Please note that this document has been translated into English for informational purposes only. This translation has no legal force. For the legally effective document, please visit the German version of this document.
Statutes of the “Robotics Erlangen” Association
§1 Name and Registered Office
(1) The association founded on October 25, 2007 in Erlangen bears the name “Robotics Erlangen”, after the entry in the register of associations with the addition “e.V.”.
(2) The association is based in Erlangen.
(3) The association’s financial year begins on November 1st and ends on October 31st of the following calendar year.
§2 Purpose of the Association and Realization
(1) The purpose of the association is the ideal and material promotion of science, research and training of students in the field of engineering, as well as the scientific dialogue between the various departments at the Friedrich-Alexander-Universität Erlangen-Nürnberg.
(2) The association is politically and denominationally neutral. The work of the association is based on the free-democratic basic order of the Federal Republic of Germany.
(3) The purpose of the association is realized in particular by:
(a) Support for basic research and training, especially in the field of engineering at the Friedrich-Alexander-Universität Erlangen-Nürnberg, primarily through the implementation and financing of research projects and the promotion of scientific publications.
(b) Promoting and maintaining the scientific and professional dialogue between students of the Friedrich-Alexander-Universität Erlangen-Nürnberg with graduates and members of the Friedrich-Alexander-Universität Erlangen-Nürnberg as well as companies in the interest of practice-oriented science and practice-oriented training.
(c) Development of solution approaches for engineering and computer science problems in particular in robotics, artificial intelligence, mechatronics and pattern recognition and their non-profit publication.
(d) Implementation of these solutions, in particular based on the applicable regulations for soccer-playing robots of the “RoboCup Federation”, a non-profit organization based in Bern/Switzerland and its non-profit support.
(e) Participation in national and international competitions such as the world championships organized by the “RoboCup Federation”. The primary goal is in particular the scientific dialogue and the exchange of creative ideas in the subject areas mentioned in 2(c). A secondary goal is the comparison of our own development results with the systems of other teams under competition conditions.
§3 Charitable Status
(1) The association exclusively and directly pursues charitable purposes in the sense of the section “tax-privileged purposes” of the German Tax Code. It operates on a nonprofit basis.
(2) Its resources may only be used for purposes consistent with its bylaws. It does not primarily pursue commercial purposes. Members of the association do not receive any benefits from the association’s resources in their capacity as members.
(3) No person shall be favored by expenses that are not consistent with the purpose of the association or by disproportionately high donations.
(4) Upon the termination of membership or dissolution of the association, no refund shall be made of any contributions made.
(5) Changes to the purpose of the association are only permitted within the scope of section 3 (1).
§4 Membership
(1) Natural and legal persons as well as partnerships may become members of the association if they wish to promote the purposes of the association.
(2) The acquisition of membership requires a written application for admission. The Board of Directors decides on the acceptance of the application. The rejection of the application can be made without stating reasons.
(3) Membership can be acquired or awarded by the Board of Directors in the form of three different types of membership:
(a) active members: any natural person.
(b) supporting members: any natural person, any majority of natural persons, or any legal person of public or private law.
(c) Honorary members: any natural person who has made outstanding contributions to the interests of the association can be appointed by the General Assembly. Likewise, an honorary membership can be terminated by resolution of the General Assembly.
(4) Membership ends
(a) upon the death of the member,
(b) by voluntary resignation,
(c) by expulsion from the association,
(d) in the case of legal persons, also by loss of legal personality.
(5) Voluntary resignation from membership is only possible at the end of the financial year. It is done by a written declaration to the Board of Directors.
(6) A member may be expelled from the association by resolution of the Board of Directors if, despite a warning and a period of six weeks, it is in arrears with the payment of the membership fee.
(7) A member may be expelled from the association by resolution of the General Assembly with immediate effect if it has grossly violated the interests of the association. Before the resolution is passed, the member must be given the opportunity to defend himself/herself in person. Any written statement by the person concerned must be read out at the General Assembly.
(8) If a member is accused of a gross violation of the interests of the association, the Board of Directors may exclude the person concerned from active association work with immediate effect until the General Assembly decides on the association’s expulsion.
§5 Rights and Obligations of Members
(1) Membership fees are charged. The amount and due date are determined by the General Assembly and are recorded in the contribution regulations.
(2) The Board of Directors can grant a member a reduced fee due to disproportionate hardship or social hardship.
(3) The duties of all members consist in promoting the principles laid down in the statutes.
(4) Active members are required to actively participate. You have active and passive voting rights.
(5) Supporting members are not obliged to actively work in the association. They have no active and passive right to vote.
(6) Honorary members are not obliged to actively participate in the association. You have active and passive voting rights.
(7) All active members according to (4) and honorary members according to (6) are designated as voting members.
§6 Donations
Additional grants (donations) can be made by members and non-members to promote the association.
§7 Organs
The organs of the association are:
(1) The General Assembly
(2) The Board of Directors
§8 General Assembly
(1) All members of the association belong to the General Assembly. Each voting member has one vote. The ordinary General Assembly takes place once per fiscal year.
(2) The General Assembly is convened by the Board of Directors, stating the agenda. The invitation is in text form. A member of the association can also receive the invitation in writing if they have submitted this to the Board of Directors in text form before the date of the invitation. The invitation period is two weeks. The period begins on the day following the sending of the letter of invitation or the e-mail. The date of the postmark or the sending of the e-mail applies. The letter of invitation is deemed to have been received if it is sent to the last address or e-mail address given by the member of the association in text form.
(3) Applications for the agenda of members must be submitted in text form to a member of the Board of Directors at least one week before the General Assembly. Changes or additions to the agenda can be decided by the General Assembly in the same.
(4) The General Assembly is chaired by the Chairman of the Board of Directors. In his absence, he/she is represented by a member of the Board of Directors who is present. If no board member is present, the General Assembly determines the chairman of the meeting.
(5) The General Assembly has a quorum if at least 5 members entitled to vote are present in person.
(6) When passing resolutions, the majority of the members who are present and entitled to vote generally decides. Abstentions are regarded as invalid votes. In the event of a tie, the motion put to the vote is deemed rejected. Voting is always done by show of hands; if at least one third of the attending members entitled to vote request this, a secret vote must be taken in writing.
(7) When exercising the right to vote, representation is permitted if the representative submits a written power of attorney from the person represented before the vote and the person represented is himself a voting member. The power of attorney is to be granted separately for each General Assembly. A voting member may not represent more than three foreign votes. Represented members are deemed to have appeared.
(8) Resolutions that change the statutes require a two-thirds majority of the members present who are entitled to vote. A majority of four fifths of the valid votes cast by the members present and entitled to vote is required to change the purpose of the association and to dissolve the association.
(9) An extraordinary General Assembly is to be convened if the interests of the association require it or if at least one tenth of the members entitled to vote request this in writing from the Board of Directors; the purpose and reasons must be stated. If the Board of Directors does not comply with such a request within one month, each member entitled to vote can convene the General Assembly himself, stating this reason and notification of the agenda.
§9 Tasks of the General Assembly
(1) The General Assembly, as the highest decision-making body of the association, is basically responsible for all tasks, unless certain tasks have been transferred to another body of the association in accordance with these statutes. Their decisions are binding for all members. In principle, it decides with a simple majority.
(2) The General Assembly accepts the written annual report as well as the financial statements and the audit report of the auditor and discharges the Board of Directors.
(3) The General Assembly elects the Board of Directors from among the members entitled to vote. Each member entitled to vote can propose himself or another member entitled to vote to the chairman of the meeting for election. Voting shall be by secret ballot, unless all voting members agree to a show of hands. Each board member is elected in a separate ballot. Before the ballot, it is determined which board position (chairman, treasurer) will be elected in the current ballot.
(4) The General Assembly can vote out members of the Board of Directors. To do this, contrary to paragraph 3, it requires the majority of the votes of all association members entitled to vote. The deselection takes place in writing and secretly.
(5) The General Assembly decides on the exclusion of members.
(6) The General Assembly approves the association’s budget to be presented annually by the Board of Directors.
(7) The General Assembly appoints an auditor and his deputy, who must never be members of the Board of Directors at the same time and may not be employees of the association, to check the bookkeeping, the financial statement and the annual report and to report on the results to the General Assembly. The auditor has access to all business documents of the association that are necessary for his work.
(8) The General Assembly resolves in particular:
(a) The contribution regulations
(b) Waiver of Contributions
(c) Buying, selling and encumbering property
(d) Legal acts with a business value at the expense of the association of more than EUR 5,000.00
(e) Amendment of the Articles of Incorporation
(f) Dissolution of the Association
(9) Minutes must be taken of the negotiations and resolutions of the General Assembly, which must be signed by the minute taker, who is to be determined by the General Assembly at the beginning of the meeting, and the chairman of the meeting.
§10 Board of Directors
(1) The Board of Directors consists of two people. Board members must be active members or honorary members. Each board member is individually entitled to represent the association.
(2) The further distribution of tasks is to be recorded in rules of procedure. The members are to be informed about the distribution of tasks.
(3) The Board of Directors is elected by the General Assembly for a period of one year. Re-election is permitted indefinitely. He remains in office until a new Board of Directors is elected. If a member of the Board of Directors resigns prematurely, the Board of Directors can appoint a provisional substitute member for the remainder of the election period.
(4) The Board of Directors meets at the request of a member of the Board of Directors after consultation with all other members of the Board of Directors.
(5) The Board of Directors has a quorum if all of its members are present. When passing resolutions, the simple majority of the valid votes cast decides; in the event of a tie, an application is deemed to have been rejected.
(6) The Board of Directors can decide in text form or by telephone if all Board of Directors members agree to the text form or the telephone resolution.
(7) Minutes are to be prepared of the negotiations and resolutions of the Board of Directors, which are to be signed by two members of the Board of Directors who are present.
(8) Each board member is entitled to take legal action up to a business value of EUR 1,000 at the expense of the association, taking into account resolutions of the Board of Directors. Legal acts with a higher business value require the express consent of another member of the Board of Directors. This restriction applies both internally and externally.
(9) Internally, the Board of Directors is not liable for slight negligence.
§11 Tasks of the Board of Directors
(1) The Board of Directors manages the business of the association and takes care of all administrative tasks, insofar as they are not assigned to another organ of the association by these statutes or by law.
(2) The Board of Directors represents the association in and out of court.
(3) The Board of Directors has the following tasks in particular:
(a) The execution of the resolutions of the General Assembly.
(b) The convening and preparation of the General Assembly.
(c) The preparation of the budget for each financial year, bookkeeping and the preparation of the annual report.
(d) Admission of Members and Participation in Expulsion.
(e) The management of the association within the framework of the statutes and in accordance with the resolutions of the General Assembly
§12 Dissolution of the Association
(1) The dissolution of the association can only be decided in a General Assembly. This General Assembly only has a quorum if the invitation has been properly loaded and at least half of the members entitled to vote are present. If there is no quorum, the Board of Directors must convene a new General Assembly with the same agenda within 4 weeks. This is to be pointed out in the invitation.
(2) If the association is dissolved or tax-privileged purposes no longer apply, the association’s assets shall pass to the Friedrich-Alexander-Universität Erlangen-Nürnberg, which shall make them available directly and exclusively to the chairs of the Technical Faculty for charitable purposes within the meaning of these statutes.
§13 Validity of the Statutes
(1a) These statutes will be decided at the General Assembly on December 15, 2018 and will take effect immediately.
(1) Should individual provisions of these articles of association be or become invalid in whole or in part, this shall not affect the validity of the remaining articles of association.
(2) Invalid provisions or provisions that are to be changed at the request of an authority or a court can be replaced by the Board of Directors without involving the General Assembly with valid provisions that come closest to the meaning and purpose of the original regulation. Alternatively, the statutory provision applies.
(3) The members are to be informed of this.
The address of the association is:
Robotics Erlangen e.V.
Lehrstuhl für Informatik 4
Martensstraße 1
91058 Erlangen