Articles of Association „YES Global Association“
Art.1 – Association name and seat
Under the name „YES GLOBAL ASSOCIATION“, based in Kilchberg / Zurich, there exists an association in accordance with Art. 60ff. Civil Code.
Art. 2 – Purpose articles
The association is a non-profit organization with the purpose of reducing unemployment on a global scale. It offers courses, workshops, conferences, self-employment training and social entrepreneurship. A digital platform will be set up to present members unemployment reduction projects. The association can participate in organizations, companies or institutions that realize projects which fulfill the purpose of the association. The association can also buy real estate, movable goods, land or other objects serving the purpose of the association.
Art. 3 – Financing / Fundraising / Liability
The financial means to achieve the purpose of the association are provided as follows:
- proceeds from actions and events
- membership fees
- External consultations by members
- Grants from natural and legal persons
- Grants from public bodies and non-profit institutions
- Donations and grants of all kind
The membership fees are set annually by the General Assembly. Honorary Members and Acting Board Members are exempt from the fee.
Segregated members have no claim to the association funds. Only the association’s assets are liable for obligations of the association; liability of the association members is excluded.
Art. 4 – Association membership and membership fees
Natural and legal persons can become member of the association. The final decision to admission will be taken by the Executive Board. Every active member has one vote at the general assembly. A substitution is not permitted.
Membership fees per year:
- Junior member: under 35 years 10.00 CHF (ten Swiss francs)
- Senior member: older than 35 years 100.00 CHF (one hundred Swiss francs)
- Legal person: 100.00 CHF (one hundred Swiss francs)
Art. 5 – Resignation of a member
Resignation from the association takes place by a written declaration to the board members. This can be done by mail or email. In the case of e-mail communication, withdrawal is valid if a confirmation e-mail is sent by the association within 10 days. It is possible until the end of September to resign for the end of the current year of the association. For the started year, the full membership fee has to be paid.
Art. 6 – Exclusion of a member
A member may at any time [because of e.g. violation of the articles of association, violations of the goals and values of the association, etc.] be excluded from the association. The board makes the decision for exclusion; the member can appeal against the exclusion by consulting the general assembly.
If a member owes the membership fee despite a reminder, they can be automatically excluded by the board committee.
Art. 7 – Termination of membership
The membership terminates in natural persons by resignation, expulsion or death.
In the case of legal persons, membership terminates by resignation, expulsion or dissolution of the legal person.
Art. 8 – Organs of the association
The organs of the association are
- a) General Assembly
- b) Board
- c) Financial auditors
Art. 9 – Convening of the Ordinary General Meeting
The General Assembly is ordinarily convened once a year by a written invitation, which is sent at least 20 days in advance. Invitations by e-mail are valid. The agenda is to be announced in the invitation. Motions for the inclusion of agenda items at the General Meeting must be sent in written form to the Board 30 days prior to the meeting. Agenda items which have not been properly listed in the invitation cannot be voted on at the meeting.
Art. 10 – Convening of an Extraordinary General Meeting
Extraordinary General Meetings are convened by decision of the Board, or if one fifth of the members request so in writing. If a convocation is demanded by the Executive Board, the agenda items must be named in written form.
Art. 11 – Organization of the General Assembly
The head of the General Assembly is the President or, if this is prevented, the Vice President. The minutes of the assembly have to be written.
Art. 12 – Powers of the General Assembly
The General Assembly has the following powers:
- a) Election of the Board Members and the Financial Auditors for a term of 3 (three) years
- b) Determination of membership fees
- c) Acceptance of the activity report and the annual accounts
- d) Changes to the articles of association and dissolution of the association, the latter by a two-thirds majority of all members present
Art. 13 – Voting procedure / passing of resolutions at the General Meeting
Each member has one vote. Unless otherwise provided by law or by statute, the resolution is made by a simple majority of the members present. In case of a tie, the head of the assembly decides. Written resolution in the circulation procedure is permissible.
Art. 14 – Election of the Board
The Board of Directors consists of at least three members elected by the General Meeting for a term of office of three years. The President is elected by the General Assembly, otherwise the Board is constituted itself.
Art. 15 – Activity of the board / signing authority
The board manages the business of the association and represents it towards the outside. He takes care of all the business that is not reserved for other organs. The association is represented externally by collective signature of two board members.
Art. 16 – Delegation of activities / compensation
The board can delegate the management of affairs to third parties who do not have to be members of the association. He can also form expert committees and commissions and delegate individual tasks. In such cases, appropriate instructions and guidelines must be issued. However, the business remains under the supervision of the board. The board determines the compensation for third parties and its attendance fees. Expenses and special operating expenditures are to be refunded.
Art. 17 – Board meetings / decision-making procedure
The board meets at the invitation of the president, or if 3 members so request. The invitation must be made in written form 14 days prior to the meeting, listing the agenda. A record is kept of the meetings. Resolutions in the circular procedure are permissible. The board has a quorum if at least 3 (three) members are present.
Art. 18 – Year of the Association
The association year lasts from 1 January to 31 December. The first, extended association year ends on 31.12.2018.
Art. 19 – Election of financial auditors
The General Assembly elects for the duration of three years a financial auditor who does not have to be a member of the association. Natural and legal persons are permitted to this position. Re-election is permitted.
Art. 20 – Activity of the financial auditor
The financial auditor checks the annual accounts and gives report to the General Meeting.
Art. 21 – Dissolution of the association
The dissolution of the association can take place:
- a) if, in its place, another legal person, e.g. a foundation is set up to fulfill the purpose stated in the corresponding article of these Articles of association.
- b) if the purpose of the association can no longer be fulfilled
- c) in case of insolvency of the association
In the event of dissolution of the association, the assets must fall to one or more non-profit institutions which, by analogy, pursue a purpose similar to that of the association.
Art. 22 – Final provisions
These articles of association were approved at the general assembly of 21.6.2019 in Zurich, Switzerland and will take effect immediately. Place of jurisdiction is, as far as admissible, Zurich, Switzerland.
Zurich, Switzerland, June 21st, 2019