Articles of Association of The Safe Zone
Preamble
The Safe Zone is a non-profit organization that uses digital and immersive technologies to:
a) Provide safe virtual spaces for people with various mental health challenges to share and help each other and themselves,
b) provide helpers, mentors, coaches and therapists with the possibility of a digital workplace by providing relevant support to the groups of people described under a).
The members of The Safe Zone aim to establish the first virtual immersive self-help group for mental health, which promotes the exchange of information between those affected and with coaches, medical experts and researchers. The founders of The Safe Zone expect this to have a positive impact on the individuals themselves, their families, society and the economy.
To achieve this, support is needed, which is collected from an extended circle of members, sponsors, charitable donors and benefactors as well as other supports.
1 Name, registered office, registration, financial year, association language, communication
- The association bears the name The Safe Zone
- It has its registered office in Munich.
- It is to be entered in the register of associations.
- The financial year is the calendar year.
- The language of the association is German and English. The Articles of Association is to be published in German and English; in cases of dispute, the German text is binding. Communication with German authorities can only take place in English with the consent of the respective authorities.
- Where these Articles of Association refer to written communication, this shall also include communication by e-mail; where they refer to meetings, this shall also include meetings based on the use of electronic means of communication, unless otherwise specified.
2 Purpose
- The association pursues exclusively and directly charitable purposes within the meaning of the section “Tax-privileged purposes” of the German Tax Code (§§ 51 ff) in the currently valid version.
- The purpose of the association is:
- The promotion of youth and elderly care, in particular the improvement of the mental health of young people and senior citizens.
- The promotion of public health, in particular digital solutions for better access to psychological support and mental health services.
- The promotion of help for neurodivergent people.
- Promoting multi-generational mindset and tolerance in all areas of inclusion, culture and equality.
- The purpose of the Articles of Association is realized in particular:
- Through the establishment and expansion of safe digital spaces for low-threshold access for young people and senior citizens as support against being alone and to promote increased exchange and mutual acceptance or support.
- In addition, the association is committed to the establishment of self-help groups and therapeutic services in order to simplify and accelerate access to help for mentally impaired groups of people.
- The purpose of the statutes is also fulfilled through suitable measures to increase the exchange between people from different cultures and neurodivergent people.
- In addition, the creation and preparation of scientific studies and publications is carried out.
3 Non-profit status
- The association is selflessly active; it does not primarily pursue its own economic purposes.
- Funds of the association may only be used for the purposes set out in the Articles of Association. In their capacity as members, the members of the association shall not receive any benefits from the association’s funds.
- Members may not receive any shares of the association’s assets upon their resignation or upon the dissolution and annulment of the association.
- No person may benefit from expenses that are alien to the purpose of the association or from disproportionately high remuneration.
4 Membership
- Any natural person over the age of 18 as well as legal entities who are willing to support the objectives of the association may become a member of the association.
- The association has the following members
- Ordinary members
- Supporting members
- Only ordinary members have the right to vote and can be elected to association offices. The Executive Board decides on admission. In case of minors, the application for membership must be submitted by the legal representative(s). Page 3 of 5 Supporting membership is intended to give interested parties who do not wish to volunteer in the association opportunity to support the association financially without further obligations.
- Membership must be applied for in writing. Applications can also be made by email or using the relevant forms on the association’s website.
- The Board of Directors decides on admission.
- If a member has seriously violated the objectives and interests of the association or remains in arrears with the membership fee for one year despite a reminder, they may be expelled with immediate effect. The General Meeting shall decide on the expulsion. The member must be given the opportunity to justify the decision or make a statement before the decision is made. An appeal against the exclusion decision may be lodged within a period of four weeks after notification of the exclusion, on which the next General Meeting shall decide.
- The resignation of a member is made by written declaration to the Executive Board with a notice period of 4 weeks. It is implemented at the end of the calendar year.
- Membership ends upon resignation, expulsion or death or, in the case of legal entities, upon their termination. The resigned or expelled member has no claim to the Association’s assets.
5 Membership fees
- Members are charged an annual membership fee.
- A simple majority of the voting members present at the general meeting is required to determine the amount and due date of the membership fee.
- Details of the type, amount and due date of the contributions are regulated in a contribution regulation, which the general meeting decides by a simple majority on the proposal of the Executive board.
6 Bodies of the Association
The bodies of the Association are:
- the General Meeting and
- the Executive Board.
An advisory board can also be set up as an additional body.
7 General Meeting
- The General Meeting is the supreme body of the association. Its tasks include, in particular, the election and removal of the Executive Board, discharging of the Executive Board, acceptance of the reports of the Executive Board, electing the cash auditors, election of a (possible) Advisory Board, setting contributions and their due dates, resolutions on changes to the Articles of Association, resolutions on the dissolution of the Association, decisions on the exclusion of members in cases of appeal and other tasks, insofar as these arise from the Articles of Association or by law.
- The annual General Meeting shall take place once a year.
- An extraordinary General Meeting shall be convened if the interests of the Association so require or if at least 1/4 of the members request such a meeting in writing, stating the purpose and reasons.
- The General Meeting shall be convened in writing by the Chairman of the Executive Board with a notice period of at least two weeks and simultaneous announcement of the agenda. The period begins on the day following the dispatch of the invitation letter. The date of dispatch of the email/letter shall apply. An invitation is deemed to have been received by a member if it is sent to the last address provided in writing by this member of the association.
- The General Meeting may decide, if necessary and taking into account the budgetary situation, that offices in the association and its bodies may be exercised for remuneration on the basis of a service contract or against payment of a lump-sum expense allowance.
- Every general meeting convened in accordance with the Articles of Association is recognized as having a quorum regardless of the number of members present. Each member has one vote. Participation is possible either in person or via electronic media.
- Resolutions of the General Meeting are passed by a simple majority of the votes cast. In the event of a tie, a motion is deemed to have been rejected. Abstentions are counted as no votes.
- A secretary must be elected at the beginning of the General Meeting. Minutes must be taken of the resolutions of the General Meeting and signed by the secretary.
8 Executive Board
- The entire Executive Board consists of at least 3 members (1st Chairman, 2nd Chairman, Chief Financial Officer) and a maximum of 5 members. It represents the association in and out of court. Two members of the Executive Board are authorized to represent the association jointly.
- The Executive Board shall adopt its own rules of procedure. They are valid from the date of the resolution, but must be confirmed by the following General Meeting.
- The Executive Board is elected by the General Meeting for a term of two years. Members of the Executive Board may be re-elected. The Executive Board remains in office until the new Executive Board is appointed.
- The Chairperson is appointed by the General Meeting in a special ballot.
- Board meetings shall take place at least twice a year. The Chairman of the Executive Board shall issue invitations to Board meetings in writing, giving at least 14 days’ notice. Board meetings may also be held by telephone or video conference.
- The Executive Board passes its resolutions by a simple majority. In the event of a tie, a motion is deemed to have been rejected. Board meetings are quorate if at least three Board members are present. The resolutions of the Executive Board must be recorded in writing.
- A member of the Executive Board may be represented by another member of the Executive Board. Voting rights are transferred electronically or in writing by proxy.
- A member of the Executive Board may resign at any time by notifying the other members of the Executive Board of this resignation in writing. Acceptance of such a resignation is not required for it to take effect. The Executive Board may fill vacant positions. New members of the Executive Board must stand for election at the next General Meeting.
9 Amendments to the Articles of Association
- A majority of 2/3 of the members present at a General Meeting is required to change the Articles of Association.
- Amendments to the articles of association can only be voted on at a General Meeting if this item on the agenda has already been referred to in the invitation to a General Meeting and both the previous and the proposed new text of the articles of association have been attached to the invitation.
- Amendments to the Articles of Association that are required by supervisory, judicial or financial authorities for formal reasons may be made by the Executive Board on its own initiative. All members of the association must be notified of these amendments to the articles of association in writing as soon as possible.
10 Data protection
- Contact details, bank details and other data are collected from members as part of membership administration, insofar as these appear useful for the purposes of the association and the member has consented to the storage of this data. This data is processed and stored as part of the membership. The membership data will be permanently deleted 3 months after the membership expires.
- Furthermore, the association only publishes the data of its members internally and externally only in accordance with the corresponding resolutions of the general meeting and excludes the data of members who have not expressly consented to publication.
11 Dissolution of the association and asset commitment
- A 3/4 majority of the members present at the general meeting is required for the resolution to dissolve the association. The resolution can only be passed after timely announcement in the invitation to the general meeting.
- In the event of dissolution of the association or discontinuation of tax-privileged purposes, the assets shall be transferred to the organization YesWeCancer gGmbH, which shall use them directly and exclusively for charitable purposes.