§ 1 Name and registered office
The initiative, NelumboArt, existing since 2015, is the basis for the foundation of the association. The association has its seat in Berlin and is registered in the register of associations there. The name of the association is Nelumbo. The logo is a lotus blossom. The colour is old pink to pink.
§ 2 Purpose and tasks
The purpose of the Nelumbo association is to promote the transformation of society through art, positive nature experience and environmental education. It realizes its tasks in particular through:
- the use of art as a medium to draw attention to environmental challenges and transport environmental knowledge,
- the promotion of environmental awareness among art lovers and interested parties,
- to carry out and/or support activities at home and abroad with the aim of enabling positive experiences of nature and promoting motivation to protect nature, in order to increase environmental awareness in the long term,
- the development and dissemination of materials, in the field of environmental education and education for sustainable development at home and abroad, to increase environmental knowledge and thus contribute to raising environmental awareness and promoting solution-oriented sustainable action,
- the implementation of activities (from individual measures to long-term projects) in the field of nature and environmental protection,
- the forwarding of funds to other domestic and foreign non-profit corporations or public corporations with similar purposes within the framework of § 58 No.1 of the German Tax Code.
The association Nelumbo exclusively and directly pursues charitable purposes in terms of the section
“Tax-privileged purposes” of the tax code. It is non-party, non-denominational and is committed to the free democratic basic order of the Basic Law of the Federal Republic of Germany.
The association Nelumbo maintains contact with non-profit corporations or public corporations that pursue the same or similar goals.
The association is selflessly active; it does not primarily pursue its own economic purposes.
§ 3 Financial resources
Any profits and other funds of the association may only be used for the purposes set forth in the statutes. The members do not receive any allowances from the association’s funds.
With reference to § 55 (1) No. 3 AO, no person shall benefit from expenses that are alien to the purpose of the corporation or from disproportionately high remuneration.
The members have no claim to the Association funds.
§ 4 Membership and contributions
The association Nelumbo is composed of
- natural members
- corporate members
- Honorary members
- Corresponding members.
Natural and legal persons as well as unregistered associations can become members.
Full members are natural persons who commit themselves to the payment of the membership fee.
Legal entities can be accepted as corporate members by the executive committee. They undertake to pay a membership fee for corporate members as determined by the general meeting.
Members who are not subject to membership fees are:
- Corresponding members. These are persons who, due to their activity and experience in art and
culture, environmental protection, environmental education and education for sustainable development the association Nelumbo in exchange of ideas. They are appointed by the board.
- Honorary members. He/she is a natural or legal person who is proposed by the acting board of directors for special services to the Nelumbo Association and confirmed by the general meeting.
Every member has the right to actively participate in the implementation of the association’s purposes and to participate in joint to participate in events.
Every natural member has equal voting and election rights. Every natural member has one vote in the general meeting. A proxy may be authorized to exercise the right to vote; the authorization must be issued separately for each meeting.
The annual membership fee is determined by the general meeting and is owed to the Association. The contributions are due on 1 January of the current calendar year. The non-transferable membership rights of the current year shall be suspended as long as the obligation to pay contributions has not been met. A member who does not pay his or her dues despite three reminders will be removed from the membership list.
Every member has the duty to promote the interests of the Association, in particular to pay his or her membership fees on a regular basis and, insofar as he or she is in a position to do so, to support the activities and projects of the Association through his or her cooperation.
A member who behaves in a way that is damaging to the association or violates the aims of the Nelumbo association can be excluded. The general meeting is responsible for this. The person concerned must first be given the opportunity to make a statement. The exclusion is to be notified to it in writing, stating reasons.
The executive committee of the association decides on the written application for admission by letter or e-mail @nelumbocharity. The latter decides on this at its own discretion; a notification of reasons for rejection to the applicant is not required. An appeal to the general meeting is not possible.
Membership becomes effective by written notification of the acceptance decision by letter or e-mail
Membership ends by resignation, which must be notified in writing to the board of directors no later than October 1 to December 31 of the current year, by exclusion, death or dissolution of the Nelumbo Association.
§ 5 Board of Directors
The Management Board consists of:
- the President
- the Vice-President
- the Treasurer
The executive committee is responsible for all matters of the association, in particular
- the convening and preparation of the general meetings including the preparation of the
- the execution of resolutions of the general meeting,
- the management of the Association’s assets and the preparation of the annual report,
- the admission of new members.
According to § 26 BGB (German Civil Code), the Executive Committee consists of the President, the Vice-President and the Treasurer. Two board members represent the association in and out of court.
The board has a quorum if at least half of its members are present.
§ 6 Business year and accounting
The financial year is the calendar year.
The treasurer is responsible for the cash and accounting system.
§ 7 General provisions
All activities in the Nelumbo Association, except those of the staff, are voluntary. The regulation in paragraph 2 remains unaffected. The members of the board may decide, each for his area of responsibility, that
- Expenses of honorary members can be reimbursed in proven amounts,
- honorary members shall receive remuneration in accordance with an expense allowance amounting to tax-free lump-sum allowance for voluntary work, currently regulated in § 3 No. 26a EstG.
A full-time activity of the president is permissible, provided that the members have agreed to this at the time of the election. The approval is valid for one term of office only, or for the remaining term of office.
The executive committee is responsible for the hiring and dismissal of full-time employees of the association.
The Board of Directors may delegate tasks and powers necessary for the management of the current business to a managing director, as far as this is permitted by law and the Articles of Association. Further details are regulated by the contract of employment with the managing director.
Employees of the Nelumbo Association cannot be part of the honorary board. The regulations in paragraph 2 remain unaffected.
Association decisions can also be made in writing or by telephone or video conference, as well as by comparable secure electronic forms of voting, as long as no board member objects to this procedure.
Unless otherwise provided for in these statutes, resolutions and elections are decided by a simple majority of the valid votes cast. Abstentions are considered invalid votes. In the event of a repeated equality of votes, a motion shall be deemed rejected.
The general meeting is responsible for decisions in the following matters:
- Amendments to the statutes,
- Dissolution of the association,
- Appointment of honorary members and exclusion of members from the association,
- the election and dismissal of the members of the Executive Board,
- the receipt of the annual report and the discharge of the executive committee,
- the determination of the admission fee and membership fees,
- Exclusion of members (see §4, point 9),
- Appointment of committees, delegates and auditors.
At least once a year, the executive committee must convene an ordinary general meeting. The meeting shall be convened in writing or by electronic means, giving four weeks’ notice and stating the agenda. The period of notice begins on the day following dispatch.
The agenda is set by the executive committee. In addition, the General Meeting may request an addition to the agenda in writing from the Executive Board. The executive committee decides on the request. The general meeting decides on rejected motions or motions on the agenda that were not submitted until the meeting with a majority of the votes of the members present; this does not apply to motions that involve a change in the statutes, the dissolution of the association or changes in membership fees.
The general meeting has a quorum if at least one quarter of all members of the association are present or represented. Presence is deemed to be present if the association members are connected to the meeting via a two-way direct connection. In the event of the absence of a quorum, the board is obliged to call a second general meeting with the same agenda within four weeks. This meeting is quorate regardless of the number of members present. This must be pointed out in the invitation.
Letters of invitation are to be sent to the last address or e-mail address of the individual member known to the association.
Amendments to the statutes can be decided with a majority of two thirds of the valid votes cast. Abstentions are considered invalid votes. The Board of Directors is entitled to make editorial changes/adjustments to the Articles of Association that become necessary due to possible objections by a registration court or the tax authorities without calling the Representatives’ Meeting, provided that the meaning of the Articles of Association does not change as a result.
The active voting right of the Nelumbo Association according to § 5 is granted to members who have reached the age of 16. The board positions can be exercised from the age of 18. With the termination of membership, all board memberships also end.
Elections and votes are open. The request for secret voting shall be granted if this is requested by at least one third of the representatives entitled to vote present.
Elections shall be by collective vote; however, individual votes may be decided upon. Absent members may also exercise their voting rights by postal vote or by comparable secure electronic voting methods.
The term of office is four years. Re-election is permissible. The term of office shall be extended by a maximum of six months if new elections could not be held earlier or no successor could be found. Elections in the General Assembly preceding the expiry of the term of office of the members of the Executive Board are permissible.
Minutes (minutes) must be taken of all meetings, assemblies and resolutions, which are to be signed by the respective chairperson of the meeting and a minute-taker appointed by her.
As far as these statutes do not contain special provisions, the regulations of §§ 21-79 BGB apply.
§ 8 Dissolution
The general meeting decides on the dissolution of the Nelumbo association by secret ballot with
Three quarters majority of the votes.
In case of dissolution or cancellation of the association or in case of loss of tax-privileged purposes, its assets will be transferred to a legal person under public law or to another tax-privileged body for the purpose of use for the promotion of art and culture and the promotion of environmental protection.