statutes of the association
“Association of Friends of the Kitzbühel Film Festival”
within the meaning of the Associations Act 2002
§ 1: Name, registered office and area of activity
The association bears the name “Association of Friends of the Kitzbühel Film Festival”.
It is based in 6370 Kitzbühel and extends its activities throughout Austria.
The establishment of branch associations is not intended.
§ 2: Purpose
The association, whose activity is not aimed at profit, aims
the promotion of all matters of the "Film Festival Kitzbühel", of whatever kind.
the funding, support for the implementation of the "Film Festival Kitzbühel"
§ 3: Means to achieve the purpose of the association
The purpose of the association is to be achieved through the idealistic and material means listed in paragraphs 2 and 3.
Serve as ideal means
a. events
b. lectures and meetings
3. The necessary material means should be raised by
a. Joining Fees and Membership Fees
b. Income from events
c. Donations, collections, subsidies, grants, legacies and other donations
§ 4: Types of Membership
The members of the association are either ordinary, extraordinary or honorary members.
Ordinary members are those who participate fully in the association's work. Extraordinary members are those who promote the activities of the association primarily by paying an increased membership fee. Honorary members are persons who are appointed for special services to the association.
§ 5: Acquisition of membership
Members of the association can become all physical persons, as well as legal persons and partnerships with legal capacity.
The Executive Board decides on the admission of full and extraordinary members. The recording can be refused without giving reasons.
Until the association is formed, the provisional admission of full and extraordinary members is carried out by the association's founders, in the case of an already appointed board of directors by the latter. This membership only becomes effective when the association is formed. If a board of directors is only appointed after the association has been formed, the (definitive) admission of full and extraordinary members will also take place by then by the founders of the association.
Honorary members are appointed by the General Assembly at the request of the Executive Board.
§ 6: Termination of Membership
Membership expires through death, in the case of legal persons and partnerships with legal capacity through loss of legal personality, through voluntary resignation and through exclusion.
You can only withdraw on December 31st or June 30th. take place every year. It must be communicated in writing to the board at least 1 (one) month in advance. If notification is delayed, it will only take effect on the next departure date. The date of posting is decisive for the timeliness.
The Executive Board can exclude a member if, despite two written reminders setting a reasonable grace period, the member is more than six months in arrears with the payment of membership fees. The obligation to pay the membership fees that have become due remains unaffected.
The Executive Board can also expel a member from the association due to gross violation of other membership duties and due to dishonorable conduct.
The withdrawal of honorary membership can be decided by the general assembly for the reasons stated in paragraph 4 at the request of the executive board.
§ 7: Rights and duties of the members
Members are entitled to take part in all association events, with the exception of board meetings, and to receive information about the association's activities. Only full members are entitled to the right to sit and vote in the General Assembly in accordance with the provisions of § 10. The members of the Board of Directors and the Advisory Board are entitled to take part in the General Assembly.
Each member is entitled to demand that the board hand over the articles of incorporation.
At least one tenth of the members can ask the board to convene a general assembly.
The members are to be informed by the board of directors about the activities and financial management of the association at each general assembly. If at least one tenth of the members request this, stating the reasons, the Executive Board must also provide the members concerned with such information within four weeks.
The members are to be informed by the Executive Board about the audited financial statements (accounting). If this happens in the General Assembly, the auditors must be involved.
The members are obliged to promote the interests of the association to the best of their ability and to refrain from doing anything that could damage the reputation and purpose of the association. They have to observe the association's statutes and the resolutions of the association's bodies. Ordinary and extraordinary members are obliged to pay the admission fee and the membership fees in the amount decided by the general assembly on time.
§ 8: Association organs
The organs of the association are the General Assembly (§§ 9 and 10), the Executive Board (§§ 11 to 13), the Auditors (§ 14) and the Arbitration Court (§ 15).
§ 9: General Assembly
The general assembly is the "members' assembly" within the meaning of the Associations Act 2002. An ordinary general assembly takes place annually.
An Extraordinary General Assembly will be held at
a. Resolution of the Board of Directors or the ordinary General Assembly,
b. written request from at least one tenth of the members,
c. Request of the auditors (§ 21 Para. 5 first sentence VereinsG),
i.e. Decision of the auditor(s) (§ 21 Para. 5 second sentence VereinsG, § 11 Para. 2 third sentence of these statutes),
e. Decision of a court-appointed curator (§ 11 Para. 2 last sentence of these statutes) take place within four weeks.
3. All members are at least two at both the regular and the extraordinary General Assemblies Weeks before the appointment in writing, by fax or by email (to the fax number notified by the member to the number or e-mail address). The scheduling of the General Assembly has to include the agenda take place. The meeting is convened by the Executive Board (paragraph 1 and para. 2 lit. a - c), by the auditor (paragraph 2 lit. d) or by a court-appointed curator (paragraph 2 lit. e).
4. Motions for the General Assembly must be submitted to the Executive Board in writing, by fax or by e-mail at least three days before the date of the General Assembly.
5. Valid resolutions – with the exception of those relating to a request to convene an extraordinary general assembly – can only be passed on the agenda.
All members are entitled to participate in the General Assembly. Only ordinary and honorary members are entitled to vote. Each member has one vote. The transfer of voting rights to another member by means of a written authorization is permitted.
The General Assembly has a quorum regardless of the number of those present.
6. The elections and the resolutions in the General Assembly are usually carried out with a simple majority of the valid votes cast. However, resolutions to change the association's statutes or to dissolve the association require a qualified majority of two-thirds of the valid votes cast.
7. The chairperson in the General Assembly is the chairperson, or if he/she is unable to do so, his/her deputy chairperson. If this person is also unable to attend, the oldest member of the Board present in years shall preside.
§ 10: Tasks of the General Assembly
The following tasks are reserved for the General Assembly:
a. resolution on the estimate;
b. Receipt and approval of the statement of accounts and the
Closing accounts with the involvement of the auditors;
c. Election and dismissal of the members of the Board of Directors and the auditors;
i.e. Approval of legal transactions between auditors and association;
e. Discharge of the Management Board;
f. Determination of the amount of the entry fee and the membership fees for full and extraordinary members;
G. Granting and revoking honorary membership;
H. Resolution on changes to the statutes and the voluntary dissolution of the association;
i. Advice and decision-making on other issues on the agenda.
j. if necessary, the appointment of auditors within the meaning of Section 22 (4) of the 2002 Associations Act.
§ 11: Board of Directors
The board consists of at least six, but no more than nine members, namely the chairman and deputy, secretary and deputy, treasurer and deputy, as well as two advisory boards from the organizational team of the Kitzbühel Film Festival, and at least a ready for cultural affairs.
The board of directors is elected by the general assembly and must be approved and confirmed by a majority vote of the Film Festival Kitzbühel GesmbR. If the Kitzbühel Film Festival GesmbR is unable to pass a simple majority resolution, new elections will be requested immediately until the Kitzbühel Film Festival GesmbR can agree on the board elected by the general assembly with a simple majority. If an elected member resigns, the Executive Board has the right to co-opt another eligible member in his place, for which subsequent approval must be obtained at the next General Assembly. If the board of directors fails at all or for an unforeseeably long time without self-supplement through co-opting, each auditor is obliged to immediately convene an extraordinary general assembly for the purpose of electing a new board of directors. If the auditors are also unable to act, every full member who recognizes the emergency situation must immediately apply to the competent court for the appointment of a curator, who must immediately convene an extraordinary general assembly.
The term of office of the Management Board is 2 (two) years; Re-election is possible. Every function on the Board of Directors must be exercised personally.
The board of directors is convened in writing or orally by the chairman or, if he/she is unable to do so, by his/her deputy. If this person is also prevented from attending for an unforeseeably long time, any other board member may convene the board.
The board has a quorum when all of its members have been invited and at least half of them are present.
The Executive Board takes its decisions with a simple majority of votes; in the event of a tie, the chairperson has the casting vote.
The chairman shall chair the meeting, or if he/she is unable to do so, his/her deputy. If this person is also unable to attend, the chairmanship is incumbent on the oldest member of the board present or that member of the board who is determined by a majority of the other board members.
Apart from death and expiry of the term of office (paragraph 3), the function of a board member expires through dismissal (paragraph 9) and resignation (paragraph 10).
The General Assembly can dismiss the entire Board or individual members at any time. The dismissal comes into effect with the appointment of the new Management Board or Management Board member.
The board members can declare their resignation in writing at any time. the The declaration of resignation is to be addressed to the board of directors, in the case of the resignation of the entire board of directors to the general assembly. The resignation only becomes effective when a successor is elected or co-opted (paragraph 2).
§ 12: Tasks of the board
The Board of Directors is responsible for the management of the association. It is the "management body" within the meaning of the Associations Act 2002. It is responsible for all tasks that are not assigned to another body of the association by the statutes. The following matters in particular fall within his sphere of activity:
Setting up an accounting system that meets the requirements of the association with ongoing recording of income/expenditure and keeping a list of assets as a minimum requirement;
Preparation of the annual budget, the statement of accounts and the financial statement;
Preparation and convening of the general meeting in the cases of § 9 paragraph 1 and paragraph 2 lit. a - c of these statutes;
Informing the association members about the association's activities, the association's business and the audited financial statement;
management of the association's assets;
Admission and exclusion of ordinary and extraordinary members of the association;
Admission and dismissal of employees of the association.
§ 13: Special obligations of individual board members
The chairperson manages the day-to-day business of the association. The secretary supports the chairman in managing the association's business.
The chairman represents the association externally. Written copies of the association require the signatures of the chairman and the secretary to be valid, in financial matters (financial dispositions) of the chairman and the cashier. Legal transactions between board members and the association require the approval of another board member.
Legal authorizations to represent the association externally or to sign for it can only be granted by the board members named in paragraph 2.
In the event of imminent danger, the chairman is entitled to issue orders independently and under his own responsibility, even in matters that fall within the sphere of action of the general assembly or the board of directors; internally, however, these require subsequent approval by the responsible association body.
The chairperson chairs the General Assembly and the Board of Directors.
The secretary keeps the minutes of the General Assembly and the Board of Directors.
7. The cashier is responsible for the proper management of the association's funds.
8th. In the case of prevention, the chairperson, the secretary or the Cashiers their deputies.
Article 14: Auditors
Two auditors are elected by the General Assembly for a period of 2 (two) years (analogous to the term of office of the Executive Board. Re-election is possible. The auditors may not belong to any body - with the exception of the General Assembly - whose activity is the subject of the audit.
The auditors are responsible for the ongoing business control and the examination of the financial management of the association with regard to the correctness of the accounting and the use of the funds in accordance with the statutes. The Executive Board must submit the necessary documents to the auditors and provide the necessary information. The auditors must report the results of the audit to the board of directors.
Legal transactions between the auditors and the association require the approval of the general assembly. For the rest, the provisions of Section 11, Paragraphs 8 to 10 apply to the auditors.
Article 15: Arbitration Board
The association's internal arbitration board is called upon to settle all disputes arising from the association's relationship. It is an "arbitration institution" within the meaning of the Associations Act 2002 and not an arbitration court according to §§ 577 ff ZPO.
The arbitral tribunal consists of three full members of the association. It is formed in such a way that a disputed party nominates a member as an arbitrator to the board in writing. At the request of the board of directors within seven days, the other party to the dispute names a member of the arbitral tribunal within 14 days. After notification by the board of directors within seven days, the nominated arbitrators elect a third full member to chair the arbitral tribunal within a further 14 days. With equality of votes among those proposed lots. The members of the arbitral tribunal may not belong to any body - with the exception of the General Assembly - whose activities are the subject of the dispute.
The arbitral tribunal makes its decision with a simple majority of votes after both parties have been granted a hearing in the presence of all its members. It decides to the best of my knowledge and belief. Its decisions are final.
§ 16: Voluntary dissolution of the association
The voluntary dissolution of the association can only be decided in a general assembly and only with a two-thirds majority of the valid votes cast.
This General Assembly also has to decide on the settlement – if the association's assets are available. In particular, it must appoint a liquidator and make a decision as to who is to transfer the remaining association assets after covering the liabilities. As far as this is possible and permitted, this property should go to an organization that pursues the same or similar purposes as this association, otherwise for social welfare purposes.
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2013 FILM FESTIVAL KITZBUHEL