporting

Management of conflicts of interest

Complete audited financial statements are filed with the DFI and are available for inspection in accordance with Swiss law.

Swiss Foundation Code

The Foundation is guided by the principles of the Swiss Foundation Code, the sector's recognised self-governance standard for Swiss grant-making foundations. We are committed to transparency, accountability, and effective governance in all aspects of our work.