Statutes of the association “Mobile Hilfe Madagaskar e.V.” in the version of 6.10.2021
The association “Mobile Hilfe Madagaskar e.V.” is an association of persons with the aim to initiate, support, promote as well as extend help for people in need on Madagascar, also in inaccessible areas.
The help of the association refers to medical help in the sense of basic and emergency care as well as to the education of the Madagascans. After a start-up and training phase, it should be possible for all projects to be carried out entirely by local staff.
Lack of mobility and infrastructure are basic problems in Madagascar. Therefore, one of the goals of the association is to increase the mobility of helpers in the field in order to bring the help to the people.
§ 1 Name and seat, business year, purpose and goals of the association
(1) The association has the name “Mobile Hilfe Madagaskar e.V.” and is registered in the register of associations at the district court of Münster.
(2) The association has its seat in Münster.
(3) The fiscal year is the calendar year.
(4) The association “Mobile Hilfe Madagaskar e.V.” exclusively and directly pursues charitable and non-profit purposes in the sense of the section “Tax-privileged purposes” of the tax code.
(5) The purpose of the association is the promotion of welfare and development cooperation. In Christian charity and without regard to the person, comprehensive help for people in need, also in inaccessible areas of Madagascar, shall be provided.
(6) The purpose of the statutes is realized in particular through the establishment, support and maintenance of the following projects:
- Medical aid in the form of bush clinics, infirmaries and mobile emergency vehicles of various specialties.
- Medical treatment including operations and/or supply of medical aids,
- Practical aid such as the creation of water supply, supply by airplanes or helicopters, creation of access routes (runways and roads) and distribution of relief supplies, especially after natural disasters.
- Education and training assistance, e.g. through sponsorships for schools and/or individual students and trainees
- Construction and support for the operation of school buildings
- Support for teachers and other local employees
- Start-up assistance for self-help
- Training and further education of local employees, also of other aid organizations
- Sending employees from Germany to Madagascar
- The foundation of branches of the association at home and abroad
- Educational offers for children, adolescents and adults
(7) In order to realize its purpose, the Association may employ staff and make use of auxiliary persons within the meaning of § 57 para. 1 AO in Germany and abroad. Auxiliary persons are obligated to provide a timely accounting of the funds provided.
§ 2 Activity
The association is selflessly active; it does not primarily pursue its own economic purposes.
§ 3 Means
The Association’s funds may only be used for purposes in accordance with the Articles of Association. Members shall not receive any benefits from the Association’s funds.
§ 4 Expenditures
(1) No person may be favoured by expenses that are alien to the purpose of the Association or by disproportionately high remuneration.
(2) Members shall not receive any benefits from the funds of the Association. An appropriate remuneration to members in the context of service or employment is possible.
§ 4 a Remuneration, reimbursement of expenses, liability
(1) The offices of the association and its organs shall in principle be held on an honorary basis.
(2) If necessary, association offices can be exercised against payment on the basis of a service contract or against payment of an expense allowance in accordance with § 3 No. 26a EStG (Income Tax Act) within the framework of the budgetary possibilities.
(3) The decision on a paid activity of the Association pursuant to Paragraph 2, as well as on the content and termination of the contract, shall be made by the Executive Board, taking into account § 9 Paragraph 1.
(4) The Executive Board is authorized to commission activities for the Association against payment of an appropriate remuneration or expense allowance. The budgetary situation of the Association shall be decisive.
(5) In order to carry out the management tasks and to run the office, the Executive Board is authorized to employ full-time staff within the limits of the budgetary possibilities. It may also delegate these tasks to volunteers.
(6) In addition, the members and employees of the Association shall be entitled to reimbursement of expenses incurred by them as a result of their work for the Association in accordance with Section 670 of the German Civil Code (BGB). These include, in particular, travel expenses, postage, telephone, etc. Reimbursements shall only be granted if the expenses are substantiated with verifiable receipts and statements.
(7) Liability: All persons working for the Association as well as all officers and directors shall be liable for damages to members and to the Association caused by them in the performance of their duties only in the case of intent. This also applies if they receive remuneration for their activities. The association is not liable to members for damages caused by (slight) negligence, which members suffer while exercising the purpose of the statutes, while participating in association events or through the use of facilities or equipment of the association, insofar as such damages are not covered by insurance policies of the association.
§ 5 Financing of the work of the association
The funds necessary for the fulfillment of the association’s purpose are provided by:
- Donations, other contributions and income
- membership fees and income from the association’s assets
- Project funds from the public sector
- earmarked funds
§ 6 Membership
(1) Any natural person who supports its goals may become a member of the Association.
(2) The Association consists of active, voting members and non-voting supporting members.
(3) Active members are the founding members and the members working in the association regularly and/or in a special function. All others are sustaining members.
The non-voting sustaining members can become voting members through active cooperation. A list of members shall be available prior to the beginning of the general meeting showing who is listed as voting members and who is listed as non-voting members. Non-voting members have the right to apply for voting privileges until before the start of the general meeting, providing proof of their activities for the Association.
The present founding members and the active members according to the decision of the last meeting vote before the beginning of the general meeting by a simple majority of votes on who is considered as an active member for the coming year due to this regulation until the next decision on active members in the next meeting.
(4) The board decides on the application for admission to the association. The applicant will be informed about the decision in writing electronically, in exceptional cases by letter. There is no entitlement to admission to the Association and no right to a statement of reasons in the event of a rejection of the application.
(5) Membership ends by resignation, exclusion or death. In case of termination of membership during the year, no part of the membership fee will be refunded. Resignation is possible at any time without notice by written declaration.
(6) If a member has seriously violated the goals and interests of the Association or remains in arrears with the membership fee despite a reminder, he/she can be excluded by the Executive Board. The executive committee makes the decision by majority vote. The member is to be given the opportunity to comment on the matter and the accusations raised are to be made known.
(7) Data collection: In the context of membership administration, at least the following data will be collected, processed and stored: Name, first name, place of residence, communication data, bank details. In addition, the issued mandate reference(s) and incoming payments (e.g. membership fees, donations), the type of contacts (e.g. invitations to general meetings, donation confirmations, etc.) and, if necessary, other information required for the administration (e.g. entry, withdrawal) are recorded. Data will not be passed on to third parties or will only be passed on within the scope of valid law.
(8) Publication of data: The association publishes data of its members only if the general meeting has passed a corresponding resolution and the member has not objected.
§ 7 Contributions
The membership fees shall be proposed by the Executive Board and determined by the General Meeting in a membership fee schedule.
§ 8 Organs of the Association
The organs of the association are the board and the general meeting.
§ 9 Board
(1) The board consists of three members. The members of the board are authorized to represent the association individually with the following exceptions: Property transactions, the taking out of loans, other legal transactions with a financial volume of more than 5% of the previous year’s donations and the conclusion, amendment and termination of employment contracts may only be undertaken jointly by at least two members of the Board. Employment contracts with members of the Executive Board must be concluded by the two remaining members of the Executive Board. If a third board member is absent, the general meeting is responsible. Property transactions must be approved in advance by the general meeting.
(2) The Board shall conduct the business of the Association and perform all administrative tasks unless they are assigned to another body by the Statutes or by law. In-itself transactions are prohibited unless they are permitted by § 181 BGB.
(3) The members of the board are elected by the general meeting for a period of four years. Unlimited re-election of the board members is possible. After expiration of their term of office, the respective incumbent board members shall remain in office until successors have been elected.
(4) The Executive Board shall perform its duties on an honorary basis. Remuneration or honoraria for the members of the Executive Board for their activities shall be expressly permitted in amendment of the provisions of Section 27 (3) of the German Civil Code (BGB) in conjunction with Section 662 of the German Civil Code (BGB). This also includes the payment of expense allowances in accordance with the provisions of Section 3 No. 26 a of the German Income Tax Act (EStG).
(5) Only active members of the Association may be elected as members of the Executive Board. The end of membership automatically leads to the end of the office on the board. In such a case, the remaining board shall perform its duties until the next general meeting. At the next general meeting, the remaining board must provide for a corresponding new election.
(6) The Executive Board shall pass its resolutions by simple majority.
(7) Resolutions may also be passed by means of a written resolution procedure. The same majority requirements shall apply as for decisions taken at a meeting. Only votes cast on time shall be counted; votes received late shall be deemed not to have been cast. The Chairman shall announce the result of the vote in writing. The voting procedure shall be recorded by him and signed by another member of the Executive Board. Electronic procedures are also recorded in writing in this sense.
§ 10 General Meeting
(1) The general meeting has the following tasks:
- Election of the Executive Board
- Revocation of the appointment of a board member in the event of a gross breach of duty or the inability to manage the business properly. A corresponding motion can be made in the general meeting if it is supported by at least half of the voting members. This can also be done by granting powers of attorney (max. 3 powers of attorney per voting member present).
- Adoption of resolutions on amendments to the Articles of Association
- Acceptance of the annual report as well as discharge of the board of directors
- At the request of the Executive Board, advising the Executive Board on matters of fundamental importance; the Executive Board is bound by a corresponding majority resolution.
- Adoption of resolutions on the scale of contributions
- If necessary, passing of a resolution on rules of the association
(2) Organization of the general meeting:
- The general meeting shall be convened by a written invitation by e-mail or by other modern means of communication, only for members without electronic accessibility by letter, by a member of the Executive Board, observing an invitation period of at least two weeks with simultaneous announcement of the agenda. The period shall commence on the day following the dispatch of the invitation letter. If invitations are sent by mail, the date of the postmark shall apply. The letter of invitation shall be deemed to have been received by the member if it is addressed to the last address notified in writing by the member to the Executive Board. Address in this sense is that of electronic accessibility, only for members without this possibility the postal address.
- The chairmanship of the general meeting is incumbent on the chairman of the board, in the event of his being prevented, on his deputy, and in the event of his being prevented, on the third member of the board.
- Each duly convened general meeting constitutes a quorum irrespective of the number of members present.
- The resolutions of the general meeting are passed with a simple majority of the valid votes cast. However, a majority of 3/4 of the valid votes cast is required to amend the statutes and the purpose of the association.
- Minutes are to be taken of the resolutions of the general meeting, which are to be signed by the executive committee and the respective secretary.
- In the general meeting each active member has one vote. A member may authorize another member in writing to exercise the right to vote. The authorization must be given separately for each general meeting. However, a member may not represent more than three third-party votes. Proxies must be submitted to the chairman of the meeting for verification before the start of the meeting.
§ 11 Dissolution of the Association and Commitment of Assets
(1) The dissolution of the Association can only be decided by a 3/4 majority of the voting members present at the General Meeting.
(2) The resolution can only be passed after timely announcement in the invitation to the general meeting.
(3) In case of dissolution or abolition of the association or in case of discontinuation of tax-privileged purposes, the assets of the association shall fall to the political municipality of Großostheim, which shall use them directly and exclusively for charitable, benevolent or ecclesiastical purposes.
Dr. Martin Führing