MK3.5 update

[stratum0-wiki.git] / Statute.mw

{{Hinweis|
* See also: [[Fees]]
* This is a not legally binding English translation of our statute. The German version can be found at [[Satzung]].
}}

<h1 style="text-align:center;border-bottom:none">Statute of Stratum 0 e.&nbsp;V.</h1>
<div style="text-align:center">6th December 2015</div>

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== §1 Name, place of business, accounting year ==

# The association carries the name Stratum 0 e. V.
# Its place of business is Braunschweig where it shall be entered in the Register of Associations.
# The accounting year is the calendar year.

== §2 Purpose ==

# The association is independent regarding party politics and ideology.
# The association aims at the following purpose:
#* the advancement of education and public instruction, particularly of computer science and media literacy of the public at large, as well as clarification of and critical observation of risks and opportunities of new technologies.
#* to advance art and culture in respect of the creative handling of technology
#* assisting in crime prevention, especially regarding information processing technology, through clarification of legal basics and appropriate conduct as well as presenting alternatives to illegal behavior.
# The purpose shall be achieved by:
#* providing and maintaining facilities and the infrastructure necessary to achieve the association's purpose
#* the organization and implementation of local gatherings and information events, and also public relations work
#* the cooperation and exchange with national and international groups with compatible purposes

== §3 Altruism and non-profit character of the association ==

# The association is altruistic; it aims exclusively and directly at non-profit purposes within the meaning of the paragraph „steuerbegünstigte Zwecke“ (tax-privileged purposes) of the Abgabenordnung (tax code) and it does not primarily pursue its own financial purposes.
# The associations funds may only be used for purposes defined in the statute.
# The members in their property as members do not receive any allowances out of association funds.
# No person shall benefit from expenditure unconnected with the purposes of the association or shall receive disproportionately high remuneration.

== §4 Membership ==

# Any natural person or legal entity may become a member of the association. Minors require the approval of their legal guardian.
# There are two types of membership in the association:
#* Regular membership: regular members shape the association's activities through their active participation. They are entitled to vote at the general meeting.
#* Supporting membership: supporting members support the association primarily by their regular financial contribution. They are not entitled to vote at the general meeting.
# The application for membership is to be directed to the board in textual form. The board decides on the application.
# The membership ends by notice of resignation, expulsion, death of natural persons or liquidation of legal entities.
# Resignation is possible at any time and has to be declared to the board in textual form.
# A member may be expelled with immediate effect by the board in case it has severely violated the interests of the association or is overdue with their fees for 3 months despite overdue notice. The member has to be given the opportunity to give a statement prior to the resolution. The board has to inform the member about the expulsion in textual form stating the relevant reasons. The expulsion can be appealed within a time limit of 23 workdays. The general meeting decides on the appeal. Until the general meeting, the membership is suspended.

== §5 Dues ==

# The general meeting decides on membership fee regulations.

== §6 Elements of the association ==

# Elements of the association are
#* the general meeting
#* the board

== §7 General meeting ==

# The general meeting convenes at least once a year
# A general meeting also convenes when required by the interests of the association or when at least 23% of regular members demand the convening in textual form stating the purpose and reasons.
# The calling of the regular meeting is carried out in textual form by the board respecting a time limit of at least 2 weeks prior to the set date. A preliminary agenda has to be released at the same time. The time limit starts with the transmission of the calling. The calling counts as received by the member when it is transmitted to the last known address provided by the member in textual form to the board.
# As the highest decision-making element of the association, the general meeting is inherently responsible for all tasks, with the exception of tasks that have been delegated to other elements of the association by the statute. Above all, the annual financial statement and the annual report are to be presented in written form to the general meeting for the approval of the actions of the board. The general meeting appoints two auditors which may not be part of the board nor any other body appointed by the board nor be employed by association. The auditors review the accounting including the annual closure and report the results to the general meeting. The general meeting also decides on (e.g.)
#* Responsibilities of the association
#* Acquisition and disposal, as well as encumbrance of real estate
#* Interests in corporations
#* Taking up loans exceeding the sum of the monthly membership fees
#* Deciding on membership fee regulations
#* Changing the statute
#* Dissolving the association
# If required, the general meeting decides on rules of procedure for itself.
# Any statutory convened general meeting is quorate as long as at least 23% of regular members are attending. If this requirement is not met, the next general meeting will be quorate regardless of the number of attending regular members. This circumstance has to be explicitly noted in the calling to the general meeting. Every regular member is entitled to vote. Supporting members have the right to attend, though they are not entitled to vote.
# The general meeting decides by simple majority of attending regular members, as long as not regulated differently within these statute. Voting ties count as rejection.
# A Member is only entitled to vote, if their due membership fees have been paid prior to the general meeting.

== §8 The board ==

# The Board consists of at least 3 members: the chairman of the board, the deputy chairman of the board, the treasurer and up to 3 additional board members. The board represents the association judicially and extrajudicially. Two members of the board jointly, not including the additional members, are authorized to sign.
# The board is elected by the general meeting for the duration of a year. The election of the additional board members may be forgone by decision of the general meeting. The confirmation of the board in office or the reelection of board members is possible. The members of the board in office remain in office until successors are elected.
# Management of current operations of the association resides with the board. Above all, the board has is entitled to the following:
#* appoint bodies and appropriate resources and responsibilities
#* appoint an executive secretary for the current administration. They are entitled to attend meetings of the board in a consulting function, though without vote.
# Meetings of the board are to be held quarterly.
# Members of the association are generally entitled to attend meetings of the board nonvoting and without right to speak. The board may decide to exclude the members from the discussion of certain items on the agenda. The reason for this has to documented in the minutes.
# The invitation to board meetings is carried out by a member of the board in textual form and subject to a term of at least 7 days. The invitation has to be published in a suitable position to all members.
# The board meetings constitutes a quorum if at least two-thirds of the board are present. The board passes a resolution with simple majority.
# Urgent resolutions can be decided upon in textual form or by phone. The resolution is passed with two-thirds majority. The resolution has to be confirmed at the next regular board meeting
# Should the number of board members decrease to less than 3 (e.g. by resignation), the remaining board is obliged to call for a general meeting immediately, but at the latest in the space of 14 days.
# For vacant positions in the board a successor is elected at the next general meeting for the remaining tenure of their predecessor. The election of successors for additional board members can be omitted by decision of the general meeting.
# The board decides on their procedural rules which, among other things, regulate the distribution of tasks within the board.
# The tenure of the board elected at the foundation meeting ends with the first general meeting.

== §9 Changes to the statute ==

# To change the statute a three-quarters majority of all present voting members is necessary. Changes to the statute can only be decided upon if they have been announced within the invitation, which has to specify the former and the proposed text of the statues.
# To change the purpose of the association, a two-thirds majority of all members is necessary. The vote of absent members may be submitted in textual form.
# Changes of the statute for formal reasons demanded by regulatory, judicially or fiscal authorities may be conducted by the board directly. The members have to be informed about these changes in textual form at once.

== §10 Attestation of resolutions ==

# Resolutions decided upon in board meetings or general meeting have to be recorded in written form in the meeting's minutes, which have to be signed by the board and the keeper of the minutes, who has to be appointed prior to each meeting.

== §11 Dissolution of the association and commitment of assets ==

# To dissolve the association, a three-quarter majority of present members at the general meeting is required. The decision is only valid if the resolution has been announced in time with the invitation to the general meeting.
# In the event that the association is dissolved or that its tax-privileged purpose does no longer exist or the withdrawal of its legal capacity, the association’s assets, once all liabilities are fulfilled, shall accrue to another tax-privileged entity appointed by the last general meeting, which has to use it directly and exclusively for non-profit purposes within the meaning of §2.

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