The International Women in Business Düsseldorf e.V are a Verein. That means we have rules and regulations under German law on how we act and behave as a group.
These are the Statues for the organisation in German. The English version is in the text.
Statutes of The International Women in Business Düsseldorf e.V. as amended on 03.03.2020
- § 1 Name
- § 2 Purpose and task
- § 3 Membership
- § 4 Contributions
- § 5 Organisation
- § 6 Board
- § 7 General meeting
- § 8 Limitation of Liability
- § 9 Auditors
- § 10 Business year and Accounting
- § 11 Dissolution of verein
§ 1 Name and seat of the association
(1) The association bears the name “The International Women in Business Düsseldorf e.V.” with the abbreviation: “iwibdus”. The association shall be entered in the register of associations and shall then bear the suffix “e.V.”.
(2) The association has its seat in Düsseldorf.
§ 2 Purpose, tasks and non-profit character
(1) The purpose of the association is to promote equal rights for all sexes.
(2) The association pursues exclusively and directly charitable purposes in the sense of the section “tax-privileged purposes” of the tax code. The association is selflessly active: it does not primarily pursue its own economic purposes.
(3) The statutory purpose is realized in particular by the following measures:
Support and promotion of members in intellectual, developmental and social matters as well as the provision of help; networking; organisation of workshops and seminars; formation of responsibility groups; cooperation in partnership among each other and with other organisations for the exchange of costs and experiences; sharing of information and promotion of events of other networks; creation of mentoring programmes; speed networking; organisation of talent fairs; organisation of social meetings.
(4) Funds of the association may only be used for statutory purposes. In their capacity as members, the members of the Association shall not receive any benefits from the funds of the Association.
(5) No person may be favoured by expenditures, which are foreign to the purpose of the corporation, or by disproportionately high remuneration.
§ 3 Membership
(1) Members of the association can only be natural persons/and legal entities (see below (3)).
(2) The application for membership must be submitted in written or electronic form to the Executive Board. The Executive Board decides on the application for admission. The applicant is entitled to appeal to the general meeting against the rejection of admission. The appeal must be addressed in writing to the Executive Board within one month of receipt of the rejection notice. The general meeting makes the final decision.
(3) Membership ends:
● for natural persons due to their death or loss of legal capacity;
● for legal entities through loss of legal capacity;
● by resignation (para. 4);
● by exclusion (para. 5).
(4) The written or electronic declaration of resignation must be submitted to the Executive Board at the end of each quarter with one month’s notice.
(5) An expulsion can only take place for an important reason. Important reasons are in particular
● a behaviour harmful to the goals of the association,
● the violation of statutory obligations,
● if the member is more than six months in arrears with their contribution payment despite a reminder.
(6) The executive committee decides on the exclusion. The member is entitled to appeal against the exclusion to the general meeting, which must be submitted in writing to the executive committee within a period of one month from receipt of the exclusion resolution. The General Assembly decides on the exclusion with a majority of three quarters of the members present.
§ 4 Contributions
Contributions are collected from members. The General Assembly decides on the amount and due date of the annual fees.
§ 5 Organs of the association:
(1) the executive committee
(2) the general meeting.
§ 6 Board of Directors
(1) The Executive Board shall consist of :
a) the 1st chairman;
b) the 2nd chairman;
c) the treasurer;
d) the secretary;
e) up to 4 assessors.
The executive committee within the meaning of § 26 BGB is made up of the chairman and the second chairman. The chairman or, if she is prevented from doing so, the second chairman, represents the association alone. The 2nd chairman does not have to prove the prevention of the 1st chairman.
(2) Only members of the association are eligible for election as board members.
(3) The members of the executive committee are elected by the general meeting with a simple majority for a period of three years. Re-election is possible. The members of the executive committee are determined by the general meeting for each office in a separate ballot. The current members of the board remain in office after their term of office has expired until their successors have been elected.
(4) The executive committee leads the business and represents the association in all affairs judicially and out of court. In addition, it has the following tasks in particular:
a) Preparation of the general meeting and preparation of the agenda;
b) Convocation of the general meeting;
c) Execution of the resolutions of the General Assembly;
d) Administration of the Association’s assets;
e) Keeping the books;
f) Preparation of the budget, the annual accounts and the annual and cash reports;
g) Conclusion and termination of service and employment contracts;
h) Exercising the right to issue instructions to employees;
f) Resolution on the admission and exclusion of members.
The Executive Board shall regulate the distribution and performance of its duties itself.
Resolutions of the Executive Board shall be passed by a simple majority of the members of the Executive Board present. In the event of a tie, the Chairman has the casting vote.
(5) The members of the Executive Board shall be reimbursed for reasonable expenses incurred in the work of the Association.
(6) The members of the board are only liable to the association for intentional or grossly negligent behaviour. If members of the Board of Directors are held liable by third parties due to their activities on the Board of Directors, the Association shall indemnify the member of the Board of Directors concerned against such claims, unless the member of the Board of Directors acted intentionally or grossly negligently.
§ 7 General meeting
(1) The General Assembly is responsible for the following matters:
● Approval of the budget for the next financial year drawn up by the Executive Board; receipt of the annual report of the Executive Board; discharge of the Executive Board,
● Election and dismissal of board members,
● Election and dismissal of the auditor,
● Resolution on the appeal against the rejection of an application for admission and on the appeal against an exclusion resolution of the Management Board,
● Determination of the amount and due date of membership fees,
● Resolution on the principles for the reimbursement of expenses,
● Resolution on differences of opinion in the Executive Board,
● Resolution on the amendment of the articles of association including the change of the purpose of the association,
● Resolution on the dissolution of the association,
● Resolution on proposals received.
(2) At least once a year an ordinary general meeting takes place.
(3) The executive committee is obliged to convene an extraordinary general meeting if at least one quarter of the members request this in writing.
(4) The invitation to the General Meetings is issued by the Executive Board by publication on the Internet on the homepage and by e-mail stating the agenda. Between the day of the publication, the convocation (invitation) and the date of the meeting there must be a period of at least 14 days. The agenda is set by the Board of Directors.
● each member of the association can put to the general meeting over the executive committee.
● which are not already listed in the agenda can only be voted on in the general meeting if the motions are submitted to the board in writing at least 8 days before the meeting.
● which are received later may only be dealt with in the general meeting if their urgency is affirmed. This can happen by the fact that the meeting of the members with a majority of 75% of the present members entitled to vote decides that the request is accepted.
● for amendments to the statutes must be included in the agenda for the invitation to the general meeting. They cannot be included in the agenda later and cannot be submitted as an urgent motion.
● about the change of the association purpose and about the dissolution of the association can be passed only in a meeting of the members called up separately for it. The only item on the agenda is “change of the purpose of the association” or “dissolution of the association”.
(6) The general meeting is chaired by a majority elected chairman.
(7) The general meeting has a quorum regardless of the number of members present.
(8) Each member has one vote. Voting rights are not transferable. Votes and elections shall be decided by a simple majority of the votes cast. In the event of a tie, a motion shall be deemed rejected. Amendments to the Statutes, including changes to the purpose of the Association and the dissolution of the Association, may only be decided by a two-thirds majority of the members present. Abstentions and invalid votes shall not be taken into consideration.
(9) At the request of a member, a vote or election shall be conducted by secret ballot.
(10)Minutes shall always be kept of the resolutions of the General Meeting.
§ 8 Limitation of liability
(1) The association is not liable for negligently caused damages or losses suffered by members during the use of facilities or equipment of the association or at association events, as far as such damages or losses are not covered by insurance.
(2) The association is not liable to its members for damages resulting from negligent behaviour of the organs of the association.
(3) This applies in particular to damages arising from the exercise of membership rights, for damages from accidents and theft.
§ 9 Auditors
(1) For a period of two years, the general meeting shall elect a cash auditor to audit the cash and the annual accounts of the association on an annual basis.
(2) The board is obliged to disclose all business transactions concerning the association to the auditor at any time.
(3) The treasurer submits an audit report to the general meeting and proposes the discharge of the treasurer to the general meeting if the cash transactions are conducted properly.
§10 Business year and accounting
(1) The fiscal year shall be the calendar year. The first financial year shall end on 31 December of the year of foundation.
(2) The Executive Board shall prepare the annual financial statements for the past financial year by 31 March of each year.
§ 11 Dissolution of the Association
(1) The dissolution of the association can only be decided in a special extraordinary general meeting to be convened for this purpose with a notice period of one month with a majority of three quarters of the votes cast.
(2) If the association is dissolved or if tax-privileged purposes cease to apply, the assets of the association shall be transferred to “Frauen helfen Frauen e.V., Heuserstraße 12, 47051 Duisburg”, provided that this association is recognised as non-profit or charitable at this time.
(3) The association “Frauen helfen Frauen e.V., Heuserstraße 12, 47051 Duisburg” shall use the assets directly and exclusively for charitable purposes.
(4) Should “Frauen helfen Frauen e.V.” not be recognised as non-profit or charitable in the event of the dissolution of the association or the discontinuation of tax-privileged purposes, the assets of the association shall be used for tax-privileged purposes within the meaning of § 2 of these statutes. In this case, decisions on the future use of the assets may only be executed after the consent of the tax office.
The above statutes were established by the general meeting at 03.03.2020 in Düsseldorf.