Statutes

Schüchtermann Fonds (Schüchtermann Endowment Fund)
Verein für humanitäre Hilfsaktionen (Association for Humanitarian Aid)
STATUTES

Sect. 1 Name, Registered Office, Fiscal Year

1. The name of the Association is "Schüchtermann Fonds Verein für humanitäre Hilfsak-tionen" (Schüchtermann Endowment Fund Association for Humanitarian Aid).
It has been entered in the Osnabrück district court's register of associations under No. 200443.
2. The registered office of the Association is Bad Rothenfelde, Germany.
The Association was established on 1st December 2008.
3. The Association is politically, racially and religiously neutral.
4. The fiscal year of the Association is the calendar year.
5. The Association shall exclusively and directly pursuit charitable and benevolent objectives according to section "Tax-privileged purposes" of the German Fiscal Code.

Sect. 2 Purpose of the Association

1. The purpose of the Association is to provide humanitarian aid for refugees, disabled civilians, war and disaster victims as well as to promote the rescue from mortal danger.
Said purpose shall be achieved by immediately delivering relief supplies and food for war victims, disabled civilians and disaster victims as well as providing means for rescue from mortal danger due to natural disasters or war.
2. The Association shall act altruistically; it shall not primarily pursue economic purposes of its own.
3. The Association's funds shall exclusively be used for the purposes as defined in these Statutes.
Members shall not receive any payments from the Association's funds.
4. No individual shall benefit from expenses foreign to the society's purpose or through dis-proportionately high remunerations.
5. Persons working in a voluntary capacity shall be entitled to a compensation for evidenced reasonable expenses only.

Sect. 3 Acquisition of Membership

Any natural person or legal entity can become a member of the Association. The final de-cision on the written application for admission shall be made by the executive committee.

Sect. 4 Termination of Membership

The membership shall expire
a. upon death of the member,
b. upon voluntary resignation,
c. by deletion from the list of members,
d. by expulsion from the Association,
e. or - if the member is a legal entity - upon its dissolution.
Voluntary resignation shall take effect by submitting a written declaration to a member of the executive committee. It shall become effective as of the end of a calendar year by ob-serving a three-month notice period.
The executive committee reserves the right to delete a member from the list of members, if it fails to keep up with paying its fees despite two reminders. The deletion shall be notified to the member in writing.
If a member has grossly contravened the Association's interest, the general assembly shall be entitled to decide on the expulsion of said member from the Association. Before a decision on the matter is taken, the member shall be given opportunity to justify his/her case. If the member concerned has chosen to justify his/her case in writing, such docu-ment shall be read to the general assembly.

Sect. 5 Membership Fees

Members shall pay membership fees. The amount and due date of the annual fee shall be determined by the general assembly.
Honorary members are exempted from the obligation to pay fees.

Sect. 6 Bodies of the Association

Bodies of the Association are
a. the executive committee,
b. the general assembly.

Sect. 7 The Executive Committee

The executive committee in the meaning of Section 26 BGB (German Civil Code) consists of
a. the President
b. the Vice President
c. the Secretary
d. the Treasurer
The Association shall be jointly represented in court and out of court by two members of the executive committee.
Uniting several executive offices in one person shall not be permissible.

Sect. 8 The Executive Committee's Term of Office

The executive committee shall be elected by the general assembly for a period of two years counting from the day of the election. It shall remain in office, however, until a new election of the executive committee has taken place.
If a member of the executive committee resigns during the term, the executive committee shall elect a substitute member (from among the ordinary members) for the remaining term of the resigning member.

Sect. 9 The Decision-making Process of the Executive Committee

Usually, the executive committee shall make its decisions in committee meetings con-vened by the President or Vice President in the form of written or telegraphic invitations or by phone. In any case the invitation shall be communicated at least three days in advance. Sending out the agenda in advance shall not be required. The executive committee shall constitute a quorum, if at least two members of the executive committee are present, pro-vided one of them is either the President or the Vice President. Decisions shall be taken by the majority of the valid votes cast. In the event of a tie, the chairperson of the commit-tee meeting has the casting vote.
The committee meeting shall be chaired by the President or, if he/she is not present, by the Vice President. The decisions of the executive committee shall be recorded in MoM for evidential purposes and the MoM shall be signed by the chairperson of the meeting.
A decision-making of the executive committee shall be feasible by written or telephone communication, if all members of the executive committee give their consent to the provi-sion to be decided.

Sect. 10 The General Assembly

In the general assembly each attending member - including any honorary member - shall have a vote.
The general assembly is responsible in particular for the following matters:
a. Acceptance of the annual report of the executive committee; approval of the execu-tive committee's actions.
b. Stipulation of the amount and due date of the annual membership fee.
c. Election and dismissal of the members of the executive committee.
d. Adoption of a resolution on the amendment of the Statutes and on the dissolution of the Association.
e. Appointment of honorary members.

Sect. 11 The Convening of the General Assembly

The ordinary general meeting of the general assembly shall take place at least once a year, possibly in the last quarter. It shall be convened by the executive committee by send-ing a written invitation together with the agenda at least two weeks in advance. The two-week period shall begin on the working day following the sending of the invitation. The let-ter of invitation shall be considered received by the member, if it is mailed to the address the member has most recently notified in writing to the Association. The agenda shall be established by the executive committee.

Sect. 12 The Decision-making Process of the General Assembly

The general assembly shall be chaired by the President or, if he/she is not present, by the Vice President or another member of the executive committee. If no member of the execu-tive committee is present, the assembly shall nominate a chairperson.
The Minutes of Meeting shall be prepared by the Secretary. If he/she is not present, the chairperson shall nominate a recorder.
The chairperson shall determine the mode of voting. Voting shall be carried out in writing if so demanded by one third of the members present who are entitled to vote.
The general assembly is not open to the public. The chairperson may allow the attendance of guests. The general assembly shall decide whether press, radio and television are al-lowed to attend the meeting.
Every general assembly that has been properly convened shall constitute a quorum irre-spective of the number of attending members.
The general assembly usually takes decisions with the simple majority of the valid votes cast. Accordingly, any abstention from voting is irrelevant. In order to amend the Statutes (including the purpose of the Association), however, a majority of three quarters of the valid votes cast shall be required, and a dissolution of the Association shall require four fifth of said votes.
Insofar as an amendment of the Statutes is requested by the registration court or by an-other competent authority, the President of the executive committee shall be entitled to decide on such amendment. Elections are subject to the following conditions: If in the first ballot no candidate obtains the majority of the valid votes cast, a second ballot shall be held that will be restricted to the two candidates who obtained the highest numbers of votes in the first ballot. The decisions taken by the general assembly shall be recorded in a MoM to be signed by the respective chairperson and the recorder. The MoM shall contain the following details: Place and date/time of the meeting, the name of the chairperson and of the recorder, the number of attending members, the agenda, the individual voting re-sults and the mode of voting. In the case of amendments to the Statutes the provision to be amended shall be identified.

Sect. 13 Subsequently Submitted Proposals for the Agenda

Up to one week before the meeting of the general assembly takes place, each member is entitled to apply in writing to the executive committee that further matters shall subse-quently be listed as an item of the agenda. The chairperson shall accordingly supplement the agenda at the beginning of the general assembly meeting. Decisions on an extension of the agenda applied for at the beginning of the meeting shall be taken by the general as-sembly. A majority of three quarters of the valid votes cast shall be required for the appli-cation to be approved. Decisions on amendments to the Statutes, dissolution of the Asso-ciation and election or dismissal of members of the executive committee cannot be taken, unless the respective proposals had been announced to the members through the submit-ted agenda.

Sect. 14 Extraordinary General Assembly

The executive committee is entitled to convene an extraordinary meeting of the general assembly at any time. Said meeting shall have to be convened, if either the interest of the Association requires it or if its convening is demanded from the executive committee by one tenth of all members in written form and mentioning its purpose and the relevant rea-sons. Sections 10, 11, 12 and 13 above shall apply mutatis mutandis to the extraordinary general assembly.

Sect. 15 Dissolution of the Association and Entitlement to the Assets

1. The dissolution of the Association can only be decided in a general assembly with the ma-jority of votes as stipulated in Section 12 above. Unless the general assembly resolves otherwise, the President and the Vice President shall act as jointly authorised liquidators. Aforementioned provisions shall apply accordingly, if the Association is either dissolved for another reason or loses its legal capacity.
2. If the Association is dissolved or the tax-privileged purposes are abolished, the funds of the Association shall be transferred to the Freibettenfond für Katastrophen- und Krieg-sopfer an der Dörenberg Klinik Bad Iburg e. V., Am Kurgarten 7, 49186 Bad Iburg (a free bed fund for victims of war and disaster at the Dörenberg Klinik), which is obliged to use them directly and exclusively for charitable, benevolent or ecclesiastical purposes.