Rano & Huutch help for animals
Articles of Association
1. General Provision
Art. 1 Name, Headquarters, Foundation
Under the name “Rano & Huutch help for animals”, a non-profit association in the sense of Art. 60ff of the Swiss Civil Code exists with its registered office in Neuenhof.
The association is politically and religiously neutral. It was founded on 31 March 2021 and is registered in the commercial register.
Art. 2 Purpose
The purpose of the association is the financial, idealistic and direct support of animals, in particular dogs and farm animals at home and abroad. It can help directly or support other non-profit organisations. It promotes public understanding for animals, in particular for dogs and farm animals.
Art. 3 Active membership
Active members of the Association may become natural persons and legal entities under public and private law.
Membership is acquired through the declaration of membership, payment of the membership fee and acceptance by the Board of Directors.
Active members undertake to pay the annual membership fee for active members.
Membership shall be terminated by death, dissolution of a legal entity, resignation or exclusion. The fact that an active member has not paid the membership fee for two years shall be considered as a declaration of resignation.
An active member may be expelled from the Association by resolution of the General Assembly at the request of the Executive Committee.
Active as well as expelled members have no claim to the association’s assets..
Active members are expected to actively participate in the activities of the association..
Art. 4 Passive membership
Passive members of the Association may become natural persons and legal entities under public and private law.
Passive membership is acquired through the declaration of membership and the payment of the annual membership fee for passive members..
Passive members undertake to pay the annual membership fee for passive members.
Membership shall be terminated by death, dissolution of a legal entity or resignation. The fact that a passive member has not paid the membership fee for two years shall be considered as a declaration of resignation.
Passive members have no claim on the Association’s assets.
Art. 5 Honorary membership
Persons who have rendered outstanding services to the Association may be appointed honorary members by the General Meeting.
Honorary members do not pay membership fees.
Art. 6 Active members duties
The active members undertake to support the fulfilment of the purpose of the association through active cooperation. All activities for the association are voluntary and without compensation..
Art. 7 Associations organs
Organs of the association are:
- General Assembly
- The Board of directors
- The Inspection body
Art. 8 Status, composition
The General Assembly is the supreme body of the Association. All active members are entitled to attend.
Art. 9 Convening
The ordinary general meeting shall take place once a year in the second quarter.
Extraordinary General Meetings shall be convened if the Executive Committee so decides or if one fifth of the Active Members so request, stating the reason.
The meeting shall be convened in writing or digitally, stating the agenda, as a rule at least fourteen days before the date of the meeting..
Art. 10 Duties and powers
The General Assembly shall have the following duties and powers:
- Election of the Board of Directors, the President of the Association and two Auditors for a term of four years.
- Adoption of resolutions on the annual accounts.
- To accept the annual report of the Executive Committee.
- To determine the membership fees for active and passive members and the joining fee for active members.
- To pass resolutions on the budget.
- To decide on the powers of the Executive Committee.
- To decide on other business of the Association presented by the Executive Committee.
- Adoption of resolutions on motions from members of the Association, provided that these motions have been submitted to the Executive Committee in writing at least 14 days before the date of the meeting, stating the reasons.
- Appointment of honorary members
- Exclusion of active members
- Enactment and amendment of the Articles of Association
- Dissolution of the association
Art. 11 Voting rights, quorum
Each active member has one vote. Proxy voting is not permitted. Elections and votes shall be open and by a simple majority. In the event of a tie, the Chairperson shall have the casting vote.
The General Meeting shall constitute a quorum regardless of the number of active members present if it has been duly convened.
The general meeting can also be held online.
Board of Directors
Art. 12 Status and composition
The Executive Committee consists of three to five members. It is the executive body of the association and represents it internally and externally.
Art. 13 Convening
The Executive Committee shall be convened by the President as often as business requires or when two members of the Executive Committee request a meeting.
Art. 14 Duties and powers
- Appointments to the Vice-Presidency, the Actuarial Office and the Accounting Department
- Preparation, convening and holding of the General Assembly and execution of the resolutions adopted therein..
- Admit new members and maintain lists of active and passive members.
- Adoption of resolutions on non-budgeted expenditures within the competence sum of the Executive Board per year
- Management of the assets of the Association
- Regulation of the authority to sign
- To take care of all other business of the Association, insofar as this does not fall within the competence of another organ..
Board meetings can also be held online.
Art. 15 Voting rights, passing of resolutions
The Executive Board shall constitute a quorum if at least three of its members are present.
Each member shall have one vote. In the event of a tie, the Chairperson shall have the casting vote..
Art. 16 Composition, duties
The Board of Control shall consist of two active or passive members.
The Auditors shall audit the annual accounts of the Association. It shall carry out at least one audit annually and shall report to the General Assembly on the accounts and propose the discharge of the Board.
Art. 17 Funds raising
The funds required to fulfil the purpose of the Association shall be raised as follows:
- Through the annual membership fees of the active and passive members
- Through the joining fees of the active members
- Through donations and contributions from private individuals, companies and public corporations
- Through income from association activities
- Through return on assets
Art. 18 Non-profit status
The association does not intend to make profits that can be freely disposed of.
The accounting surpluses are to be used directly for the fulfilment of the purpose of the Association or are to be set aside.
Art. 19 Haftung
The Association’s assets shall be exclusively liable for the Association’s liabilities. The members of the Association shall be exempt from any personal liability.
5. Miscellaneous regulations
Art. 20 Minutes
Minutes shall be kept of the General Meetings and the meetings of the Executive Committee.
Art. 21 Amendment of the Articles of Association
These Articles of Association may be amended by resolution of the General Assembly.
The business ‘Amendment of the Articles of Association’ shall be displayed on the agenda.
An amendment to the Articles of Association shall be deemed to have been adopted if it is approved by a majority of two thirds of the active members present.
Art. 22 Dissolution of the association
The agenda item ‘Dissolution of the Association’ shall be included in the agenda.
The dissolution of the Association shall be deemed to have been decided by a majority of two thirds of the active members present.
In the event of dissolution of the Association, the profits and capital shall be donated to another non-profit and tax-exempt organisation for the support of animals.
The selection of this organisation shall be made by the Board.
Art. 23 Entry into force of the Articles of Association
These Articles of Association were adopted at the founding meeting on 31 March 2021.
They shall enter into force on the same day.
Neuenhof, 31 March 2021
Angela Gredig Giovanni Giordano Viktor Stutz