1. name and registered office
1.1 Under the name “We care” Association, a politically and denominationally neutral association within the meaning of Art. 60 et seq. ZGB (hereinafter: “Association”).
1.2 The registered office of the association is in 8703 Erlenbach/ZH.
2. purpose
“We care” Association supports poor and needy people worldwide to help them lead a dignified life. Support is provided by granting financial contributions to natural persons and institutions that provide aid to the beneficiaries directly on site wherever possible. These persons guarantee that the contributions are used for the intended purpose.
Preference is given to projects that offer help for self-help.
“We care” Association organizes events and campaigns to raise funds and other resources to support the purpose of the association. The association does not pursue any commercial purposes and does not aim to make a profit. Any surpluses must be used for charitable tasks within the scope of the association’s purpose. The association may participate in other organizations, programs or events with the same purpose.
3. membership
3.1 Membership of the “We care” Association is open to all natural and legal persons who recognize and are prepared to promote the purpose of the Association.
3.2 Membership of the “We care” Association is acquired by a resolution of the Board of Directors. The admission of members is the responsibility of the Board of Directors. The Board of Directors may reject an application for membership without giving reasons.
3.3 Membership expires upon resignation, death, exclusion or dissolution of the association.
3.4 Any member may resign from the association in writing at any time at the end of the financial year.
3.5 The President may expel any member at any time for good cause. Important reasons include, in particular, dishonorable conduct on the part of a member or conduct contrary to the interests of the “We care” Association. The decision of the Board of Directors is generally only made after hearing the member, is communicated to the member in writing and is effective immediately. Expulsion is automatic if the membership fee has not been paid and two reminders have been unsuccessful. There is no possibility of appeal.
3.7 Membership is neither alienable nor inheritable.
4. organs
The bodies of the association are
- The General Meeting
- The Executive Board
- The inspection body
5 The General Meeting
5.1 The General Assembly is the supreme body of the association and represents all members. The powers of the General Meeting include in particular
- Determination and amendment of the Articles of Association
- Election of the President and the other members of the Board of Directors
- Election of the auditors
- Approval of the annual financial statements and the annual report
- Determination of membership fees
- Dissolution of the association
5.2 The Annual General Meeting takes place every year within six months of the end of the association year. The association year corresponds to the calendar year. Once the audited financial statements and the annual report are available, the ordinary General Meeting is convened by the Board of Directors at least 20 days in advance, stating the agenda items to be discussed (by direct invitation to the members).
The President chairs the General Meeting.
Motions for the annual general meeting must be submitted in writing to the Board of Directors at least 10 days before the general meeting and included in the agenda.
Resolutions at the General Meeting are passed by open vote with a simple majority. Voting shall only be by secret ballot if this is expressly requested by a majority of the members present. Proxy voting is not permitted.
5.3 An Extraordinary General Meeting must be convened at the decision of the Board of Directors, at the request of at least a quarter of all members or at the request of the auditors. The invitation must be issued ten days before the meeting.
6 The Executive Board
6.1 The Executive Board consists of two to five members. The Board of Directors works on a voluntary basis and receives no compensation for its activities. It constitutes itself.
6.2 The Management Board is composed of:
- President
- Treasurer/Secretary
Accumulation of offices is permitted.
6.3 The Executive Board conducts all Association business that is not reserved for the General Meeting or other bodies. It deals with all matters that are not assigned to the General Assembly or another body. The Board of Directors manages the day-to-day business and represents the association externally.
6.4 The Board of Directors is authorized to delegate the management of the company in whole or in part to individual members or to third parties. In this case, the Executive Board shall exercise supervision.
6.5 The Board of Directors is quorate if at least two members are present. All Board members present have equal voting rights. In the event of a tie, the Chairman has the casting vote.
6.6 The Board of Directors is convened at the request of the Chairman or at the request of a member of the Board of Directors.
6.7 If members of the Board of Directors resign during their term of office, the Board of Directors shall replace itself and the corresponding election must be submitted to the next General Meeting for confirmation.
7. the control body
The General Meeting elects an external auditor each year. This audits the Association’s accounts and annual financial statements and submits a report and proposal to the Board of Directors for the attention of the General Meeting
8. financial matters
The association is financed by:
- Annual membership fees, which are set annually by the General Meeting
- Donations, gifts and bequests/legacies
- Events and activities of the association
Only the Association’s assets are liable for the Association’s liabilities. Any personal liability of individual members for obligations of the Association over and above the annual membership fee is excluded.
9th amendment to the Articles of Association
These Articles of Association may be amended if more than half of the members present approve the proposed amendment.
10. dissolution of the association
The dissolution of the association can be decided by a qualified majority of two thirds of the members present. The association’s assets are transferred to organizations with the same or similar purpose that are also tax-exempt. The distribution of funds to members is excluded.
11 Entry into force
These Articles of Association were adopted at the founding meeting on 12.09.2016 and came into force on this date.
