Project Description

version of 7.4.2020 V1.5

§1 Name and domicile of the association

  1. the association carries the name „MAKESHIFT Aid Association“

and only pursues charitable and non-profit purposes. Its work extends to Austria, the EU and international assignments.

  1. The domicile of the association is Kufstein, Austria.

§2 Purpose and tasks of the association

The association, whose activity is not geared towards profit, aims to establish and operate a help network for people in need. It focuses on people in need and the prevention of future emergency & special situations.

Documentation, maintenance and dissemination of design issues in society such as crisis-proof forms of organization and modern communication tools for knowledge transfer and exchange in networks are the essential tools.

The association is independent of parties and religions.

§3 Means to achieve the purpose of the association

The necessary material resources should be raised through:

  1. Membership fees
  2. Donations, subsidies, grants, collections, legacies and other donations (sponsorship income)
  3. Income from events and association activities
  4. Revenue from rental of advertising space and deposits
  5. Holding a flea market
  6. Funding contributions (through various marketing campaigns)
  7. Donations of any kind

All funding and implementation measures comply with legal requirements and any emergency ordinances and protective measures, because the association regards the common good and the well-being of the individual as highest goals of a society.

§4 Use of funds

The funds of the association may only be used for the purposes stated in the statutes. The donations are used for people and families in need.

§5 Types of membership

The members of the association are divided into ordinary, supporting and extraordinary members as well as honorary members. Ordinary members are those who fully participate in the association’s work, they have the active and passive right to vote.

Supporting members support the association with cash based donations or donations of any kind.

Extraordinary members are those who promote the association’s activities primarily through expertise and access to the resources required.

Persons who have rendered special services to the association can be appointed honorary members.

§6 Acquisition of membership

Ordinary and supporting members of the association can be any person of male, female or diverse gender, who agree to the goals and principles of the association.
Other legal entities are also occasionally permitted for project funding and as subject-related sponsors.

The board decides on the admission of ordinary and extraordinary members. The acquisition can be refused without giving reasons.

The general assembly appoints the honorary members at the request of the board.

Before the association is constituted, the founders temporarily admit being members. This membership only becomes effective when the association is established.

§7 Termination of membership

Membership expires upon death, in the case of legal entities through loss of legal personality, through voluntary resignation and through exclusion.

Voluntary resignation can take place at any time. However, it only becomes effective at the end of the current calendar year and after written notification to the Board of Directors. The written deregistration must reach the chairman in writing by October 1st. If the notification is delayed, the withdrawal will not take effect until the next withdrawal date. The date of posting is decisive for timeliness. The obligation to pay membership fees only expires when the resignation becomes effective. Accruing membership fees are to be paid in full and cannot be partially reclaimed.

§8 Exclusion provisions

The board can exclude a member if the member does not adhere to the statutes of the association. The board can also exclude a member from the association due to gross violation of other membership obligations and dishonorable behavior.

Failure to pay the membership fee for more than a year is in any case a gross violation of membership obligations.

The person affected by the exclusion will be informed in writing and he has the right to notify the next General Assembly in writing within 30 days of receiving the notification. After this period or decision within the meaning of the exclusion decision has passed, the decision comes into force. A written appeal against the decision of the general assembly can be made to the regional association within one month, which makes the final decision.

The member’s rights of the member concerned remain pending until the decision of the arbitral tribunal (see §17).

§9 Rights and duties of members

Ordinary members are entitled to participate in all events of the association and to use the facilities of the association.

Only ordinary members and honorary members who have reached the age of 16 are entitled to vote in the General Assembly as well as the active and passive right to vote. The members are obliged to promote the interests of the association to the best of their ability and to refrain from doing anything which could impair the reputation and the purpose of the association.

The members must observe the association’s statutes and the decisions of the association’s organs.

Furthermore, they are obliged to pay the membership fee on time in the amount decided by the General Assembly.

Honorary members are exempt from paying a membership fee.

Upon request, each member of the association must be given a copy of the association’s statutes by the board. Any costs incurred are to be borne by the member of the association.
In addition, the association members have the rights granted to them by law.

§10 Association organs

The organs of the association are the general assembly, the board, the auditors and the arbitral tribunal.

§11 General assembly

The ordinary general assembly takes place annually in the first half of the year. An extraordinary general assembly has to take place within four weeks by decision of the board of directors, the ordinary general assembly or on a reasoned written request from at least one tenth of the members entitled to vote or at the request of the auditor; All members are eligible to participate, but only ordinary members who have reached the age of 16 and who have not been deprived of their voting rights by the General Assembly due to neglect of club duties, as well as honorary members.

Each member has one vote.

Legal entities are represented by a proxy.

The transfer of voting rights to another member by means of a written authorization is permitted.

General meetings are convened by the Executive Board, stating the agenda. The convocation must take place no later than three weeks before the date of the General Assembly.

Proposals and agenda items for the General Assembly must be submitted to the Executive Board in writing at least two weeks before the date of the General Assembly. The General Assembly has a quorum in the presence of half of all voting members or their representatives.

If the General Assembly is not quorate, it must still be held after 30 minutes, whereby the quorum is given regardless of the number of members present.

Valid resolutions – with the exception of those relating to an application to convene an extraordinary general assembly – can only be passed on agenda items.

The elections and resolutions in the General Assembly are held by a simple majority of the valid votes cast.

Abstentions are considered invalid votes.

Resolutions to change the statutes or to dissolve the association require a qualified majority of 2/3 of the valid votes cast.

It is only possible to deselect an incumbent board member if a new board member is elected at the same time.

The chairman of the general assembly is chaired by the chairman, whose prevention is prevented by his deputy. If this person is also prevented from attending, the oldest member of the Board of Directors present presides.

An extraordinary general assembly is to be called within four weeks of the request if this is requested by at least one tenth of the full members or the auditors, stating the desired agenda. Otherwise, the provisions for convening ordinary general meetings apply.

§12 Tasks of the general assembly

The following tasks are reserved for the General Assembly:

  1. Acceptance, discussion and approval of the accountability report and the clearance of accounts.
  2. Resolution on the estimate.
  3. Appointment and removal of the members of the board and the auditors.
  4. Setting the amount of membership fees and membership fees.
  5. Awarding and withdrawing honorary membership.
  6. Discharge of the board.
  7. Resolution on changes to the statutes or the rules of procedure and the voluntary dissolution of the association.

§13 Board

The board consists of:

  1. The chairman|chairwoman and his|her deputy
  2. The secretary
  3. The cashier
  4. The other elected persons as “working board member”
    with explicit resort allocation

The board is appointed for a term of five years; in any case, it lasts until the election of a new board. Reelection is possible.

In addition to the death and expiry of the term of office, the function of a member of the Board of Directors expires through removal and resignation.

The general assembly can remove the entire board or individual members at any time. The removal takes effect with the appointment of the new board or board member.

The members of the board of directors can declare their resignation to the board of directors at any time, or to the general assembly if the entire board of directors resigns.

The resignation only becomes effective with the election or co-opting of a successor.

The Board of Directors is elected by the General Assembly and is responsible for its work to the General Assembly.

When an elected member leaves the board, the board has the right to co-opt another elected member in its place, for which subsequent approval must be obtained at the next general assembly.

If the board of directors fails at all or for an unpredictably long period of time without co-opting, each auditor is obliged to immediately convene an extraordinary general meeting for the purpose of re-electing a board.

If the auditors are also unable to act or do not exist, every full member who recognizes the emergency situation must immediately apply for the appointment of a curator at the competent court, which must immediately convene an extraordinary general assembly.

The board has a quorum when all of its members have been invited and at least half of them are present. The board is convened by the chairman|chairwoman, in his|her prevention by his|her deputy.

The board decides with a simple majority of votes; in the event of a tie, the vote of the chairman|chairwoman is decisive. The chairman is chairing the board, if prevented then its chaired by the deputy. If this person is also prevented, the chair is the responsibility of the oldest member of the Board of Directors present.

§14 Tasks of the board

The board is responsible for the management of the association. It is responsible for all tasks that are not assigned to another body by the statutes.

In particular, the area of ​​responsibility of the Executive Board comprises the following agendas:

  1. Management of the day-to-day business of the association within the guidelines laid down by the general assembly
  2. Preparation of the general assembly.
  3. Convocation of ordinary and extraordinary general meetings.
  4. Dedicated management of the association’s assets.
  5. Admission and exclusion of club members.
  6. The initiation and approval of specialist committees that can be formed to support the board
  7. Make necessary co-option
  8. Preparation of the annual budget, drafting and publication of the accountability report and the accounts
  9. Appointment or dismissal of the members of the secretariat and any other employees of the association

§15 Special duties of individual board members

The chairman|chairwoman is responsible for the management and representation of the association vis-à-vis the authorities and third parties. Written copies of the association require the signatures of the chairman|chairwoman and the secretary, and in money matters of the chairman|chairwoman and the Cashier.

He | She chairs the board and the general assembly. In the event of imminent danger, the chairperson is entitled to independently issue instructions, even under matters that fall within the sphere of influence of the general assembly or the executive board; however, these require subsequent approval by the responsible association body.

The secretary supports the chairman|chairwoman in the management of the association’s business, particularly with regard to incoming or outgoing documents and documents from the association, and takes care of the business of the association’s archive.

The cashier takes care of the proper financial management and is responsible to the association.

In the event of being prevented, the respective deputies will take their place.

The two auditors are elected by the General Assembly for two years. Reelection is possible; however, they may not be board members at the same time.

The auditors are responsible for the ongoing business control and the review of the accounts. You have to report to the General Assembly on the result of the review. The ongoing business control must be carried out at least once a year regardless of the closing of the accounts.

Legal transactions between auditors and association require the approval of the General Assembly. For the rest, the provisions of § 11 paragraphs 6 to 8 apply to the auditors.

§16 Advisory Board

So-called advisory board members can be convened by the board to ensure expertise coverage in a wide variety of specialist areas.

This is done by personal invitation and written acceptance of the advisory board position by the invited person.
The following conditions apply to the establishment of an advisory board function and the maintenance of this function:

The member of the advisory board undertakes to promote the interests of the association to the best of its ability and to refrain from doing anything which could impair the reputation and the purpose of the association.

The advisory board member must observe the association’s statutes and the decisions of the association’s organs.

An advisory board member appointed by the board receives special information rights in the course of the function award.

In particular, the board is encouraged to provide brief monthly information on the specified specialist area of ​​the advisory board.

This “monthly reporting” forms the basis for the mutual, technical coordination between the board and the advisory board.

On the basis of the reporting provided, the advisory board member is available at least once a month for a personal vote – generally, a jointly scheduled hour should be sufficient here.

The advisory board function can also be temporarily suspended.
For this it is sufficient that the Management Board does not prepare and deliver monthly reports because there may be no association activities for the department and there is no need for information / coordination and the advisory board will be informed about this situation.

The advisory board member can in turn proactively register the need for voting, so that there is no dormant advisory board function.

The adviser can also register a dormant situation on his own initiative.
An informal notification is sufficient for this.
Alternatively, a substitute or a successor can also be named.

An end of the advisory board function is possible at any time from both sides without further justification and does not require any formal association votes beyond the board. In these cases, the board only has to take note of the termination, to record it and to inform the advisory board member of the termination.

§17 Arbitral tribunal

To arbitrate disputes within the association, an arbitration tribunal must be formed in which each party in dispute sends two representatives.

This must be made known in writing within 14 days.
The date of the postmark is decisive.

Another person will be sent by majority of the board of directors within a further 14 days and appointed chair of the arbitration board.

With equality of votes among those proposed lots.

The members of the arbitration board may not belong to any body – with the exception of the General Assembly – whose activity is the subject of the dispute.

It is a “conciliation body” within the meaning of the Association Act 2002 and not an arbitral tribunal according to §§ 577 ZPO.

The arbitration board is made up of five members.

The arbitration board makes its decision after mutual hearing in the presence of all its members with a simple majority.

It decides to the best of its knowledge and belief.

The decisions made are final within the association.

§18 Dissolution of the association

The voluntary dissolution of the association can only be decided in an extraordinary general assembly called for this purpose and only with 3/4 majority of the valid members’ votes cast.

In the event of dissolution or in the event that the previous beneficiary purpose of the association ceases to exist, this general assembly – if association assets are available – must also decide on the liquidation of the assets.

In particular, it must appoint a handler and take a decision on who to transfer the remaining club assets after the liabilities have been covered.

As far as possible, these assets should go to an organization that pursues the same or similar purposes as this association, otherwise for the purpose of social welfare.

The last association board must notify the responsible association authority in writing of the voluntary dissolution within four weeks of the resolution.