By-Laws

Article 11

The Board

(1)The Presidium consists of: President, Secretary, Treasurer, Secretary for Members – Affairs, Past-President of the last term of the association

(2)The members of the Board are elected for a four-year term but may be in office for 12 years but in different positions

(3) The board is elected by the general assembly. In the event of resignation of an elected member, the Board has the right to co-opt in its place another eligible member, which requires the subsequent approval of the next General Assembly. If the Executive Board fails to self-supplement by co-opting at all or for an unpredictably long time, then each auditor is obliged to convene without delay an Extraordinary General Meeting for the purpose of electing a new Executive Board member. Should the auditors also be incapacitated for action, every ordinary member who recognizes the emergency situation must immediately apply for the appointment of a curator to the competent court, who must immediately convene an extraordinary general meeting.

The Board of Directors shall be convened by the President, in writing or verbally, in the absence of his / her Deputy. If this too is prevented for an unpredictably long time, any other member of the Management Board may call the Executive Board.

(4) The Board of Directors passes its resolutions by a simple majority of votes; in case of a tie, the vote of the chairperson determines the balance.

(5) The Board has a quorum, regardless of the number of the fellow Members present.

(6) The Chair is held by the President. If he / she is unable to do so, the chair is held by his / her / Deputy. If this is also prevented, the chairmanship is incumbent on the member of the Executive Board or member of the Executive Board who is the oldest member of the Executive Board.

(7)Apart from death and expiry of the term of office (section 3), the function of a member of the Executive Board expires by means of dismissal (section 9) and resignation (section 10).

(8)The General Assembly may at any time withdraw the entire Board or any of its members. The removal takes effect with the appointment of the new Executive Board member or Executive Board member.

(9)The members of the Management Board can at any time declare their resignation in writing. The declaration of resignation is to be directed to the Executive Board, in the event of the resignation of the entire Executive Board to the General Meeting. The resignation becomes effective only with election or co-opting (paragraph 2) of a successor.

Article 12

Tasks of the Board

The board is responsible for the management of the association. It is the “governing body” within the meaning of the Association Act 2002 of Austria. It is assigned all tasks that are not assigned to another association organ by the statutes. Its area of ​​responsibility includes in particular the following matters:

 

(1)Establishment of an accounting system conforming to the requirements of the association with a regular record of income / expenditure and the maintenance of a list of assets as a minimum requirement;

(2) Preparation of the annual budget, the annual report and the clearance of accounts;

(3)Preparation and convening of the General Meeting in the cases of § 9 of these statutes;

(4)Informing the members about the activities of the association and the audited accounts.

(5)Administration of the association’s assets;

(6)Admission and exclusion of ordinary full members, associate members and extraordinary members

(7) Admission and termination of employees of the association.

(8) Defining the contribution for the annual membership

Article 13

Special Obligations of Individual Members of the Management Board

(1)The President leads the running of business of the association. The Secretary assists the President in the running of the association business.

(2)The President represents the association externally. Writings of the association

must be signed by the President and the Secretary, in monetary matters (asset dispositions) by the President , the Treasurer and the Secretary.

Legal transactions between members of the Executive Board and the Association require the approval of another member of the Executive Board.

(3)Legal proxy authorizations to represent the association to the outside or to sign for it can only be granted by the members of the management board mentioned in (2)

(4)In case of imminent danger, the President is entitled to make independent orders under his own responsibility, including in matters within the scope of the General Assembly or the Executive Board; in the internal relationship, however, these require the subsequent approval of the competent association body.

(5)The President presides over the General Assembly and the Board.

(6)The Secretary keeps the minutes of the General Assembly and of the Executive Board.

(7)The Treasurer is responsible for the proper financial management of the association.

(8) In the case of unavailability, a substitute chosen by the president will replace the president , treasurer or secretary.