§ 1: Name, domicile and business year of the organisation
- The organisation's name is "China-Gesellschaft e.V., Baden-Württembergische Gesellschaft zur Förderung der Zusammenarbeit mit der VR China".
- The organisation's domicile is in Stuttgart.
- The organisation's business year is the regular calendar year.
§ 2: Purpose, non-profit status
- The organisation pursues the intention to strengthen existing connections with Chinese universities as well as other scientific, technical, economic and cultural institutions. Furthermore it is intended to support and attend to Chinese scientists, students and trainees before and during their stay in Baden-Württemberg. This intention is to be realised in the following way:
- Support of Chinese scientists, students and trainees in learning the German language.
- Establishment of contacts to scientific, economic and politico-cultural institutions as well as to universities in Baden-Württemberg and the Federal Republic of Germany or to the People`s Republic of China for Chinese and German scientists, students and trainees.
- Provision of teaching material and other material for partner universities in China.
- Support of projects related to China, especially scientific projects and
- Attendance to "Alumni".
- The organisation pursues directly and exclusively goals for the public welfare in the sense of §§ 52 ff. AO. The organisation acts altruistically. She does not primarily pursue economic purposes. The organisation's members, the management board as well as the advisory board in their specific function are not entitled to services or grants taken from the organisation's means. Nobody is to be granted any privileges by expenses outside the organisation's purpose or by disproportionately high compensations. The organisation's funds are to be used according to the statute's purpose.
§ 3: Membership
- A physical or legal person as well as an association of individuals are eligible to become members.
- The admission of a new member is left to the discretion of the management board. The management board is allowed to invite personalities who particularly supported the statute`s purposes to join the organisation.
- Membership ends:
- In case of death
- If a written 3-month-notice has been given to the management board before the end of the year
- Given an important reason a member can be excluded by the general assembly with a 2/3 majority at the request of the management board. The member in question has a right to be heard before.
§ 4: Financing
- The organisation obtains its financial means through annual dues and donations.
- Every member is obligated to remit his annual dues according to this statute and the order of payment which is submitted by the advisory board and adopted by the organisation`s general assembly. The annual dues are hierarchised depending on their status:
- Physical person
- Legal person
- Association of individuals.
- Besides financial contributions, donations in kind which support the organisation`s purposes can be confided.
The organisation`s organs are
- General assembly
- Management board
- Advisory board.
§ 6: General assembly
- The general assembly is responsible for the organisation`s affairs as far as they are not appointed to the management or advisory board. The general assembly is particularly in charge of the following:
- Election and dismissal of the management board
- Election and dismissal of the advisory board
- Receipt of the activity report by the management board
- Receipt of the cash report
- Support of the management board
- Decisions on annual dues
- Decisions on possible changes to the statute
- Election of two auditors.
- The general assembly is convoked and led by the chairman or vice-chairman. Convocation is undertaken by sending out a written invitation to the organisation`s members which also announces the agenda. The invitation has to be sent out at least three weeks prior to the scheduled date. Proposals and requests to the management board should be submitted in written form at least one week prior to the general assembly.
- The regular general assembly is held once a year, i.e. in the last quarter of the business year. The assembly discusses at least the following agenda items:
- The management board reports about the organisation`s activities during the previous business year
- Presentation of the cash report by the treasurer and the audit report by the auditors for the previous business year
- Decision-making on the support of the management board
- Decision-making on the budget for the following year as submitted by the management board.
- An extraordinary general assembly can be convoked,
- as soon as the management board considers this to be necessary or
- if at least 1/10 of the members demands this in written form, presenting their reasons.
- Every member of the assembly has got one vote. The general assembly decides with a simple majority of votes. Decisions on changes to the statute as well as on a possible liquidation of the organisation require a majority of 3/4 of the participating members. The right to participate and vote can be exercised by an appointed representative who presents an authorisation in writing. The represented member then counts as being present.
- The decisions made by all the member assemblies have to be recorded. The minutes have to be signed by the chairman or vice-chairman.
§ 7: Management board
- The management board (§ 26 BGB) consists of the chairman, the vice-chairman and at least one or a maximum of three additional members. In accordance with the Articles of Association (see § 3) one or more honorary chairmen can belong to the management board. Members of the management board excluding honorary charimen are elected by the general assembly for two years.
- The management board is responsible for all of the organisation`s affairs as far as they are not assigned to another body by statute. The management board is particularly in charge of the following:
- Preparation and convocation of the general assembly as well as setting up the agenda;
- Execution of decisions by the general assembly and the advisory board;
- Preparation of the budget, bookkeeping, setting up the annual accounts;
- Decision on the admission of new members.
- For all matters of great importance the management board should obtain a resolution by the advisory board.
- The management board generally makes its decisions in meetings. The chairman or vice-chairman convokes a meeting as often as necessary. The convocation can be in writing, by telephone or fax. The chairman (or the vice-chairman in case the chairman is prevented) can also reach a decision of the management board if no member contradicts his proposals.
- The management board constitutes a quorum if at least two of its members, among them the chairman or the vice-chairman, take part in the decision making process. The management board decides with a simple majority of votes. At a parity of votes the chairman (or the vice-chairman in case the chairman is absent) makes a final decision.
- All decisions made by the management board have to be recorded. The minutes have to be signed by the chair of the meeting.
§ 8: Advisory board
- The advisory board consists of the organisation`s management board and at least nine additional members. The chairman of the management board (or the vice-chairman in case the chairman is prevented) presides at the meetings.
- The advisory board is elected by the general assembly for two years. The advisory board decides in matters that have been appointed to him by statute, the general assembly or the management board.
- The advisory board generally makes its decisions in meetings. It constitutes a quorum if at least half of its members take part in the decision making process. The advisory board decides with a simple majority of votes. At a parity of votes the chairman (or the vice-chairman in case the chairman is absent) makes a final decision. All decisions made by the advisory board have to be recorded. The minutes have to be signed by the chairman or vice-chairman.
§ 9: Executive director
The management board appoints the executive director, who runs the organisation`s business within certain guidelines that are determined by the management board. The executive director keeps accounts and takes care of monetary affairs. He associates with the organisation`s members, with public authorities and with other organisations.
The executive director attends the organisation`s management and advisory board meetings as well as the general assembly.
§ 10: Representation
The organisation is represented in court and out of court by two members of the management board according to § 26 BGB.
§ 11: Reporting and Auditing
The Management board has to set up its annual accounts and business report within the first half of the business year for the previous business year.
§ 12: Liquidation
- Precondition for the organisation`s liquidation is a resolution with a majority of 3/4 at the general assembly.
- In case the organisation is liquidated, if its capacity to act is withdrawn or in case its non-profit purpose no longer applies, its assets will belong to the Ministerium für Wissenschaft und Kunst, Baden-Württemberg, which is to use them according to the organisation`s purpose.
(Authorisation by the registration office, entry into the register of associations on January 19th, 1989)