statutes
"Milele - Future for Kenya"
§ 1: Name, registered office and area of activity
(1) The association bears the name "Milele - future for Kenya".
(2) It is based in 6408 Pettnau, Auweg 10 and extends its activities to humanitarian aid.
(3) The establishment of branch associations is not intended.
§ 2: Purpose
The non-profit organization aims to provide humanitarian and financial aid to needy people in Kenya.
§ 3: Means to achieve the purpose of the association
(1) The purpose of the association is to be achieved through the idealistic and material means listed in paragraphs 2 and 3.
(2) Activities intended for the realization of the purpose of the association
a) the construction of a hospital in Kenya for necessary medical care. through the
Care and nursing of patients in Kenya by local people is also indirectly through the creation of local jobs and the use of local infrastructure, development aid provided.
b) the construction of an orphanage in close proximity to the hospital. By having the children looked after by local people, is indirectly also through the creation of local jobs and the use of local infrastructure, development aid done.
c) the construction of a boarding school for children with disabilities. By having the children looked after by local people, indirectly also through the creation of local jobs and the use of local infrastructure, development aid done.
d) the construction of a small farm, including fields for the self-sufficiency of the orphanage and the school.
e) the purchase of motorcycles and cars to provide faster and better care for the hospital's patients.
f) the development of other aid projects.
G) the provision of information to potential donors through the media and online
appearances.
(3) The necessary material means should be raised by
a) membership fees
b) donation funds
c) Income from club events
d) sponsorships
e) Volunteer work/projects
f) Various courses (climbing, skiing, etc.)
G) holiday care
H) theatrical performances
i) concerts
j) market stalls
k) lectures and readings
l) information events
(4) An accumulation of financial assets is not intended. Due to the responsibility for the hospital, the orphanage and the school, however, forward-looking financial management is essential and funds in the amount of the expected annual operating costs of the facilities should be available in the association's account.
(5) The association is entitled to use vicarious agents in accordance with Section 40 (1) of the Federal Fiscal Code.
(6) The association is entitled to pass on funds to other organizations in compliance with the provisions of Section 40a Z1 of the Federal Fiscal Code.
§ 4: Types of Membership
(1) The members of the association are divided into ordinary, extraordinary and honorary members. All members work exclusively on a voluntary basis. There is no provision for financial compensation for activities.
(2) Ordinary members are those who participate fully in the association's work. Extraordinary members are those who promote the activities of the association primarily by paying a membership fee set for them. Honorary members are persons who are appointed for special services to the association.
§ 5: Acquisition of membership
(1) All natural persons who have reached the age of 16 (extraordinary members), as well as legal persons and partnerships with legal capacity can become members of the association.
(2) The Executive Board decides on the admission of full and extraordinary members. The recording can be refused without giving reasons.
(3) Until the association is formed, the provisional admission of full and extraordinary members is carried out by the association's founders, in the case of an already appointed board of directors by the latter. This membership only becomes effective when the association is formed. If a board of directors is only appointed after the association has been formed, the (definitive) admission of full and extraordinary members will also take place by then by the founders of the association.
(4) Honorary members are appointed by the General Assembly at the request of the Executive Board.
§ 6: Termination of Membership
(1) Ordinary membership expires through death, in the case of legal persons and partnerships with legal capacity through the loss of legal personality, through voluntary resignation and through exclusion. Extraordinary membership expires through voluntary resignation or expulsion by the board.
(2) You can only leave by December 31st. take place every year. It must be communicated to the Executive Board in writing at least 1 month in advance. If notification is delayed, it will only take effect on the next departure date. The date of posting is decisive for the timeliness.
(3) The Executive Board can expel a member if, despite two written reminders setting a reasonable period of grace, the member is more than six months in arrears with the payment of membership fees. The obligation to pay the membership fees that have become due remains unaffected.
(4) The executive board can also exclude a full and extraordinary member from the association because of gross violation of other membership duties and because of dishonorable conduct.
(5) The withdrawal of honorary membership can be decided by the general assembly for the reasons stated in paragraph 4 at the request of the executive board.
§ 7: Rights and duties of the members
(1) The members are entitled to take part in all events of the association and to claim the facilities of the association. Only ordinary members and honorary members are entitled to vote in the General Assembly, as well as active and passive voting rights.
(2) Each member is entitled to demand that the board hand over the articles of incorporation.
(3) At least one tenth of the members can ask the board to convene a general assembly.
(4) The members are to be informed by the board of directors about the activities and financial management of the association at each general assembly. If at least one tenth of the members request this, stating the reasons, the Executive Board must also provide the members concerned with such information within four weeks.
(5) The members are to be informed by the Executive Board about the audited financial statements (accounting). If this happens in the General Assembly, the auditors must be involved.
(6) The members are obliged to promote the interests of the association to the best of their ability and to refrain from doing anything that could damage the reputation and purpose of the association. They have to observe the association's statutes and the resolutions of the association's bodies. Ordinary and extraordinary members are obliged to pay the admission fee and the membership fees in the amount decided by the general assembly on time.
§ 8: Association organs
The organs of the association are the general assembly (§§ 9 and 10), the board (§§ 11 to 13), the auditors (§ 14) and the arbitration board (§ 15).
§ 9: General Assembly
(1) The general assembly is the "members' assembly" within the meaning of the Associations Act 2002. An ordinary general assembly takes place every year.
(2) An Extraordinary General Assembly will be held at
a) Resolution of the Board of Directors or the ordinary General Assembly,
b) written request from at least one tenth of the members,
c) Request of the auditors (§ 21 Para. 5 first sentence VereinsG),
d) Resolution of the auditors (§ 21 Para. 5 second sentence VereinsG,
§ 11 paragraph 2 third sentence of these statutes),
e) Decision of a court-appointed curator (§ 11 Para. 2 last sentence of this
statutes) within four weeks.
(3) All members are to be invited in writing by e-mail (to the e-mail address provided by the member to the association) at least two weeks before the date of both the ordinary and the extraordinary general assemblies. The General Assembly must be called, stating the agenda. The convocation is made by the board (paragraph 1 and para. 2 lit. a - c), by the auditors (paragraph 2 lit. d) or by a court-appointed curator (paragraph 2 letter e).
(4) Applications for the General Assembly must be submitted in writing by email to the Executive Board at least three days before the date of the General Assembly.
(5) Valid resolutions – with the exception of those relating to a request to convene an extraordinary general assembly – can only be passed on the agenda.
(6) All members are entitled to participate in the General Assembly. Only full and honorary members are entitled to vote. Each member has one vote. The transfer of voting rights to another member by means of a written authorization is permitted.
(7) The General Assembly has a quorum regardless of the number of those present.
(8th) The elections and the resolutions in the General Assembly are usually carried out with a simple majority of the valid votes cast. However, resolutions to change the association's statutes or to dissolve the association require a qualified majority of two-thirds of the valid votes cast.
(9) The Chairperson chairs the General Assembly, and if she is unable to do so, her deputy chairperson. If this is also prevented, the oldest member of the Executive Board present in years shall preside.
§ 10: Tasks of the General Assembly
The following tasks are reserved for the General Assembly:
a) resolution on the estimate;
b) Receipt and approval of the statement of accounts and the
Closing accounts with the involvement of the auditors;
c) Election and dismissal of the members of the board of directors and the auditors
auditor;
d) Approval of legal transactions between auditors and association;
e) Discharge of the Management Board;
f) Determination of the amount of the entry fee and the membership fees for ordinary and for
associate members;
G) Granting and revoking honorary membership;
H) Resolution on changes to the statutes and the voluntary dissolution of the association;
i) Advice and decision-making on other issues on the agenda.
§ 11: Board of Directors
(1) The board consists of six members, consisting of the chairman and deputy, the secretary and deputy, and the cashier and deputy.
(2) The Board of Directors is elected by the General Assembly. If an elected member resigns, the Executive Board has the right to co-opt another eligible member in his place, for which subsequent approval must be obtained at the next General Assembly. If the board of directors is absent at all or for an unforeseeably long time without self-supplement through co-opting, each auditor is obliged to immediately convene an extraordinary general assembly for the purpose of electing a new board of directors. If the auditors are also unable to act, every full member who recognizes the emergency situation must immediately apply to the competent court for the appointment of a curator, who must immediately convene an extraordinary general assembly.
(3) The term of office of the Management Board is 4 years; Re-election is possible. Every function on the Board of Directors must be exercised personally.
(4) The Board of Directors is convened in writing or verbally by the chairwoman or, if she is unable to do so, by her deputy. If this is also prevented for an unforeseeable length of time, any other member of the Executive Board may convene the Executive Board.
(5) The board has a quorum when all of its members have been invited and at least half of them are present.
(6) The Executive Board takes its decisions with a simple majority of votes; in the event of a tie, the chairperson has the casting vote.
(7) The chairman shall chair the meeting, or her deputy if she is unable to do so. If this is also prevented, the chairmanship is incumbent on the oldest member of the board present or that member of the board who is determined by a majority of the other board members.
(8th) Apart from death and expiry of the term of office (paragraph 3), the function of a board member expires through dismissal (paragraph 9) and resignation (paragraph 10).
(9) The General Assembly can dismiss the entire Board or individual members at any time. The dismissal comes into effect with the appointment of the new board or board member.
(10) The board members can declare their resignation in writing at any time. The declaration of resignation is to be addressed to the board of directors, in the case of the resignation of the entire board of directors to the general assembly. The resignation only becomes effective when a successor is elected or co-opted (paragraph 2).
§ 12: Tasks of the board
The Board of Directors is responsible for the management of the association. It is the "management body" within the meaning of the Associations Act 2002. It is responsible for all tasks that are not assigned to another body of the association by the statutes. The following matters in particular fall within his sphere of activity:
(1) Setting up an accounting system that meets the requirements of the association with ongoing recording of income/expenditure and keeping a list of assets as a minimum requirement;
(2) Preparation of the annual budget, the statement of accounts and the financial statement;
(3) Preparation and convening of the general meeting in the cases of § 9 paragraph 1 and paragraph 2 lit. a - c of these statutes;
(4) Informing the members of the association about the association's activities, the association's business and the audited financial statement;
(5) management of the association's assets;
(6) Admission and exclusion of ordinary and extraordinary members of the association;
(7) Admission and dismissal of employees of the association.
§ 13: Special obligations of individual board members
(1) The chairwoman manages the day-to-day business of the association. The secretary supports the chairman in the management of the association's business.
(2) The chairwoman represents the association externally. Written copies of the association require the signatures of the chairman and the cashier to be valid, also in financial matters (dispositions of assets). Legal transactions between board members and the association require the approval of another board member.
(3) Legal authorizations to represent the association externally or to sign for it can only be granted by the board members named in paragraph 2.
(4) In the event of imminent danger, the chairwoman is entitled to issue orders independently under her own responsibility, even in matters that fall within the sphere of action of the general assembly or the board; internally, however, these require subsequent approval by the responsible association body.
(5) The Chairwoman chairs the General Assembly and the Board of Directors.
(6) The secretary keeps the minutes of the General Assembly and the Board of Directors.
(7) The cashier is responsible for the proper financial management of the association.
(8th) In the event that they are prevented from attending, their deputies take the place of the chairman, the secretary or the cashier.
§ 14: Auditors
(1) Two auditors are elected by the General Assembly for a period of 4 years. Re-election is possible. The auditors may not belong to any body - with the exception of the General Assembly - whose activities are the subject of the audit.
(2) The auditors are responsible for the ongoing business control and the examination of the financial management of the association with regard to the correctness of the accounting and the use of the funds in accordance with the statutes. The Executive Board must submit the necessary documents to the auditors and provide the necessary information. The auditors must report the results of the audit to the Board of Directors.
(3) Legal transactions between auditors and the association require the approval of the general assembly. Otherwise, the provisions of Section 11, Paragraphs 8 to 10 apply to the auditors.
Article 15: Arbitration Board
(1) The association's internal arbitration board is called upon to settle all disputes arising from the association's relationship. It is an "arbitration institution" within the meaning of the Associations Act 2002 and not an arbitration court according to §§ 577 ff ZPO.
(2) The arbitral tribunal consists of three full members of the association. It is formed in such a way that a disputed party nominates a member as an arbitrator to the board in writing. At the request of the Board of Directors within seven days, the other party to the dispute shall nominate a member of the arbitral tribunal within 14 days. After notification by the board of directors within seven days, the nominated arbitrators elect a third full member to chair the arbitral tribunal within a further 14 days. With equality of votes among those proposed lots. The members of the arbitral tribunal may not belong to any body - with the exception of the General Assembly - whose activities are the subject of the dispute.
(3) The arbitral tribunal makes its decision with a simple majority of votes after both parties have been granted a hearing in the presence of all its members. It decides to the best of my knowledge and belief. Its decisions are final.
§ 16: Voluntary dissolution of the association
(1) The voluntary dissolution of the association can only be decided in a general assembly and only with a two-thirds majority of the valid votes cast.
(2) This general assembly has – if the association has assets – to decide on the settlement. In particular, it has to appoint a liquidator and to make a decision as to who is to transfer the remaining association assets after covering the liabilities. If the association is dissolved or if the previously favored association purpose no longer applies, the association assets remaining after covering the liabilities are to be used for charitable, charitable or church purposes within the meaning of Sections 34 et seq. of the Federal Fiscal Code (BAO). As far as possible and permitted, it should go to institutions that pursue the same or similar purposes as this association.
(3) The last association board must notify the responsible association authority in writing of the voluntary dissolution within four weeks of the decision being taken.