I.Basics

 

 

Art. 1 Name and registered office

 

Under the name of

 

Dove of Peace for Ukraine

 

there is an association based in Kriens for an unlimited period of time in accordance with the present statutes and the provisions of Article 60 et seq. of the Swiss Civil Code (ZGB).

 

 

Art. 2 Purpose

 

1 The purpose of the Association is to provide financial, material, social, legal etc. (any kind of assistance which may be required) assistance to persons in need on the territory of the Ukraine and abroad. The Association may also provide financial, material, social, legal etc. assistance of all kinds to refugees and other persons in need. Furthermore, the Association can provide financing and material support of measures aimed at protecting democracy and human rights in Ukraine. For this purpose, the Association may, in particular, collect, import, export, distribute and administer donations and support of all kinds. 

 

2 The association can do all business and conclude contracts that are suitable for promoting its purpose or that are related to it. He can set up branches and agencies at home and abroad, participate in companies and acquire, manage and sell real estate. He may develop, acquire, hold or sell rights in the field of intellectual property or commercial legal protection, obtain licenses for such rights or grant corresponding licenses.

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II.Membership

 

 

Art. 3 Acquisition of membership

 

1 Members of the association can be natural or legal persons.

 

2 Candidates can apply for membership by submitting a written declaration to the Executive Board recognizing the statutes.

 

3 Membership is acquired by decision of the Board of Directors. The Executive Board can attach conditions to the admission or reject it without giving reasons. There are no legal entitlements to admission to the association.

 

4 Membership is non-transferrable.

 

Art. 4 End of membership

 

1 Membership expires through resignation, exclusion, death or loss of legal personality. Resigning members are not entitled to a share in the association's assets.

 

2 Withdrawal from the association is permitted subject to a six-month notice period at the end of a financial year. It is made by written declaration to the President.

 

3 The Executive Board can exclude a member at any time without giving reasons. The decision of the Board of Directors is final.

 

  Article 5 Finances

 

1 Members do not have to pay membership fees.

 

2 The association does not charge any fees for its services. The association's income is generated through fundraisers and subsidies or other donations of any kind from individuals, corporations or governments. The income of the association includes interest and capital gains on the association's assets and other donated investments.

 

3 The members are not obliged to make monetary or other payments to the association or to make additional payments. The members are in no way liable for the liabilities of the association. The association's assets are solely liable for the association's liabilities. Conversely, the association is in no case liable for the liabilities of a member.

 

 

4 The Executive Board is looking for the funds necessary to realize the purpose.

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III. Bodies of the association

 

 

Article 6 Overview

 

The organs of the association are:

 

1. the General Assembly;

2. the board of directors;

3. the auditors (if necessary).

 

A. General Assembly

 

 

Art. 7 Powers

 

1 The general meeting is the supreme body of the association. It has the following powers:

 

1. 1 the amendment of these statutes;

 

1. 2 the election and dismissal of the members of the Executive Board and (if necessary) the auditors;

 

1. 3 the discharge of the members of the Executive Board;

 

1. 4 the dissolution of the association.

 

2 The General Assembly can also request any information or accounting from the Executive Board, a member of the same and another official or employee of the Association on a matter relating to the Association.

 

Art. 8 Convocation

 

1 The ordinary general meeting is convened by the board of directors. It takes place annually within six months of the end of the financial year. The meeting can also be held abroad, the board determines the location.

 

2 Extraordinary general meetings are convened by the board of directors or, in the cases prescribed by law, by any auditors appointed. An extraordinary general meeting must be convened if this is requested by 1/5 of the members by means of a written declaration to the President stating the items to be discussed.

 

3 The general meeting is convened at least 3 working days before the day of the meeting by written notification to the members.

 

4 The items to be discussed and the motions of the Executive Board or the member who requested the convening are to be announced when the meeting is convened. Resolutions can only be passed on items that have not been announced in this way if all members are present or represented and do not raise any objections to the resolution.

 

5 The written consent of all members to an application is equivalent to a resolution of the general assembly.

 

Art. 9 Presidency and Minutes

 

1 The chairman of the general meeting is the president, his deputy or another board member designated by the board. The chairman can appoint tellers.

  

2 The secretary or a member of the board of directors keeps the minutes of the resolutions made and elections made by the general assembly. The minutes are to be signed by the chairman and the minute taker.

 

Art. 10 Voting rights and representation

 

1 Each member has one vote in the General Assembly.

 

2 When exercising voting rights, a member can be represented by another member with written authorization; however, no member may represent more than one other.

 

3 A member can also validly participate in a general assembly via video conference, telephone connection or similar technical means.

 

4 When passing a resolution on the discharge of a member of the Executive Board, the person to be discharged has no voting rights. Each member is also excluded from voting rights when passing resolutions on a legal transaction or a legal dispute between himself (or his spouse or a person related to him in a direct line) on the one hand and the association on the other hand.

 

Art. 11 Resolutions

 

1 A general meeting has a quorum if either (a) it was convened in accordance with the articles of association and a majority of all members are present or represented at the meeting, or if (b) all members are present or represented at the meeting and do not object to the passing of the resolution.

 

2 A simple majority of the represented and exercisable votes is required to pass resolutions and carry out elections in the general assembly.

 

3 Votes and elections are open unless a member requests secret voting.

 

4 Resolutions can also be passed in writing.

B. Board of Directors

 

 

Art. 12 Composition

 

1 The Executive Board consists of at least two natural persons.

 

2 The members of the board of directors are elected by the general meeting for a term of one year (ending with the next ordinary general meeting) and can be re-elected.

 

3 The board of directors appoints the president of the association and his deputy from among its members for a term of office of one year.

 

4 If the office of a member of the Executive Board, the President or his deputy ends during the current term of office due to death, resignation or dismissal, the body responsible for election or appointment appoints a successor for the remainder of the current term of office.

 

5 The board can appoint a secretary of the association, who does not have to be a member of the board or a member of the association.

 

Art. 13 Duties

 

1 The Executive Board is responsible for the management of the association and represents the association externally. The Board of Directors decides on all matters that are not reserved for or delegated to the General Assembly or another body of the association.

 

2 The Executive Board has the following tasks in particular:

 

2.1. monitoring and effecting the application of these statutes;

 

2. 2. the treatment of applications for accession in accordance with Article 3;

 

2.3. determining the association's annual business plans and budgets;

 

2.4. Appointment and dismissal of members of the Executive Committee or other committees created by the Board or the General Assembly;

 

2.5. the convening and preparation of the general meeting and the execution of its resolutions;

 

2.6. keeping the books of the association and preparing annual accounts;

 

2.7. Appointment of the president, the vice-president, the treasurer, the secretary and the regulation of the authority to sign and represent the association;

 

2.8. the determination of any compensation for its members;

 

2.9. determining the location of the general assembly;

 

2.10. Taking all other measures that are not reserved for the general meeting to achieve the purpose and by law or according to these statutes.

 

3 The board of directors can assign the preparation and execution of its resolutions or the supervision of business to executive committees, other committees or individual board members. He is also authorized to transfer the operational management in a regulation (Article 17) in whole or in part to individual members of the Board of Management or to third parties.

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Article 14 Meetings

 

1 The Executive Board meets at the invitation of the President or his deputy as often as business requires, but at least once a year. The meetings can be held abroad. Each member of the board of directors can request in writing that a board meeting be convened, stating the desired items to be discussed. Meetings are convened, except in cases of particular urgency, at least 3 working days before the day of the meeting by written notification to the members of the Board.

 

2 A member of the Executive Board can also validly participate in a meeting via video conference, telephone connection or similar technical means. At the request of a member of the Executive Board, the person convening the meeting shall ensure that such participation is possible.

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3 Resolutions can also be passed in writing, unless a member of the Executive Board requests verbal consultation.

 

4 Minutes are to be kept of the meetings and resolutions, which are to be signed by the chairman and the minute-taker.

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Art. 15 Resolutions

 

1 The Executive Board has a quorum if the majority of its members are present, except if the number of members is fewer than three, in which case the presence of one member is sufficient.

 

 

2 The vote of the majority of the members of the board is required to pass resolutions and to carry out elections in the board; except when the number of board members is less than three, resolutions and elections can only be made or carried out unanimously. The President has the casting vote.

 

A. Auditors

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Art. 16 Auditors

 

1 If required by law or by a member, the General Assembly elects an auditor for a maximum term of three years. The auditor consists of one or more natural persons or commercial companies who do not need to be members of the association. However, they may not be members of the board of directors or employees of the association. The members of the auditors can be re-elected after their term of office has expired.

 

2 The auditors have the rights and duties stipulated by law.

 

IV.Final Provisions

 

Art. 17 regulations

 

Within the framework of these statutes, the board of directors can issue one or more regulations on details of the organization and activities of the association or other matters relating to the association.

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Art. 18 Financial year

 

The board of directors determines the financial year of the association.

 

Art. 19 Notices

 

Communications from the association to members are made in writing (by letter, fax or e-mail). They are deemed to have taken place as soon as they have been received by the member.

 

 

Article 20 Dissolution

 

1 The association will be dissolved and liquidated in the following cases:

 

1. 2if the general assembly so decides;

 

1. 3if the association has only one member and at least one other member is not admitted to the association within six months.

 

2 The liquidation is taken care of by the board of directors, unless the general meeting decides otherwise.

 

3 When the association's assets are liquidated, existing agreements between the members on the allocation of certain assets must be observed.

 

4 The liquidation surplus, after the settlement of all liabilities of the association and the allocation of certain assets in accordance with the previous paragraph, is to be distributed among the members in proportion to their number.

 

Art. 21 Exclusion of representation

 

Unless otherwise agreed in writing in individual cases

 

1. the association is not entitled to act on behalf of a member or to oblige a member in any other way;

 

1. a member does not have the right to act on behalf of the association or any other member, or to bind the association or any other member in any other way.

 

 

Art. 22 Applicable law

 

These statutes and all rights and obligations associated with membership in the association are exclusively subject to Swiss law.

 

Article 23

Indemnification and Insurance Benefits

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The association can take out liability insurance for its directors, its members of the executive board and, if appointed, also for the members of the executive committee or other committee members with an executive and/or managerial function. The insurance premiums for such liability insurance policies are billed to and paid for by the association. The association is obliged to take out such liability insurance, provided that it is offered and can be obtained at reasonable market conditions.

 

 

There is a German and an English version of these statutes. The German version is authoritative.

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Version according to the decision of the meeting of the founders on March 1st, 2022.

 

Kriens, 01.03.2022

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__________________________
Name: Valeria Sapronova

Function: President