# Council Regulation (EU) No 558/2014Show full title

Council Regulation (EU) No 558/2014 of 6 May 2014 establishing the Clean Sky 2 Joint Undertaking (Text with EEA relevance)

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U.K.

# Council Regulation (EU) No 558/2014                     

# of 6 May 2014

# establishing the Clean Sky 2 Joint Undertaking

# (Text with EEA relevance)

THE COUNCIL OF THE EUROPEAN UNION,

Having regard to the Treaty on the Functioning of the European Union, and in particular Article 187 and the first paragraph                           of Article 188 thereof,                        

Having regard to the proposal from the European Commission,

Having regard to the opinion of the European Parliament,

Having regard to the opinion of the European Economic and Social Committee(1),                        

Whereas:

(1)Public-private partnerships in the form of Joint Technology Initiatives were initially provided for in Decision No 1982/2006/EC                              of the European Parliament and of the Council(2).

(2)Council Decision 2006/971/EC(3) identified specific public-private partnerships to be supported, including a public-private partnership in the specific area                              of the Clean Sky Joint Technology Initiative.

(3)The Communication from the Commission of 3 March 2010 entitled ‘Europe 2020 A Strategy for smart, sustainable and inclusive                              growth (the ‘Europe 2020 Strategy’), endorsed by the European Parliament and the Council, emphasises the need to develop favourable                              conditions for investment in knowledge and innovation so as to achieve smart, sustainable and inclusive growth in the Union.

(4)Regulation (EU) No 1291/2013 of the European Parliament and of the Council(4) established Horizon 2020 — the Framework Programme for Research and Innovation (2014-2020) (‘Horizon 2020’). Horizon 2020                              aims to achieve a greater impact with respect to research and innovation by combining Horizon 2020 and private sector funds                              in public-private partnerships in key areas where research and innovation can contribute to the Union’s wider competitiveness                              goals, leverage private investment and help tackle societal challenges. Those partnerships should be based on a long-term                              commitment, including a balanced contribution from all partners, be accountable for the achievement of their objectives and                              be aligned with the Union’s strategic goals relating to research, development and innovation. The governance and functioning                              of those partnerships should be open, transparent, effective and efficient and give the opportunity to a wide range of stakeholders                              active in their specific areas to participate. In accordance with Regulation (EU) No 1291/2013, Union involvement in those                              partnerships may take the form of financial contributions to joint undertakings established on the basis of Article 187 of                              the Treaty on the Functioning of the European Union under Decision No 1982/2006/EC.

(5)In accordance with Regulation (EU) No 1291/2013 and Council Decision 2013/743/EU(5), further support should be provided to joint undertakings established under Decision No 1982/2006/EC under the conditions                              specified in Decision 2013/743/EU.

(6)The Clean Sky Joint Undertaking set up by Council Regulation (EC) No 71/2008(6) is achieving its objectives of stimulating new research within the framework of a public-private partnership which enables                              long-term cooperation to take place among European aeronautical stakeholders. Small and medium-sized enterprises (SMEs) have                              participated very extensively in Clean Sky, with approximately 40 % of the budget for calls for proposals allocated to them.                              The interim evaluation of the Clean Sky Joint Undertaking has shown that the Joint Undertaking is successfully stimulating                              developments towards environmental targets. In addition, it has been highly successful in attracting extensive and wide-ranging                              participation by all Union key industries and a large number of SMEs. It has led to new collaborations and to the participation                              of new organisations. Its research area should therefore continue to be supported in order to achieve its objectives as set                              out in this Regulation.

(7)Continued support for the Clean Sky research programme should also take into account the experience acquired from the operations                              of the Clean Sky Joint Undertaking, including the results of its interim evaluation and the stakeholders’ recommendations,                              and should be implemented using a structure and rules that are more fit for its purpose in order to enhance efficiency and                              to ensure simplification. To that effect, the Clean Sky 2 Joint Undertaking should adopt financial rules specific to its needs                              in accordance with Article 209 of Regulation (EU, Euratom) No 966/2012 of the European Parliament and of the Council(7).

(8)The private members of the Clean Sky Joint Undertaking have agreed for the research activities in the area of the Clean Sky                              Joint Undertaking to be pursued within a structure better adapted to the nature of a public-private partnership. It is appropriate                              that the private members of the Clean Sky 2 Joint Undertaking accept the Statutes annexed to this Regulation by means of a                              letter of endorsement.

(9)To achieve its objectives, the Clean Sky 2 Joint Undertaking should provide financial support to participants and members,                              mainly in the form of grants following open and competitive calls for proposals.

(10)The Clean Sky 2 Joint Undertaking should operate in an open and transparent way providing all relevant information in a timely                              manner to its appropriate bodies as well as promoting its activities, including information and dissemination activities to                              the wider public. The rules of procedure of the bodies of the Clean Sky 2 Joint Undertaking should be made publicly available.

(11)The contributions from the private members should not be limited only to the administrative costs of the Clean Sky 2 Joint                              Undertaking and to the co-financing required to carry out research and innovation actions supported by the Clean Sky 2 Joint                              Undertaking, but should also cover additional activities previously declared and to be undertaken by the private members,                              as specified in an additional activities plan. In order to get a proper overview of the leverage effect of those additional                              activities, they should represent contributions to the broader Clean Sky Joint Technology Initiative.

(12)Participation in indirect actions funded by the Clean Sky 2 Joint Undertaking should comply with Regulation (EU) No 1290/2013                              of the European Parliament and of the Council(8). The Clean Sky 2 Joint Undertaking should, moreover, ensure consistent application of those rules based on relevant measures                              adopted by the Commission.

(13)The Clean Sky 2 Joint Undertaking should also use electronic means managed by the Commission to ensure openness and transparency                              and to facilitate participation. Therefore, the calls for proposals launched by the Clean Sky 2 Joint Undertaking should also                              be published on the single portal for participants as well as through other Horizon 2020 electronic means of dissemination                              managed by the Commission. Moreover, relevant data on, inter alia, proposals, applicants, grants and participants should be                              made available by the Clean Sky 2 Joint Undertaking for inclusion in the Horizon 2020 reporting and dissemination electronic                              systems managed by the Commission, in an appropriate format and with the periodicity corresponding to the Commission’s reporting                              obligations.

(14)The Clean Sky 2 Joint Undertaking should take into account the OECD definitions regarding Technological Readiness Level in                              the classification of technological research, product development and demonstration activities.

(15)The Union financial contribution should be managed in accordance with the principle of sound financial management and with                              the rules on indirect management set out in Regulation (EU, Euratom) No 966/2012 and Commission Delegated Regulation (EU)                              No 1268/2012(9).

(16)For the purpose of simplification, the administrative burden should be reduced for all parties. Double audits and disproportionate                              amounts of documentation and reporting should be avoided. Audits of recipients of Union funds under this Regulation should                              be carried out in compliance with Regulation (EU) No 1291/2013.

(17)The financial interests of the Union and of the other members of the Clean Sky 2 Joint Undertaking should be protected through                              proportionate measures throughout the expenditure cycle, including the prevention, detection and investigation of irregularities,                              the recovery of funds lost, wrongly paid or incorrectly used and, where appropriate, administrative and financial penalties                              in accordance with Regulation (EU, Euratom) No 966/2012.

(18)The Commission’s internal auditor should exercise the same powers over the Clean Sky 2 Joint Undertaking as those exercised                              in respect of the Commission.

(19)In view of the specific nature and the current status of the joint undertakings, and to ensure continuity with the Seventh                              Framework Programme, the joint undertakings should continue to be subject to a separate discharge. By way of derogation from                              Article 60(7) and Article 209 of Regulation (EU, Euratom) No 966/2012, discharge for the implementation of the budget of the                              Clean Sky 2 Joint Undertaking should therefore be given by the European Parliament on the recommendation of the Council. Hence,                              the reporting requirements set out in Article 60(5) of Regulation (EU, Euratom) No 966/2012 should not apply to the Union                              financial contribution to the Clean Sky 2 Joint Undertaking but they should be aligned, to the extent possible, to the ones                              foreseen for bodies under Article 208 of Regulation (EU, Euratom) No 966/2012. The auditing of accounts and of the legality                              and regularity of the underlying transactions should be undertaken by the Court of Auditors.

(20)To implement the Union financial support for large-scale actions phased over several years, it is advisable to provide for                              the possibility to split multiannual budgetary commitments by the Union and the Clean Sky 2 Joint Undertaking into annual                              instalments. Commitments binding on the Union and the Clean Sky 2 Joint Undertaking over the long term should make it possible                              to reduce the uncertainties connected with the completion of such large-scale actions.

(21)Horizon 2020 should contribute to the closing of the research and innovation divide within the Union by promoting synergies                              with the European Structural and Investment Funds (ESIF). Therefore the Clean Sky 2 Joint Undertaking should seek to develop                              close interactions with the ESIF, which can specifically help to strengthen local, regional and national research and innovation                              capabilities in the area of the Clean Sky 2 Joint Undertaking and underpin smart specialisation efforts.

(22)The Clean Sky Joint Undertaking was set up for a period up to 31 December 2017. The Clean Sky 2 Joint Undertaking should provide                              continued support to the Clean Sky research programme by implementing the remaining actions initiated under Regulation (EC)                              No 71/2008 in accordance with that Regulation. The transition from the Clean Sky Joint Undertaking to the Clean Sky 2 Joint                              Undertaking should be aligned and synchronized with the transition from the Seventh Framework Programme to Horizon 2020 to                              ensure optimal use of the funding available for research. In the interest of legal certainty and clarity, Regulation (EC)                              No 71/2008 should therefore be repealed and transitional provisions should be set out.

(23)Given the overall aim of Horizon 2020 to achieve greater simplification and coherence, all calls for proposals by the Clean                              Sky 2 Joint Undertaking should take into account the duration of Horizon 2020.

(24)Given the importance of continuous innovation for the competitiveness of the Union’s transport sector and the number of joint                              undertakings in this field, there should be an analysis in due time, notably in view of the interim evaluation of Horizon                              2020, regarding the appropriateness of efforts in collaborative research in the field of transport.

(25)Since the objectives of this Regulation, namely the establishment of the Clean Sky 2 Joint Undertaking in order to strengthen                              industrial research and innovation across the Union, cannot be sufficiently achieved by the Member States but can rather,                              by reason of avoiding duplication, retaining critical mass and ensuring that public financing is used in an optimal way, be                              better achieved at Union level, the Union may adopt measures, in accordance with the principle of subsidiarity as set out                              in Article 5 of the Treaty on European Union. In accordance with the principle of proportionality as set out in that Article,                              this Regulation does not go beyond what is necessary for that purpose in order to achieve those objectives,

HAS ADOPTED THIS REGULATION:

## Article 1U.K.Establishment

1.For the implementation of the Joint Technology Initiative in aeronautics, a joint undertaking within the meaning of Article                        187 of the Treaty on the Functioning of the European Union (‘Clean Sky 2 Joint Undertaking’), is established for a period                        until 31 December 2024. In order to take into account the duration of Horizon 2020, calls for proposals by the Clean Sky 2                        Joint Undertaking shall be launched at the latest by 31 December 2020. In duly justified cases calls for proposals may be                        launched by 31 December 2021.                  

2.The Clean Sky 2 Joint Undertaking shall replace and succeed the Clean Sky Joint Undertaking, established by Regulation (EC)                        No 71/2008.                  

3.The Clean Sky 2 Joint Undertaking shall be a body entrusted with the implementation of a public-private partnership referred                        to in Article 209 of Regulation (EU, Euratom) No 966/2012.                  

4.The Clean Sky 2 Joint Undertaking shall have legal personality. In each of the Member States, it shall enjoy the most extensive                        legal capacity granted to legal persons under the laws of those States. It may acquire or dispose of movable and immovable                        property and may be party to legal proceedings.                  

5.The seat of the Clean Sky 2 Joint Undertaking shall be located in Brussels, Belgium.                  

6.The Statutes of the Clean Sky 2 Joint Undertaking are set out in Annex I.                  

## Article 2U.K.Objectives

The Clean Sky 2 Joint Undertaking shall have the following objectives:

to contribute to the finalisation of research activities initiated under Regulation (EC) No 71/2008 and to the implementation                              of Regulation (EU) No 1291/2013, and in particular the Smart, Green and Integrated Transport Challenge under Part III — Societal                              Challenges of Decision 2013/743/EU;                           

to contribute to improving the environmental impact of aeronautical technologies, including those relating to small aviation,                              as well as to developing a strong and globally competitive aeronautical industry and supply chain in Europe.                           

This can be realised through speeding up the development of cleaner air transport technologies for earliest possible deployment,                              and in particular the integration, demonstration and validation of technologies capable of:                           

increasing aircraft fuel efficiency, thus reducing CO2 emissions by 20 to 30 % compared to ‘state-of-the-art’ aircraft entering into service as from 2014;                                    

reducing aircraft NOx and noise emissions by 20 to 30 % compared to ‘state-of-the-art’ aircraft entering into service as from 2014.                                    

## Article 3U.K.Union financial contribution

1.The Union financial contribution to the Clean Sky 2 Joint Undertaking, including EFTA appropriations, to cover administrative                        costs and operational costs, shall be up to EUR 1 755 000 000. The contribution shall be paid from the appropriations in the                        general budget of the Union allocated to the Horizon 2020 Specific Programme implementing Horizon 2020 in accordance with                        point (c)(iv) of Article 58(1) and Articles 60 and 61 of Regulation (EU, Euratom) No 966/2012 for bodies referred to in Article                        209 of that Regulation.                  

2.The arrangements for the Union financial contribution shall be set out in a delegation agreement and annual transfer of funds                        agreements to be concluded between the Commission, on behalf of the Union, and the Clean Sky 2 Joint Undertaking.                  

3.The delegation agreement referred to in paragraph 2 of this Article shall cover the aspects set out in Article 58(3) and Articles                        60 and 61 of Regulation (EU, Euratom) No 966/2012 and in Article 40 of Delegated Regulation (EU) No 1268/2012, as well as,                        inter alia, the following:                  

(a)the requirements for the Clean Sky 2 Joint Undertaking’s contribution regarding the relevant performance indicators referred                        to in Annex II to Decision 2013/743/EU;                  

(b)the requirements for the Clean Sky 2 Joint Undertaking’s contribution in view of the monitoring referred to in Annex III to                        Decision 2013/743/EU;                  

(c)the specific performance indicators related to the functioning of the Clean Sky 2 Joint Undertaking;                  

(d)the arrangements regarding the provision of data necessary to ensure that the Commission is able to meet its dissemination                        and reporting obligations including on the single portal for participants as well as through other Horizon 2020 electronic                        means of dissemination managed by the Commission;                  

(e)provisions for the publication of calls for proposals by the Clean Sky 2 Joint Undertaking also on the single portal for participants                        as well as through other Horizon 2020 electronic means of dissemination managed by the Commission;                  

(f)the use of and changes to human resources, in particular recruitment by function group, grade and category, the reclassification                        exercise and any changes to the number of staff members.                  

## Article 4U.K.Contributions of members other than the Union

1.Each Leader and Core Partner of the Clean Sky 2 Joint Undertaking shall make or arrange for its affiliated entities to make                        its respective contribution. The total contribution from all members shall be of at least EUR 2 193 750 000 over the period                        defined in Article 1.                  

2.The contribution referred to in paragraph 1 shall consist of the following:                  

(a)contributions to the Clean Sky 2 Joint Undertaking in accordance with Article 15(2) and point (b) of Article 15(3) of the                        Statutes;                  

(b)in-kind contributions of at least EUR 965 250 000 over the period defined in Article 1 by the Leaders and Core Partners or                        their affiliated entities, consisting of the costs incurred by them in implementing additional activities outside the work                        plan of the Clean Sky 2 Joint Undertaking contributing to the objectives of the Clean Sky Joint Technology Initiative. Other                        Union funding programmes may support those costs in accordance with the applicable rules and procedures. In such cases, the                        Union financial contribution shall not be a substitute for the in-kind contributions from the Leaders and Core Partners or                        their affiliated entities.                  

The costs referred to in point (b) of the first subparagraph shall not be eligible for financial support by the Clean Sky                     2 Joint Undertaking. The corresponding activities shall be set out in an additional activities plan that shall indicate the                     estimated value of those contributions.                  

3.The Leaders and Core Partners of the Clean Sky 2 Joint Undertaking shall declare, each year by 31 January to the Governing                        Board of the Clean Sky 2 Joint Undertaking, the value of the contributions referred to in paragraph 2 made in each of the                        previous financial years. The States Representative Group shall also be informed.                  

4.For the purpose of valuing the contributions referred to in point (b) of the first subparagraph of paragraph 2 and in point                        (b) of Article 15(3) of the Statutes, the costs shall be determined in accordance with the usual cost accounting practices                        of the entities concerned, to the applicable accounting standards of the country where the entity is established, and to the                        applicable International Accounting Standards and International Financial Reporting Standards. The costs shall be certified                        by an independent external auditor appointed by the entity concerned. The valuation method may be verified by the Clean Sky                        2 Joint Undertaking should there be any uncertainty arising from the certification. For the purposes of this Regulation, the                        costs incurred in additional activities shall not be audited by the Clean Sky 2 Joint Undertaking or any Union body.                  

5.The Commission may terminate, proportionally reduce or suspend the Union financial contribution to the Clean Sky 2 Joint Undertaking                        or trigger the winding-up procedure referred to in Article 24(2) of the Statutes if members other than the Union or their                        affiliated entities do not contribute, contribute only partially or contribute late with regard to the contributions referred                        to in paragraph 2 of this Article. The Commission decision shall not hinder the reimbursement of eligible costs already incurred                        by those members by the time of the notification of the decision to the Clean Sky 2 Joint Undertaking.                  

## Article 5U.K.Financial rules

Without prejudice to Article 12 of this Regulation, the Clean Sky 2 Joint Undertaking shall adopt its specific financial rules                     in accordance with Article 209 of Regulation (EU, Euratom) No 966/2012 and Commission Delegated Regulation (EU) No 110/2014(10).                  

## Article 6U.K.Staff

1.The Staff Regulations of Officials and the Conditions of Employment of Other Servants of the European Union as laid down by                        Council Regulation (EEC, Euratom, ECSC) No 259/68(11) (‘Staff Regulations’ and ‘Conditions of Employment’) and the rules adopted jointly by the institutions of the Union for the                        purpose of applying Staff Regulations and Conditions of Employment shall apply to the staff of the Clean Sky 2 Joint Undertaking.                  

2.The Governing Board shall exercise, with respect to the staff of the Clean Sky 2 Joint Undertaking, the powers conferred by                        the Staff Regulations on the appointing authority and the powers conferred by the Conditions of Employment on the authority                        empowered to conclude contracts (‘the appointing authority powers’).                  

The Governing Board shall adopt, in accordance with Article 110 of the Staff Regulations, a decision based on Article 2(1)                     of the Staff Regulations and on Article 6 of the Conditions of Employment delegating the relevant appointing authority powers                     to the Executive Director and defining the conditions under which that delegation may be suspended. The Executive Director                     is authorised to sub-delegate those powers.                  

Where exceptional circumstances so require, the Governing Board may by decision temporarily suspend the delegation of the                     appointing authority powers to the Executive Director and any subsequent sub-delegation thereof by the latter. In such cases,                     the Governing Board shall exercise the appointing authority powers itself or shall delegate them to one of its members or                     to a staff member of the Clean Sky 2 Joint Undertaking other than the Executive Director.                  

3.The Governing Board shall adopt appropriate implementing rules to the Staff Regulations and the Conditions of Employment in                        accordance with Article 110 of the Staff Regulations.                  

4.The staff resources shall be determined in the staff establishment plan of the Clean Sky 2 Joint Undertaking indicating the                        number of temporary posts by function group and by grade and the number of contract staff expressed in full-time equivalents,                        in line with its annual budget.                  

5.The staff of the Clean Sky 2 Joint Undertaking shall consist of temporary staff and contract staff.                  

6.All costs related to staff shall be borne by the Clean Sky 2 Joint Undertaking.                  

## Article 7U.K.Seconded national experts and trainees

1.The Clean Sky 2 Joint Undertaking may make use of seconded national experts and trainees not employed by the Clean Sky 2 Joint                        Undertaking. The number of seconded national experts expressed in full-time equivalents shall be added to the information                        on staff as referred to in Article 6(4) in line with the annual budget.                  

2.The Governing Board shall adopt a decision laying down rules on the secondment of national experts to the Clean Sky 2 Joint                        Undertaking and on the use of trainees.                  

## Article 8U.K.Privileges and immunities

The Protocol No 7 on the privileges and immunities of the European Union, annexed to the Treaty on Euroepan Union and to the                     Treaty on the Functioning of the European Union, shall apply to the Clean Sky 2 Joint Undertaking and its staff.                  

## Article 9U.K.Liability of the Clean Sky 2 Joint Undertaking

1.The contractual liability of the Clean Sky 2 Joint Undertaking shall be governed by the relevant contractual provisions and                        by the law applicable to the agreement, decision or contract in question.                  

2.In the case of non-contractual liability, the Clean Sky 2 Joint Undertaking shall, in accordance with the general principles                        common to the laws of the Member States, make good any damage caused by its staff in the performance of their duties.                  

3.Any payment by the Clean Sky 2 Joint Undertaking in respect of the liability referred to in paragraph 1 or 2 and the costs                        and expenses incurred in connection therewith shall be considered as expenditure of the Clean Sky 2 Joint Undertaking and                        shall be covered by its resources.                  

4.The Clean Sky 2 Joint Undertaking shall be solely responsible for meeting its obligations.                  

## Article 10U.K.Jurisdiction of the Court of Justice of the European Union and applicable law

1.The Court of Justice of the European Union shall have jurisdiction:                  

(a)pursuant to any arbitration clause contained in agreements or contracts concluded by the Clean Sky 2 Joint Undertaking or                        in its decisions;                  

(b)in disputes relating to compensation for damage caused by the staff of the Clean Sky 2 Joint Undertaking in the performance                        of their duties;                  

(c)in any dispute between the Clean Sky 2 Joint Undertaking and its staff within the limits and under the conditions laid down                        in the Staff Regulations and the Conditions of Employment.                  

2.Regarding any matter not covered by this Regulation or by other Union legal acts, the law of the State where the seat of the                        Clean Sky 2 Joint Undertaking is located shall apply.                  

## Article 11U.K.Evaluation

1.By 30 June 2017, the Commission shall carry out, with the assistance of independent experts, an interim evaluation of the                        Clean Sky 2 Joint Undertaking. The Commission shall prepare a report on that evaluation which shall include conclusions of                        the evaluation and observations by the Commission. The Commission shall send that report to the European Parliament and to                        the Council by 31 December 2017. The results of the interim evaluation of the Clean Sky 2 Joint Undertaking shall be taken                        into account in the in-depth assessment and in the interim evaluation referred to in Article 32 of Regulation (EU) No 1291/2013.                  

2.On the basis of the conclusions of the interim evaluation referred to in paragraph 1 of this Article, the Commission may act                        in accordance with Article 4(5) or take any other appropriate action.                  

3.Within six months of the winding up of the Clean Sky 2 Joint Undertaking, but in any event no later than two years after the                        triggering of the winding-up procedure referred to in Article 24 of the Statutes, the Commission shall conduct a final evaluation                        of the Clean Sky 2 Joint Undertaking. The results of that final evaluation shall be presented to the European Parliament and                        to the Council.                  

## Article 12U.K.Discharge

By way of derogation from Article 60(7) and Article 209 of Regulation (EU, Euratom) No 966/2012, the discharge for the implementation                     of the budget of the Clean Sky 2 Joint Undertaking shall be given by the European Parliament, upon recommendation of the Council                     in accordance with the procedure provided for in the financial rules of the Clean Sky 2 Joint Undertaking.                  

## Article 13U.K.Ex-post audits

1.Ex-post audits of expenditure on indirect actions shall be carried out by the Clean Sky 2 Joint Undertaking in accordance                        with Article 29 of Regulation (EU) No 1291/2013 as part of Horizon 2020 indirect actions.                  

2.The Commission may decide to carry out itself the audits referred to in paragraph 1. In such cases, it shall do so in accordance                        with the applicable rules, in particular the provisions of Regulations (EU, Euratom) No 966/2012, (EU) No 1290/2013 and (EU)                        No 1291/2013.                  

## Article 14U.K.Protection of the financial interests of the members

1.The Clean Sky 2 Joint Undertaking shall grant Commission staff and other persons authorised by the Clean Sky 2 Joint Undertaking                        or the Commission, as well as the Court of Auditors, access to its sites and premises and to all the information, including                        information in electronic format, needed in order to conduct their audits.                  

2.The European Anti-fraud Office (OLAF) may carry out investigations, including on-the-spot checks and inspections, in accordance                        with the provisions and procedures laid down in Council Regulation (Euratom, EC) No 2185/96(12) and Regulation (EU, Euratom) No 883/2013 of the European Parliament and of the Council(13) with a view to establishing whether there has been fraud, corruption or any other illegal activity affecting the financial                        interests of the Union in connection with an agreement, decision or contract funded under this Regulation.                  

3.Without prejudice to paragraphs 1 and 2, agreements, decisions and contracts resulting from the implementation of this Regulation                        shall contain provisions expressly empowering the Commission, the Clean Sky 2 Joint Undertaking, the Court of Auditors and                        OLAF to conduct audits and investigations for the purposes referred to in those paragraphs, in accordance with their respective                        competences.                  

4.The Clean Sky 2 Joint Undertaking shall ensure that the financial interests of its members are adequately protected by carrying                        out or commissioning appropriate internal and external controls.                  

5.The Clean Sky 2 Joint Undertaking shall accede to the Interinstitutional Agreement of 25 May 1999 between the European Parliament,                        the Council and the Commission concerning internal investigations by the European Anti-fraud Office (OLAF)(14). The Clean Sky 2 Joint Undertaking shall adopt the necessary measures needed to facilitate internal investigations conducted                        by OLAF.                  

## Article 15U.K.Confidentiality

Without prejudice to Article 16, the Clean Sky 2 Joint Undertaking shall ensure the protection of sensitive information the                     disclosure of which could damage the interests of its members or of participants in the activities of the Clean Sky 2 Joint                     Undertaking.                  

## Article 16U.K.Transparency

1.Regulation (EC) No 1049/2001 of the European Parliament and of the Council(15) shall apply to documents held by the Clean Sky 2 Joint Undertaking.                  

2.The Governing Board may adopt the practical arrangements for implementing Regulation (EC) No 1049/2001.                  

3.Without prejudice to Article 10 of this Regulation, decisions taken by the Clean Sky 2 Joint Undertaking pursuant to Article                        8 of Regulation (EC) No 1049/2001 may form the subject of a complaint to the Ombudsman under the conditions laid down in Article                        228 TFEU.                  

4.The Clean Sky 2 Joint Undertaking shall adopt practical arrangements for implementing Regulation (EC) No 1367/2006 of the                        European Parliament and of the Council(16).                  

## Article 17U.K.Rules for participation and dissemination

Regulation (EU) No 1290/2013 shall apply to the actions funded by the Clean Sky 2 Joint Undertaking. In accordance with that                     Regulation, the Clean Sky 2 Joint Undertaking shall be considered to be a funding body and shall provide financial support                     to indirect actions as set out in Article 2 of the Statutes.                  

## Article 18U.K.Support from the host State

An administrative agreement may be concluded between the Clean Sky 2 Joint Undertaking and the State where its seat is located                     concerning privileges and immunities and other support to be provided by that State to the Clean Sky 2 Joint Undertaking.                  

## Article 19U.K.Repeal and transitional provisions

1.Regulation (EC) No 71/2008 is hereby repealed.                  

2.Without prejudice to paragraph 1, actions initiated under Regulation (EC) No 71/2008 and financial obligations related to                        those actions shall continue to be governed by that Regulation until their completion.                  

Actions arising from calls for proposals provided for in annual implementation plans adopted under Regulation (EC) No 71/2008                     shall also be regarded as actions initiated under that Regulation.                  

The interim evaluation referred to in Article 11(1) of this Regulation shall include a final evaluation of the Clean Sky Joint                     Undertaking under Regulation (EC) No 71/2008.                  

3.This Regulation shall not affect the rights and obligations of staff engaged under Regulation (EC) No 71/2008.                  

The employment contracts of staff referred to in the first subparagraph may be renewed under this Regulation in accordance                     with the Staff Regulations and Conditions of Employment.                  

In particular, the Executive Director appointed under Regulation (EC) No 71/2008 shall, for the remaining period of term of                     office, be assigned to the functions of Executive Director as provided for in this Regulation with effect from 27 June 2014.                     The other conditions of contract shall remain unchanged.                  

4.Unless otherwise agreed between members pursuant to Regulation (EC) No 71/2008, all rights and obligations including assets,                        debts or liabilities of the members pursuant to Regulation (EC) No 71/2008shall be transferred to the members pursuant to                        this Regulation.                  

5.Any unused appropriations under Regulation (EC) No 71/2008 shall be transferred to the Clean Sky 2 Joint Undertaking.                  

## Article 20U.K.Entry into force

This Regulation shall enter into force on the twentieth day following that of its publication in the *Official Journal of the European Union*.                  

This Regulation shall be binding in its entirety and directly applicable in all Member States.

Done at Brussels, 6 May 2014.

*For the Council*                            

*The President*                            

G. Stournaras                            

## ANNEX IU.K.**STATUTES OF THE CLEAN SKY 2 JOINT UNDERTAKING**

### *Article 1***Definitions**U.K.

For the purposes of these Statutes, the following definitions shall apply:

‘Associate’ means a legal entity that has been selected under Regulation (EC) No 71/2008 and has accepted these Statutes by                              signing a letter of endorsement; the Associate’s membership shall be terminated as soon as the actions initiated under Regulation                              (EC) No 71/2008 in which it is involved end, and at the latest on 31 December 2017;                           

‘Core Partner’ means a legal entity participating in an ITD or IADP or in TAs that has been selected following a call as set                              out in Article 4(2) and has accepted these Statutes by signing a letter of endorsement;                           

‘IADP’ means any of the Innovative Aircraft Demonstration Platforms listed in Article 11;

‘ITD’ means any of the Integrated Technology Demonstrators listed in Article 11;

‘Leader’ means a co-leader of one of the ITDs, IADPs or TAs;

‘participating affiliate’ means an affiliated entity as defined in Article 2(1) of Regulation (EU) No 1290/2013 performing                              activities of the relevant Leader, Associate or Core Partner in accordance with the terms and conditions set out in the relevant                              grant agreements or decisions;                           

‘Transverse Activities’ or ‘TAs’ means actions with relevance for several ITDs and/or IADPs and requiring coordination and                              management across the ITDs and/or IADPs for the optimal delivery of the overall objectives of the Clean Sky 2 Joint Undertaking.                           

### *Article 2***Tasks**U.K.

The Clean Sky 2 Joint Undertaking shall carry out the following tasks:

providing financial support to research and innovation indirect actions mainly in the form of grants;

bringing together a range of ITDs and IADPs supported by TAs, with the emphasis on innovative technologies and development                              of full-scale demonstrators;                           

focusing efforts within ITDs, IADPs and TAs on key deliverables that can help the Union meet its environmental and competitiveness                              goals, including as outlined in the Commission’s White Paper from 2011 entitled ‘Roadmap to a Single European Transport Area                              – Towards a competitive and resource efficient transport system’;                           

enhancing the technology verification process in order to identify and remove obstacles to future market penetration;

pooling user requirements to guide investment in research and development towards operational and marketable solutions;

ensuring the provision of procurement contracts, where appropriate, through calls for tender;

mobilising the public and private-sector funds needed;

liaising with national and international activities in the Clean Sky 2 Joint Undertaking technical domain, in particular with                              the SESAR Joint Undertaking established by Council Regulation (EC) No 219/2007(17);                           

stimulating the involvement of SMEs in its activities, in line with the objectives of the Seventh Framework Programme and                              of Horizon 2020;                           

developing close cooperation and ensuring coordination with related European (in particular under the framework programmes),                              national and transnational activities;                           

engaging in information, communication, exploitation and dissemination activities by applying *mutatis mutandis* Article 28 of Regulation (EU) No 1291/2013, including making the detailed information on results from calls for proposals                              available and accessible in a common Horizon 2020 e-database;                           

liaising with a broad range of stakeholders including research organisations and universities;

any other task needed to achieve the objectives set out in Article 2 of this Regulation.

### *Article 3***Members**U.K.

#### 1.The members of the Clean Sky 2 Joint Undertaking shall be:U.K.

the Union, represented by the Commission;

upon acceptance of these Statutes by means of a letter of endorsement, the Leaders and the Associates as listed in Annex II                              to this Regulation, and the Core Partners to be selected in accordance with Article 4(2).                           

#### 2.The members of the Clean Sky 2 Joint Undertaking other than the Union shall be referred to as the ‘private members’.U.K.

### *Article 4***Changes to membership**U.K.

#### 1.Provided that it contributes to the funding referred to in Article 15 of these Statutes to achieve the objectives of the Clean                        Sky 2 Joint Undertaking set out in Article 2 of this Regulation and accepts the Statutes of the Clean Sky 2 Joint Undertaking,                        any legal entity established in a Member State or in a country associated to Horizon 2020 may apply to become a Core Partner                        in accordance with paragraph 2 of this Article.U.K.

#### 2.The Core Partners and their relevant affiliates shall be selected through an open, non-discriminatory and competitive call                        and subject to an independent evaluation. Calls shall be driven by the need for key capabilities to implement the programme.                        They shall be published on the Clean Sky website and communicated through the States Representatives Group and other channels                        in order to ensure the widest possible participation.U.K.

#### 3.Any member may terminate membership to the Clean Sky 2 Joint Undertaking. The termination shall become effective and irrevocable                        six months after its notification to the other members. As of then, the former member shall be discharged from any obligations                        other than those approved or incurred by the Clean Sky 2 Joint Undertaking prior to terminating the membership.U.K.

#### 4.Membership of the Clean Sky 2 Joint Undertaking may not be transferred to a third party without the prior agreement of the                        Governing Board.U.K.

#### 5.Upon any change to membership pursuant to this Article, the Clean Sky 2 Joint Undertaking shall immediately publish on its                        website an updated list of its members together with the date of such change.U.K.

#### 6.The membership of Associates shall be automatically terminated as soon as the actions initiated under Regulation (EC) No 71/2008                        in which they are involved end and at the latest on 31 December 2017.U.K.

### *Article 5***Bodies of the Clean Sky 2 Joint Undertaking**U.K.

#### 1.The bodies of the Clean Sky 2 Joint Undertaking shall be:U.K.

the Governing Board;

the Executive Director;

the Steering Committees;

the Scientific Committee;

the States Representatives Group.

#### 2.The Scientific Committee and the States Representatives Group shall be advisory bodies to the Clean Sky 2 Joint Undertaking.U.K.

### *Article 6***Composition of the Governing Board**U.K.

The Governing Board shall be composed of the following:

one representative of the Commission on behalf of the Union;

one representative of each Leader;

one representative of Core Partners per ITD;

one representative of Associates per ITD;

one representative of Core Partners per IADP.

### *Article 7***Functioning of the Governing Board**U.K.

#### 1.The Union shall hold 50 % of the voting rights. The voting rights of the Union shall be indivisible. Each other representative                        shall hold an equal number of votes. The representatives shall use their best endeavours to achieve consensus. Failing consensus,                        the Governing Board shall take decisions by a majority of at least 80 % of all votes, including the votes of those who are                        absent.U.K.

#### 2.The Governing Board shall elect its chairperson for a period of two years.U.K.

#### 3.The Governing Board shall hold its ordinary meetings at least twice a year. It may hold extraordinary meetings at the request                        of the Commission or of a majority of the representatives of the private members, or at the request of the chairperson. Meetings                        of the Governing Board shall be convened by its chairperson and shall usually take place at the seat of the Clean Sky 2 Joint                        Undertaking.U.K.

The Executive Director shall have the right to take part in the deliberations, but shall have no voting rights.

The chairperson or the vice-chair person of the States Representatives Group shall have the right to attend meetings of the                     Governing Board as an observer and take part in its deliberations, but shall have no voting rights.                  

The chairperson of the Scientific Committee shall have the right, whenever issues falling within its tasks are discussed,                     to attend meetings of the Governing Board as an observer and take part in its deliberations, but shall have no voting rights.                  

The Governing Board may invite other persons to attend its meetings as observers, in particular representatives of regional                     authorities within the Union.                  

#### 4.The representatives of the members shall not be personally liable for actions they have taken in their capacity as representatives                        on the Governing Board.U.K.

#### 5.The Governing Board shall adopt its own rules of procedure.U.K.

#### 6.The Governing Board shall adopt transitional measures as appropriate.U.K.

### *Article 8***Tasks of the Governing Board**U.K.

#### 1.The Governing Board shall have overall responsibility for the strategic orientation and the operations of the Clean Sky 2                        Joint Undertaking and shall supervise the implementation of its activities.U.K.

The Commission, within its role in the Governing Board, shall seek to ensure coordination between the activities of the Clean                     Sky 2 Joint Undertaking and the relevant activities of Horizon 2020 with a view to promoting synergies when identifying priorities                     covered by collaborative research.                  

#### 2.The Governing Board shall in particular carry out the following tasks:U.K.

assess, accept or reject applications for membership in accordance with Article 4 of these Statutes;

decide on the termination of the membership in the Clean Sky 2 Joint Undertaking of any member that does not fulfil its obligations;

adopt the financial rules of the Clean Sky 2 Joint Undertaking in accordance with Article 5 of this Regulation;

adopt the annual budget of the Clean Sky 2 Joint Undertaking, including the corresponding staff establishment plan indicating                              the number of temporary posts by function group and by grade and the number of contract staff and seconded national experts                              expressed in full-time equivalents;                           

exercise the appointing authority powers with respect to the staff, in accordance with Article 6(2) of this Regulation;

appoint, dismiss, extend the term of office of, provide guidance to and monitor the performance of the Executive Director;

approve the organisational structure of the Programme Office upon a recommendation of the Executive Director;

adopt the work plan and the corresponding expenditure estimates, as proposed by the Executive Director after having consulted                              the Scientific Committee and the States Representatives Group;                           

approve the additional activities plan referred to in point (b) of Article 4(2) of this Regulation on the basis of a proposal                              from the private members and after having consulted, where appropriate, an ad hoc advisory group;                           

receive and provide opinion on the declaration referred to in the Article 4(3) of this Regulation;

approve the annual activity report, including the corresponding expenditure;

arrange, as appropriate, for the establishment of an internal audit capability of the Clean Sky 2 Joint Undertaking;

ensure procedures for open and transparent calls and approve the calls as well as, where appropriate, the related rules for                              submission, evaluation, selection, award and review procedures;                           

approve the list of proposals and tenders selected for funding on the basis of the ranking list produced by a panel of independent                              experts;                           

establish the Clean Sky 2 Joint Undertaking’s communications policy upon recommendation by the Executive Director;

where appropriate, establish implementing rules to the Staff Regulations and the Conditions of Employment in accordance with                              Article 6(3) of this Regulation;                           

where appropriate, establish rules on the secondment of national experts to the Clean Sky 2 Joint Undertaking and on the use                              of trainees in accordance with Article 7 of this Regulation;                           

where appropriate, set up advisory groups in addition to the bodies of the Clean Sky 2 Joint Undertaking;

where appropriate, submit to the Commission a request to amend this Regulation proposed by a member of the Clean Sky 2 Joint                              Undertaking;                           

be responsible for any task that is not specifically allocated to a particular body of the Clean Sky 2 Joint Undertaking;                              it may assign such tasks to any of those bodies.                           

### *Article 9***Appointment, dismissal or extension of the term of office of the Executive Director**U.K.

#### 1.The Executive Director shall be appointed by the Governing Board from a list of candidates proposed by the Commission following                        an open and transparent selection procedure. The Commission shall associate the representation from private members in the                        selection procedure as appropriate.U.K.

In particular, an appropriate representation from private members shall be ensured at the pre-selection stage of the selection                     procedure. For that purpose, the private members shall appoint by common accord a representative as well as an observer on                     behalf of the Governing Board.                  

#### 2.The Executive Director shall be a member of staff and shall be employed as a temporary agent of the Clean Sky 2 Joint Undertaking                        under point (a) of Article 2 of the Conditions of Employment.U.K.

For the purpose of concluding the contract with the Executive Director, the Clean Sky 2 Joint Undertaking shall be represented                     by the chairperson of the Governing Board.                  

#### 3.The term of office of the Executive Director shall be three years. By the end of that period, the Commission associating the                        private members as appropriate shall undertake an assessment of the performance of the Executive Director and the Clean Sky                        2 Joint Undertaking’s future tasks and challenges.U.K.

#### 4.The Governing Board, acting on a proposal from the Commission which takes into account the assessment referred to in paragraph                        3, may extend the term of office of the Executive Director once, for a period of no more than five years.U.K.

#### 5.An Executive Director whose term of office has been extended may not participate in another selection procedure for the same                        post at the end of the overall period.U.K.

#### 6.The Executive Director may be dismissed only upon a decision of the Governing Board acting on a proposal from the Commission,                        associating the private members as appropriate.U.K.

### *Article 10***Tasks of the Executive Director**U.K.

#### 1.The Executive Director shall be the chief executive responsible for the day-to-day management of the Clean Sky 2 Joint Undertaking                        in accordance with the decisions of the Governing Board.U.K.

#### 2.The Executive Director shall be the legal representative of the Clean Sky 2 Joint Undertaking. The Executive Director shall                        be accountable to the Governing Board.U.K.

#### 3.The Executive Director shall implement the budget of the Clean Sky 2 Joint Undertaking.U.K.

#### 4.The Executive Director shall in particular carry out the following tasks in an independent manner:U.K.

prepare and submit for adoption to the Governing Board the draft annual budget, including the corresponding staff establishment                              plan indicating the number of temporary posts in each grade and function group and the number of contract staff and seconded                              national experts expressed in full-time equivalents;                           

prepare and submit for adoption to the Governing Board the work plan and the corresponding expenditure estimates;

submit for opinion to the Governing Board the annual accounts;

prepare and submit for approval to the Governing Board the annual activity report, including information on the corresponding                              expenditure;                           

handle second-instance settlement of disputes within ITDs or IADPs or TAs;

handle first-instance settlement of disputes across ITDs or IADPs or TAs;

oversee the calls for proposals based on the content and topics proposed by the relevant ITD/IADP Steering Committee and in                              line with the programme objectives and submit for approval to the Governing Board the list of actions selected for funding;                           

inform the States Representatives Group and the Scientific Committee regularly of all matters relevant to their advisory role;

sign individual agreements and decisions;

sign procurement contracts;

implement the Clean Sky 2 Joint Undertaking’s communications policy;

organise, direct and supervise the operations and the staff of the Clean Sky 2 Joint Undertaking within the limits of the                              delegation by the Governing Board as provided for in Article 6(2) of this Regulation;                           

establish and ensure the functioning of an effective and efficient internal control system and report any significant change                              to it to the Governing Board;                           

ensure that risk assessment and risk management are performed;

take any other measures needed to assess the progress made by the Clean Sky 2 Joint Undertaking towards achieving its objectives;

perform any other tasks entrusted or delegated to the Executive Director by the Governing Board;

ensure the coordination between the different ITDs, IADPs and TAs and take appropriate action to manage interfaces, avoid                              undue overlaps between projects and favour synergies across ITDs, IADPs and TAs;                           

propose to the Governing Board adaptations of the technical content and budget allocations between ITDs, IADPs and TAs;

ensure effective communication between the Technology Evaluator, IADPs and ITDs and ensure that deadlines are met for the                              transmission of necessary data to the Technology Evaluator;                           

chair the governing body of the Technology Evaluator and ensure that all appropriate measures are taken to enable the Technology                              Evaluator to perform its tasks as described in Article 12 of these Statutes;                           

ensure that the planned objectives and the schedules are met, coordinate and follow-up the ITD and IADP activities and propose                              any appropriate evolution of the objectives and related schedule;                           

monitor the progress made by the ITDs and IADPs towards achieving the objectives, based in particular on the assessments of                              the Technology Evaluator;                           

approve any budget transfers below 10 % of the annual budget allocations between and within ITDs and IADPs;

organise the information exchange with the States Representatives Group.

#### 5.The Executive Director shall set up a Programme Office for the execution, under his/her responsibility, of all support tasks                        arising from this Regulation. The Programme Office shall be composed of the staff of the Clean Sky 2 Joint Undertaking and                        shall, in particular, carry out the following tasks:U.K.

provide support in establishing and managing an appropriate accounting system in accordance with the financial rules of the                              Clean Sky 2 Joint Undertaking;                           

manage the calls as provided for in the work plan and administer the agreements and decisions, including their coordination;

provide the members and the other bodies of the Clean Sky 2 Joint Undertaking all information and support needed for them                              to perform their duties and responding to their specific requests;                           

act as the secretariat of the bodies of the Clean Sky 2 Joint Undertaking and provide support to advisory groups set up by                              the Governing Board.                           

### *Article 11***Steering Committees**U.K.

#### 1.Steering Committees shall be established for the following ITDs and IADPs:U.K.

Large Passenger Aircraft IADP;

Regional Aircraft IADP;

Rotorcraft IADP;

Airframe ITD;

Engines ITD;

Systems ITD.

#### 2.The Steering Committees for the following ITDs of the Clean Sky Joint Undertaking shall continue to exist and function under                        their existing rules (as regards their composition, meetings, tasks and rules of procedure) as defined under Regulation (EC)                        No 71/2008 until actions arising under that Regulation come to an end:U.K.

Smart Fixed-Wing Aircraft ITD;

Green Regional Aircraft ITD;

Green Rotorcraft ITD;

Systems for Green Operations ITD;

Sustainable and Green Engines ITD;

Eco-Design ITD.

#### 3.Each Steering Committee shall be composed of:U.K.

a chairperson — a senior representative of the ITD or IADP Leader(s);

a representative of each Core Partner of the ITD or IADP; representatives of the leaders of other ITDs or IADPs may also participate;

one or more representatives of the Programme Office, as designated by the Executive Director.

#### 4.Each Steering Committee shall meet at least every three months. Extraordinary meetings shall be convened at the request of                        the chairperson or of the Executive Director.U.K.

A representative of the Commission may participate as an observer.

Private members with an interest in the results of the ITD or IADP may be invited to attend.

#### 5.Each Steering Committee shall be responsible for:U.K.

guiding and monitoring the technical functions of its ITD or IADP and taking decisions on behalf of the Clean Sky 2 Joint                              Undertaking on technical matters specific to the relevant ITD or IADP in line with the grant agreements or decisions;                           

reporting to the Executive Director on the basis of reporting indicators to be defined by the Clean Sky 2 Joint Undertaking;

providing all necessary data to the Technology Evaluator in a format that shall be agreed with the Technology Evaluator on                              the basis of the terms and conditions of the mandate given by the Governing Board to the Technology Evaluator for its assessment;                           

establishing the detailed annual implementation plans for the ITD or IADP in line with the work plan;

proposing the contents of the calls for proposals;

advising on the contents of the calls for tenders to be launched by the Joint Undertaking in conjunction and cooperation with                              the members concerned;                           

establishing the order of rotation of Core Partners’ representatives in the Governing Board. The decisions on this matter                              shall be taken by the representatives of the Core Partners only. The representatives of the Leaders shall not have the right                              to vote;                           

handling disputes within the ITD or IADP;

proposing to the Executive Director changes of the budget allocation within its ITD or IADP.

#### 6.Each Steering Committee shall adopt its rules of procedure, based on a model common to all Steering Committees.U.K.

### *Article 12***Technology Evaluator and other Transverse Activities**U.K.

#### 1.An independent Technology Evaluator, as a Transverse Activity, shall exist for the entire duration of the Clean Sky 2 Joint                        Undertaking.U.K.

The Technology Evaluator shall have the following tasks:

monitoring and assessing the environmental and societal impact of the technological results arising from individual ITDs and                              IADPs across all Clean Sky activities, specifically quantifying the expected improvements on the overall noise, greenhouse                              gas and air pollutants emissions from the aviation sector in future scenarios in comparison to baseline scenarios;                           

providing feedback to ITDs and IADPs in order to enable the optimisation of their performance against their respective goals                              and objectives;                           

providing input, through the Executive Director, to the Governing Board on environmental and societal impacts across Clean                              Sky activities to enable the Governing Board to take all actions necessary to optimise benefits across all Clean Sky programmes,                              against the respective programmes’ high-level goals and objectives;                           

providing regular information, through the members, the Executive Director and other bodies of the Joint Undertaking, on the                              impact of the technological results of the ITDs and IADPs.                           

#### 2.The governing body of the Technology Evaluator shall be chaired by the Executive Director. Its composition and rules of procedure                        shall be adopted by the Governing Board, based on a proposal from the Executive Director.U.K.

#### 3.Eco-Design and Small Air Transport Transverse Activities shall each have a Coordination Committee that shall be in charge                        of the coordination of their activities in cooperation with ITDs and IADPs. The Coordination Committee shall be chaired by                        the respective Leader(s). Its composition and rules of procedure shall be adopted by the Governing Board, based on a proposal                        from the Executive Director.U.K.

### *Article 13***Scientific Committee**U.K.

#### 1.The Scientific Committee shall consist of no more than 12 members. It shall elect a chairperson from among its members.U.K.

#### 2.The members of the Scientific Committee shall reflect a balanced representation of worldwide recognised experts from academia,                        industry and regulatory bodies. Collectively, the members of the Scientific Committee shall have the necessary scientific                        competencies and expertise covering the technical domain needed to make science-based recommendations to the Clean Sky 2 Joint                        Undertaking.U.K.

#### 3.The Governing Board shall set the criteria and selection process for the composition of the Scientific Committee and appoint                        its members. The Governing Board shall take into consideration the potential candidates proposed by States Representatives                        Group.U.K.

#### 4.The Scientific Committee shall carry out the following tasks:U.K.

advise on the scientific priorities to be addressed in the work plans;

advise on the scientific achievements described in the annual activity report.

#### 5.The Scientific Committee shall meet at least twice a year. The meetings shall be convened by its chairperson.U.K.

#### 6.The Scientific Committee may, with the agreement of the chairperson, invite other persons to attend its meetings.U.K.

#### 7.The Scientific Committee shall adopt its own rules of procedure.U.K.

### *Article 14***States Representatives Group**U.K.

#### 1.The States Representatives Group shall consist of one representative of each Member State and of each country associated to                        Horizon 2020. It shall elect a chairperson and a vice-chair person among its members.U.K.

#### 2.The States Representatives Group shall meet at least twice a year. The meetings shall be convened by its chairperson. The                        Executive Director and the chairperson of the Governing Board or their representatives shall attend the meetings.U.K.

The chairperson of the States Representatives Group may invite other persons to attend its meetings as observers, in particular                     representatives of regional authorities within the Union and representatives of SME associations.                  

#### 3.The States Representatives Group shall be consulted and, in particular, review information and provide opinions on the following                        matters:U.K.

progress made in the programme of the Clean Sky 2 Joint Undertaking and towards achievement of its targets;

updates of strategic orientation;

links to Horizon 2020;

work plans;

involvement of SMEs.

#### 4.The States Representatives Group shall also provide information to, and act as an interface with, the Clean Sky 2 Joint Undertaking                        on the following matters:U.K.

the status of relevant national or regional research and innovation programmes and identification of potential areas of cooperation,                              including deployment of aeronautical technologies;                           

specific measures taken at national or regional level with regard to dissemination events, dedicated technical workshops and                              communication activities.                           

#### 5.The States Representatives Group may issue, on its own initiative, recommendations or proposals to the Governing Board on                        technical, managerial and financial matters as well as on annual plans, in particular when those matters affect national or                        regional interests.U.K.

The Governing Board shall inform without undue delay the States Representatives Group of the follow-up it has given to such                     recommendations or proposals, or it shall give reasons if they are not followed up.                  

#### 6.The States Representatives Group shall receive information on a regular basis, among others on the participation in actions                        funded by the Clean Sky 2 Joint Undertaking, on the outcome of each call and project implementation, on synergies with other                        relevant Union programmes, and on the execution of the Clean Sky 2 Joint Undertaking budget.U.K.

#### 7.The States Representatives Group shall adopt its own rules of procedure.U.K.

### *Article 15***Sources of financing**U.K.

#### 1.The Clean Sky 2 Joint Undertaking shall be jointly funded by the Union and the private members and their affiliated entities                        through financial contributions paid in instalments and contributions consisting of the costs incurred by them in implementing                        indirect actions that are not reimbursed by the Clean Sky 2 Joint Undertaking.U.K.

#### 2.The administrative costs of the Clean Sky 2 Joint Undertaking shall not exceed EUR 78 000 000 and shall be covered through                        financial contributions divided equally on an annual basis between the Union and the private members of the Clean Sky 2 Joint                        Undertaking. If part of the contribution for administrative costs is not used, it may be made available to cover the operational                        costs of the Clean Sky 2 Joint Undertaking.U.K.

#### 3.The operational costs of the Clean Sky 2 Joint Undertaking shall be covered through:U.K.

a financial contribution by the Union;

in-kind contributions by Leaders and Core Partners and their affiliated entities consisting of the costs incurred by them                              in implementing indirect actions less the contribution of the Clean Sky 2 Joint Undertaking and any other Union contribution                              to those costs.                           

#### 4.The resources of the Clean Sky 2 Joint Undertaking entered in its budget shall be composed of the following contributions:U.K.

members’ financial contributions to the administrative costs;

Union financial contribution to the operational costs;

any revenue generated by the Clean Sky 2 Joint Undertaking;

any other financial contributions, resources and revenues.

Any interest yielded by the contributions paid to the Clean Sky 2 Joint Undertaking by its members shall be considered to                     be its revenue.                  

#### 5.All resources of the Clean Sky 2 Joint Undertaking and its activities shall be devoted to the objectives set out in Article                        2 of this Regulation.U.K.

#### 6.The Clean Sky 2 Joint Undertaking shall own all assets generated by it or transferred to it for the achievement of its objectives.U.K.

#### 7.Except when the Clean Sky 2 Joint Undertaking is wound up, any excess revenue over expenditure shall not be paid to the members                        of the Clean Sky 2 Joint Undertaking.U.K.

### *Article 16***Allocation of the Union contribution**U.K.

#### 1.The Union contribution dedicated to operational costs shall be allocated as follows:U.K.

up to 40 % of the total Union funding shall be allocated to Leaders and their participating affiliates;

up to 30 % of the total Union funding shall be allocated to Core Partners and their participating affiliates;

at least 30 % of the total Union funding shall be allocated by way of competitive calls for proposals and calls for tenders.                              Particular attention shall be paid to ensuring adequate participation of SMEs.                           

#### 2.Funding under paragraph 1 shall be allocated following evaluation of proposals by independent experts.U.K.

#### 3.An indicative breakdown of the allocation of the Union contribution to the ITDs, IADPs and TAs is provided in Annex III to                        this Regulation.U.K.

### *Article 17***Financial commitments**U.K.

#### 1.The financial commitments of the Clean Sky 2 Joint Undertaking shall not exceed the amount of financial resources available                        or committed to its budget by its members.U.K.

#### 2.Budgetary commitments may be divided into annual instalments. Each year the Commission and the Clean Sky 2 Joint Undertaking                        shall commit the annual instalments taking into account the progress of the actions receiving financial support, the estimated                        needs and the budget available.U.K.

The indicative timetable for the commitment of the individual annual instalments shall be communicated to the concerned recipients                     of Union funds.                  

### *Article 18***Financial year**U.K.

The financial year shall run from 1 January to 31 December.

### *Article 19***Operational and financial planning**U.K.

#### 1.The Executive Director shall submit for adoption to the Governing Board a draft multiannual or annual work plan which shall                        include a detailed plan of the research and innovation activities, the administrative activities and the corresponding expenditure                        estimates. The draft work plan shall also include the estimated value of the contributions to be made in accordance with point                        (b) of Article 15(3) of the Statutes.U.K.

#### 2.The work plan shall be adopted by the end of the year prior to its implementation. The work plan shall be made publicly available.U.K.

#### 3.The Executive Director shall prepare the draft annual budget for the following year and submit it to the Governing Board for                        adoption.U.K.

#### 4.The annual budget for a particular year shall be adopted by the Governing Board by the end of the previous year.U.K.

#### 5.The annual budget shall be adapted in order to take into account the amount of the Union financial contribution as set out                        in the Union budget.U.K.

### *Article 20***Operational and financial reporting**U.K.

#### 1.The Executive Director shall report annually to the Governing Board on the performance of the duties of the Executive Director                        in accordance with the financial rules of the Clean Sky 2 Joint Undertaking.U.K.

Within two months of the closure of each financial year, the Executive Director shall submit to the Governing Board for approval                     an annual activity report on the progress made by the Clean Sky 2 Joint Undertaking in the previous calendar year, in particular                     in relation to the annual work plan for that year. The annual activity report shall include, inter alia, information on the                     following matters:                  

research, innovation and other actions carried out and the corresponding expenditure;

the actions submitted, including a breakdown by participant type, including SMEs, and by country;

the actions selected for funding, including a breakdown by participant type, including SMEs, and by country and indicating                              the contribution of the Clean Sky 2 Joint Undertaking to the individual participants and actions.                           

#### 2.Once approved by the Governing Board, the annual activity report shall be made publicly available.U.K.

#### 3.By 1 March of the following financial year, the accounting officer of the Clean Sky 2 Joint Undertaking shall send the provisional                        accounts to the Commission’s accounting officer and the Court of Auditors.U.K.

By 31 March of the following financial year, the Clean Sky 2 Joint Undertaking shall send the report on the budgetary and                     financial management to the European Parliament, the Council and the Court of Auditors.                  

On receipt of the Court of Auditors’ observations on the Clean Sky 2 Joint Undertaking’s provisional accounts pursuant to                     Article 148 of Regulation (EU, Euratom) No 966/2012, the accounting officer of the Clean Sky 2 Joint Undertaking’s shall draw                     up the Clean Sky 2 Joint Undertaking’s final accounts and the Executive Director shall submit them to the Governing Board                     for an opinion.                  

The Governing Board shall deliver an opinion on the Clean Sky 2 Joint Undertaking’s final accounts.

The Executive Director shall, by 1 July of the following financial year, send the final accounts to the European Parliament,                     the Council, the Commission and the Court of Auditors, together with the Governing Board’s opinion.                  

The final accounts shall be published in the *Official Journal of the European Union* by 15 November of the following financial year.                  

The Executive Director shall provide the Court of Auditors with a reply to its observations made in its annual report by 30                     September. The Executive Director shall also submit that reply to the Governing Board.                  

The Executive Director shall submit to the European Parliament, at the latter’s request, any information required for the                     smooth application of the discharge procedure for the financial year in question, in accordance with Article 165(3) of Regulation                     (EU, Euratom) No 966/2012.                  

### *Article 21***Internal audit**U.K.

The Commission’s internal auditor shall exercise the same powers over the Clean Sky 2 Joint Undertaking as those exercised                     in respect of the Commission.                  

### *Article 22***Liability of members and insurance**U.K.

#### 1.The financial liability of the members for the debts of the Clean Sky 2 Joint Undertaking shall be limited to their contributions                        already made to the administrative costs.U.K.

#### 2.The Clean Sky 2 Joint Undertaking shall take out and maintain appropriate insurance.U.K.

### *Article 23***Conflict of interest**U.K.

#### 1.The Clean Sky 2 Joint Undertaking, its bodies and staff shall avoid any conflict of interest in implementing their activities.U.K.

#### 2.The Governing Board shall adopt rules to prevent and manage conflicts of interest applicable to the members, bodies and staff                        of the Clean Sky 2 Joint Undertaking. Those rules shall contain provision intended to avoid a conflict of interest in respect                        of the representatives of the members serving in the Governing Board.U.K.

### *Article 24***Winding up**U.K.

#### 1.The Clean Sky 2 Joint Undertaking shall be wound up at the end of the period defined in Article 1 of this Regulation.U.K.

#### 2.In addition to paragraph 1, the winding-up procedure shall be automatically triggered if the Union or all private members                        withdraw from the Clean Sky 2 Joint Undertaking.U.K.

#### 3.For the purpose of conducting the proceedings to wind up the Clean Sky 2 Joint Undertaking, the Governing Board shall appoint                        one or more liquidators, who shall comply with the decisions of the Governing Board.U.K.

#### 4.When the Clean Sky 2 Joint Undertaking is being wound up, its assets shall be used to cover its liabilities and the expenditure                        relating to its winding up. Any surplus shall be distributed among the members at the time of the winding up in proportion                        to their financial contributions to the Clean Sky 2 Joint Undertaking. Any such surplus distributed to the Union shall be                        returned to the Union budget.U.K.

#### 5.An ad hoc procedure shall be set up to ensure the appropriate management of any agreement concluded or decision adopted by                        the Clean Sky 2 Joint Undertaking as well as any procurement contract with a longer duration than the duration of the Clean                        Sky 2 Joint Undertaking.U.K.

## ANNEX IIU.K.**PRIVATE MEMBERS OF THE CLEAN SKY 2 JOINT UNDERTAKING**

### 1.LEADERS:U.K.

AgustaWestland SpA and AgustaWestland Limited

Airbus SAS

Alenia Aermacchi SpA

Dassault Aviation SA

Deutsches Zentrum für Luft- und Raumfahrt (DLR) e.V.

EADS-CASA

Airbus Helicopters SAS

Evektor

Fraunhofer Gesellschaft zur Förderung der angewandten Forschung e.V

Liebherr-Aerospace Lindenberg GmbH

MTU Aero Engines AG

Piaggio Aero Industries

Rolls-Royce Plc.

SAAB AB

Safran SA

Thales Avionics SAS

### 2.ASSOCIATESU.K.

List of Associates of the Clean Sky Joint Undertaking under Regulation (EC) No 71/2008 that shall also be members of the Clean                     Sky 2 Joint Undertaking under this Regulation until completion of their actions initiated under Regulation (EC) No 71/2008(18).                  

LMS International NV

Micromega Dynamics

EPFL Ecole Polytechnique Lausanne

ETH Zurich

Huntsman Advanced Materials

RUAG Schweiz AG

University of Applied Sciences NW Switzerland (FHNW)

DIEHL Aerospace

DLR

EADS Deutschland GmbH

HADEG Recycling GmbH

MTU Aero Engines

Aeronova Aerospace SAU

Aeronova Engineering Solutions

Aeronova Manufacturing Engineering

ITP

EADS France

ONERA

Zodiac ECE

Zodiac Intertechnique

Zodiac Aerazur

HAI

IAI

Aerosoft

Avio

CIRA

CSM

DEMA

FOX BIT

IMAST

Piaggio Aero Industries

Politecnico di Torino

Università degli Studi Di Napoli ‘Federico II’ Polo delle Scienze e della Tecnologia

Selex ES

SICAMB SPA

Università di Bologna

Università degli Studi di Pisa

ATR

ELSIS

University of Malta

Aeronamic

Airborne Technology Centre

KIN Machinebouw B.V.

Eurocarbon

Fokker Aerostructures B.V.(19)                            

Fokker Elmo

Green Systems for Aircraft Foundation (GSAF)

Igor Stichting IGOR

Microflown Technologies

NLR

Stichting NL Cluster for ED

Stichting NL Cluster for SFWA

Sergem Engineering

GKN Aerospace Norway(20)                            

TU Delft

Universiteit Twente

PZL – Świdnik

Avioane Craiova

INCAS

Romaero

Straero

GKN Aerospace Sweden AB(21)                            

CYTEC(22)                            

Cranfield University

QinetiQ

University of Nottingham

## ANNEX IIIU.K.

### **INDICATIVE ALLOCATION OF THE UNION CONTRIBUTION TO ITDS/IADPS/TAS**

1

Opinion of 10 December 2013 (not yet published in the Official Journal).

2

Decision No 1982/2006/EC of the European Parliament and of the Council of 18 December 2006 concerning the Seventh Framework                              Programme of the European Community for research, technological development and demonstration activities (2007-2013) (OJ L 412, 30.12.2006, p. 1).                           

3

Council Decision 2006/971/EC of 19 December 2006 concerning the Specific Programme ‘Cooperation’ implementing the Seventh                              Framework Programme of the European Community for research, technological development and demonstration activities (2007 to                              2013) (OJ L 400, 30.12.2006, p. 86).                           

4

Regulation (EU) No 1291/2013 of the European Parliament and of the Council of 11 December 2013 establishing Horizon 2020 —                              the Framework Programme for Research and Innovation (2014-2020) and repealing Decision No 1982/2006/EC (OJ L 347, 20.12.2013, p. 104).                           

5

Council Decision 2013/743/EU of 3 December 2013 establishing the specific programme implementing Horizon 2020 — the Framework                              Programme for Research and Innovation (2014-2020) and repealing Decisions 2006/971/EC, 2006/972/EC, 2006/973/EC, 2006/974/EC                              and 2006/975/EC (OJ L 347, 20.12.2013, p. 965).                           

6

Council Regulation (EC) No 71/2008 of 20 December 2007 setting up the Clean Sky Joint Undertaking (OJ L 30, 4.2.2008, p. 1).                           

7

Regulation (EU, Euratom) No 966/2012 of the European Parliament and the Council of 25 October 2012 on the financial rules                              applicable to the general budget of the Union and repealing Council Regulation (EC, Euratom) No 1605/2002 (OJ L 298, 26.10.2012, p. 1).                           

8

Regulation (EU) No 1290/2013 of the European Parliament and of the Council of 11 December 2013 laying down the rules for the                              participation and dissemination in ‘Horizon 2020 — the Framework Programme for Research and Innovation (2014-2020)’ and repealing                              Regulation (EC) No 1906/2006 (OJ L 347, 20.12.2013, p. 81).                           

9

Commission Delegated Regulation (EU) No 1268/2012 of 29 October 2012 on the rules of application of Regulation (EU, Euratom)                              No 966/2012 of the European Parliament and of the Council on the financial rules applicable to the general budget of the Union                              (OJ L 362 31.12.2012, p. 1).                           

10

Commission Delegated Regulation (EU) No 110/2014 of 30 September 2013 on the model financial regulation for public-private                              partnership bodies referred to in Article 209 of Regulation (EU, Euratom) No 966/2012 of the European Parliament and of the                              Council (OJ L 38, 7.2.2014, p. 2).                           

11

Regulation (EEC, Euratom, ECSC) No 259/68 of the Council of 29 February 1968 laying down the Staff Regulations of Officials                              and the Conditions of Employment of Other Servants of the European Communities and instituting special measures temporarily                              applicable to officials of the Commission (OJ 56, 4.3.1968, p. 1).                           

12

Council Regulation (Euratom, EC) No 2185/96 of 11 November 1996 concerning on-the-spot checks and inspections carried out                              by the Commission in order to protect the European Communities’ financial interests against fraud and other irregularities                              (OJ L 292, 15.11.1996, p. 2).                           

13

Regulation (EU, Euratom) No 883/2013 of the European Parliament and of the Council of 11 September 2013 concerning investigations                              conducted by the European Anti-Fraud Office (OLAF) and repealing Regulation (EC) No 1073/1999 of the European Parliament and                              of the Council and Council Regulation (Euratom) No 1074/1999 (OJ L 248, 18.9.2013, p. 1).                           

14

OJ L 136, 31.5.1999, p. 15.                           

15

Regulation (EC) No 1049/2001 of the European Parliament and of the Council of 30 May 2001 regarding public access to European                              Parliament, Council and Commission documents (OJ L 145, 31.5.2001, p. 43).                           

16

Regulation (EC) No 1367/2006 of the European Parliament and of the Council of 6 September 2006 on the application of the provisions                              of the Aarhus Convention on Access to Information, Public Participation in Decision-making and Access to Justice in Environmental                              Matters to Community institutions and bodies (OJ L 264, 25.9.2006, p. 13).                           

17

Council Regulation (EC) No 219/2007 of 27 February 2007 on the establishment of a Joint Undertaking to develop the new generation                              European air traffic management system (SESAR) (OJ L 64, 2.3.2007, p. 1).                           

18

This list is based on Annex II of Regulation (EC) No 71/2008, updated on the basis of the existing grant agreements signed                              by the Clean Sky Joint Undertaking.                           

19

Previously Stork Aerospace

20

Previously Volvo Aero Norge AS

21

Previously Volvo Aero Corporation

22

Previously UMECO Structural Materials (DERBY) Limited; previously Advanced Composites Group (ACG)