Statute

The purpose of the Society is the preservation of the memory of German-Russian composer-pianist Nikolai Medtner, in particular by

a. organisation and realisation of an International Medtner Music Festival in Berlin or in other cities, in particular Baden-Baden

b. organisation and realisation of a music competition

c. exploration of the works, life, and biographical roots of composer-pianist Nikolai Medtner.

The Society exclusively pursues non-profit purposes in accordance to the tax code.

The Society is a charitable organisation and does not primarily pursue commercial purposes. The funds of the Society may only be used for statutory purposes. The members of the Society do not receive any donations from the funds of the Society. All action performed on behalf of the Society by its members is voluntary. No legal or individual person may take advantage from expenditures unrelated to the purpose of the Society or from disproportionately high remuneration.

As soon as the Society has more than € 50,000.00 of assets at its disposal, it shall be converted into a non-profit cultural foundation.

The Society carries the name Nikolaj Medtner Gesellschaft e. V.

It is based in Berlin. It shall be enlisted in the Register of Associatons of Berlin.

The financial year is defined as the calendar year.

Only individual or legal persons who accept the terms of the Society can become members. Membership may end due to death, resignation, or exclusion for good reason. Good reason is, amongst others, failure to pay the membership fees for at least 2 years. Resignation must be addressed in written form to the Executive Board.

Members are obliged to pay a membership fee, the amount of which is determined by the General Assembly.

The funds available to the Society in order to achieve its purposes are

a. donations from third parties
b. earnings from the Society’s assets
c. donations serving the accumulation of foundation assets
d. membership fees and other miscellaneous earnings.

The Society will use the allocated funds according to the purpose of their donor, either for accumulation and extension of a future donor’s property

or

for the purposes of the Society, in particular: the realisation of the Berlin International Medtner Music Festival in Berlin on a regular basis.

The membership fees are available for business operations, ongoing expenses and the further purposes of the Society.
The Society is entitled to accumulate earmarked savings within the legal framework.

The Society is represented by the chairman, the deputy chairman and the treasurer. These form the Executive Board in compliance with § 26 BGB (German Civil Code). Every group of two out of three is eliglible to represent the Society.

The Executive Board is elected by the General Assembly. It consists of the chairman, the deputy chairman, the treasurer and a maximum of four assessors. The number of assessors is determined by the General Assembly.

The Executive Board is elected for a term of three years. Re-election is permissible. After the term of election has expired, the Executive Board continues to run the operations until a new Board is elected.

The Executive Board may adopt rules of procedure and assign tasks to individual members of the Board.

The meetings of the Executive Board shall be recorded in written form and signed by the chair of the meeting. Resolutions must also be put on record in written form. The Society’s chairman functions as chair of the meeting; in case of absence he is replaced by the deputy chairman. At the beginning of each meeting, every member of the Executive Board may request the election of a chair of the meeting.

The members of the Executive Board will be invited to meetings by the chairman or deputy chairman in written form or via fax or e-mail, at least one week in advance. The date of the postmark or mailing date is decisive. The Executive Board will be quorate regardless of the number of members present. A written vote is permissible. Resolutions are passed by a simple majority of the votes cast. In the case of equality of votes the chairman is entitled to make a final decision. Abstention is not considered a cast vote.

The Executive Board manages ongoing business operations and is in charge of all matters which are not delegated to the General Assembly. It may consult with members of the Advisory Board and invite other persons to the meetings in advisory function.

At each General Assembly, the Executive Board must give a report on the activities of the Society and its committees, and on projected events.

The General Assembly decides on

·        fundamental matters within the framework of the purpose of the Society

·        election, dismissal, and discharge of the Executive Board

·        the amount of the membership fee

·        the approval of projects and financial planning

·        declaration of the annual financial statement

·        amendments of the statutes

·         dissolution of the Society.

 A General Assembly must be held at least once per calendar year. In addition, a General Assembly is convened on request of at least 20 % of the members, stating the subject of debate.

The General Assembly is convened by the chairman or deputy chairman, announcing the agenda, in written form or via fax or e-mail, at least one week in advance. The date of the postmark or mailing date is decisive. Resolutions are passed by a simple majority of the votes cast. Only members present at the Assembly are entitled to vote. In case of a equality of votes, a proposal will be considered rejected. Abstention is not considered a cast vote. Amendments to the statutes require a majority of 2/3 of the votes cast.

The chairman, deputy chairman and treasurer are elected in separate ballots. The candidate who has received the majority of votes is elected. The assessors are elected in a joint ballot. The candidates with the highest number of votes are elected. In case of equality of votes, the assessors are assigned by lot.

The General Assembly shall be recorded in written form and signed by the chair of the meeting as well as another member of the Executive Comittee. The Society’s chairman functions as chair of the meeting; in case of absence he is replaced by the deputy chairman. At the beginning of each meeting, every member of the Executive Board may request the election of a chair of the meeting.

The General Assembly is entitled to set up an Advisory Board. The number of members of the Advisory Board is determined by the General Assembly.

The members of the Advisory Board are elected by the General Assembly. Each member of the Executive Board may give suggestions, as well as the General Assembly. The mandate of the Advisory Board expires with the term of election of the Executive Board. The members of the Advisory Board are not necessarily members of the Society.

The Advisory Board may adopt rules of procedure and elect a chairman. The chairman of the Advisory Board will also be member of the Executive Board in advisory function.

The Advisory Board will support the Executive Board in the realisation of the purpose of the Society. It may propose actions within the framework of the purpose of the Society; it is also entitled to recruit new members and to collect donations and other grants for the Society.

The Society is to be dissolved as soon as the Nikolai Medtner Foundation, Berlin, is established, has acquired legal personality and is recognized as a non-profit organisation. In this case the assets of the Society are transferred to the Foundation.