The organs of the Foundation shall be the Council of the Foundation, hereinafter referred to as the Council, and the Executive Committee.

The Council is composed of those persons, former delegates to the International Penal and Penitentiary Commission (IPPC), who are signatories of the Charter. Of these persons, the first delegate of each government to the IPPC is the voting member on the council.

By a two-thirds majority of all voting members, the Council may elect members, both voting and associate members, who are not signatories of the Charter, from countries who have been members of the IPPC, and who have not failed to fulfill their obligations under the Constitutional Regulations of the IPPC at the time of its dissolution. No country shall have more than three members.

Any vacancy in the membership of the Council is filled by election of a person from the country of the outgoing member by a two-thirds majority vote of the voting members of the council.

A person elected under the previous two paragraphs shall become member of the Council when his election has been approved by his government. If, after receiving notification of such election, the government does not formulate an objection within three months, the election shall be considered as approved.