Articles of Association of the Avicenna Award Registered Association
Preamble
1.2 billion People belong to the two world’s biggest religions Islam and Christianity. More than 15 million Muslims reside in countries within the European Union, amongst those more than 3 million in Germany. The course of history has led Christianity to spread principally in Europe succeeding to America and Australia. Whilst Muslims descending from the Arabic peninsular are primarily inhabitant in Asia and North Africa.
In spite of numerous conflicts and disagreements over many centuries between the Orient and the Occident fruitful exchanges have flourished. In many respects since the Middle Ages the scientific and cultural development from the Orient has been of high relevance in the Occident. This pioneered the mediation to the accumulation of knowledge of the ancient world. Personalities from the Islamic culture sphere such as the physician and philosopher Avicenna, physicians such as al-Raze, Vendor or Al-Quarashi as well as philosophers like Averroes mediated decided impetus for the furtherance of medicine, science and culture in the Occident.
The parable from Lessing clarifies the possibility and the necessity of unprejudiced thinking between the followers of different religions and cultures. Goethe’s “westöstlicher Divan” constitutes a worldwide literary culmination of poetic encounters with a literary testimonial of the Orient. In the 19th century oriental art and culture flourished and evolved to form a modern philology and study of the region. During the course of the modernisation of the Orient an independent acquisition of western technique, western science and western life style evolved. This long history of mutual fascination and fruitful encounters is under threat of being lost due to renewed prejudice, antipathy, and religious, fundamentalist or political conflicts.
With the bestowing of the Avicenna Award a rapprochement of the cultures is being encouraged and a reduction of stereotype representation and barriers are hoping to be attained. Orientated after the aspiring example of the prominent physician and philosopher Avicenna the Avicenna Award should be endowed to persons, organisation or projects, which deserve encouragement and distinction. Those intended are contributors who have succeeded in breaking down the mental and social barriers by promoting mutual understanding between the Orient and the Occident or who have achieved in an outstanding manner peace and tolerance of cohabitation between persons of different cultural origin.
For this purpose the Avicenna Award Registered Association has complied the following Articles of Association:
I. General Regulations
§ 1 Name, head office and financial year
1.
The association is named Avicenna-Preis (Avicenna Award) (in this text hereafter referred to as association)
2.
After the proposed registration at the local court into the register of associations the associations will carry the additional term e.V. (registered association)
3.
The headquarters of the association are situated in Gießen; the objectives of the association are exclusively serving the public good and are in accordance with the clause on “tax-privileged objectives” of the German Tax Code.
c/o Address:
Friedrichstrasse 13
35392 Giessen
GERMANY
4.
The financial year is equivalent to the calendar year; the first financial year is a short financial year.
§ 2 Purpose and function of the association
1.
The purpose of the association is to organise and present a financial reward named Avicenna Prize:
1.1 As a general rule the prize will be awarded every year to persons or organisations that have made a particular accomplishment towards the integration between persons from different cultures or for the intercultural exchange between the Orient and the Occident as described in the preamble. By means of presenting the award the physician and philosopher Avicenna should simultaneously be remembered and associated with innovation and integrative tradition in medicine, natural science and intellectual history.
1.2 The sum amounts of up to 100, 00, 00 Euro. The prize is divisible. A legal
entitlement does not exist. The prize sum will be collected from donations.
1.3 An independent jury is responsible for the election of the prize winner.
1.4 The presentation of the prize is under the patronage of the Hessian Prime
Minister.
2.
The association intends to attain these objectives in particular by:
2.1 Preliminary work to select a possible prize winner in particular research into
outstanding projects or institutions;
2.2 To inform the public about the goals and the purpose of the Avicenna Award,
and;
2.3 To inform the public about the prize winner and the distinguished projects and
institutions.
3.
In accord with § 52 of the German Tax Code, the association exclusively and directly pursues non-profit making objectives; its objectives are first and foremost directed towards the public good, not towards private benefits.
Funds at the association’s disposal shall only be used for statutory purposes. The members shall not receive and gratuities from the association funds for their capacity as a member Exceptions are tasks on the basis of general lump sum due to a decision resolved by the General Assembly, as well as an expenditure reimbursement to office holders within the association.
No person shall be favoured by expenditures inconsistent with the purposes of the organisation, or from inadequate reimbursements.
II. Membership
§ 3 Commencement and termination of membership
1.
Members of the association can be natural or legal persons or entities from the scientific, political, economic and sport spheres as well as renowned public figures.
2.
A precondition for membership is a written application for admission as a member to be presented to Executive Committee. Natural person must disclose their fore and surname as well as their profession. Legal entities or persons must disclose their company name, their registered office as well as their registration number from the register of companies.
3.
The Executive Committee decides at their own discretion about the applications for admission as members.
If the Executive Committee refuses the application for admission the applier can reapply for admission within 2 months of the refusal at the next General Assembly. The decision resolved at the General Assembly is final and not contestable.
4.
In the event of the acceptance of an application for admission the individual must acknowledge the Articles of Association.
All decisions made up until acquisition of membership, which are already in effect for the rest of the members in the association are immediately effective for the new members.
For these purposes all of the members, including new members have the right to inspect all of the documentation belonging to the association.
5.
5.1 Membership is terminated by withdrawal, death, or dissolution as well as
disqualification from the association.
5.2 Each member shall have the right to withdraw from the association by submitting a written statement to the Executive Committee. This must be clarified in adherence with the six (6) month period of notice to the end of the quarter year.
5.3 On serious grounds elimination of an association member is possible.
In particular when a culpable member infringes the interests of the association or specifically violates the Articles of Association.
According to this regulation the Executive Committee is responsible for the decision of elimination. The Executive Committee submits a written notice to the member to be terminated member can appeal the decision at the next General Assembly when sublimated within one (1) month of the terminated notice. The final decision is concluded with a ¾ majority vote of the attendees at the General Assembly.
The membership rights will be immediately impeded until the final decision is resolved at the General Assembly. If no appeal is submitted the termination takes effect with the expiry of the notice period.
5.4 Terminated members are liable to pay for all dues before the notice period has expired.
6.
The Executive Committee can select honorary members for particular merits.
§ 4 Member obligations
1.
The members are obliged to uphold the regulations as stated in the Articles of Association, as well as upholding the purpose and objectives of the association and to their best ability to support and maintain the regulations resolved by the organs of the association.
2.
The members are obliged to abstain from all activities and legal transactions, which may hinder and impair the implementation of the association’s objectives.
3.
The members are obliged to pay the statutory contribution fee resolved by the association as well as eventual shares in the costs within the stipulated periods. The amount can be regulated in a Contribution order.
New members will be eligible to pay the rest proportion of the year’s subscription. This payment is due on the first calendar day of the following month after receipt of the bill.
4.
The termination of membership does not however relieve the member from eventual existing obligations towards the association. Rights to possible assets of the association cease with the termination of membership
§ 5 Membership rights
1.
Full members in accordance with these Articles of Association have equal rights.
2.
Full members can
2.1 take part in all association meetings, be able to submit proposals and to vote
2.3 may request information or briefing about the objectives and purposes within the framework of the Articles of Association
3.
Honorary members are not able to vote at the General Assemblies.
III. The organs of the association and passing of resolutions
§ 6 General
1.
The organs of the association are the Executive Committee, the Jury, and the Advisory Board.
2.
The General Assembly can stipulate the rules of operation for the Executive Committee, the Jury and the Advisory Board.
3.
Committees can be formed in preparation for decisions to be made by the association’s organs. The committees should consist of one person from the Executive Committee and one from the Advisory Board.
§ 7 The General Assembly
1.
The supreme organ of the association is the General Assembly of its members. As a general rule the Executive Committee will preside over the assembly.
2.
The General Assembly for full members will be convened as required or at least once a year.
3.
An Associate member assembly will be convened
3.1 at the decision of the Executive Committee, in particular, in the interests of the association;
3.2 in the case of a member who withdraws prematurely from his or her office;
3.3 in the case of a convocation of members that combine a total of a ¼ of the votes, specifying a purpose and reason which demands a written account from the Executive Committee
3.4 in as far as the Articles of Association otherwise intends
4.
The Executive Committee will summon the General Assembly and determine the agenda.
Every member must be given written notice for full and associate member General Assemblies.
The notice of an assembly must arrive at least 6 weeks before the intended assembly is to take place and sent to the last known address of each member. This takes effect from the day after the next working day as received.
5.
Every notice of a meeting must contain the agenda.
Every member may apply for the amendments to the agenda for up to 3 weeks before the General Assembly.
The members should when possible be informed about the amendments to the agenda before the General Assembly.
In the case of being unable to notify members of the amendments to the agenda in due time the Chairperson is then responsible for the announcement of the amendments at the beginning of the General Assembly. Furthermore, proposals for amendments to the agenda can be put forward as a priority during the assembly. A majority vote of one third (1/3) of the attendees including the votes for members who have given power of authority to a representative is necessary before proceeding.
6.
The General Assembly is responsible for determining guidelines for the activities of the association and is among others particularly responsible for the following matters:
6.1 Acceptance of the annual report from the Executive Committee as well as approval or disapproval of their conduct.
6.2 Setting the terms and amounts of the possible admission subscription fees and annual subscription fees as well as deciding over amounts for exceptional causes and their allocation to members;
6.3 Election and recall of the members of the Executive Committee;
6.4 Taking of the decisions about amendments in the Articles of Association including the purpose of the association;
6.5 Resolving the decisions about the appointment of committees;
6.6 Taking of the decisions about the committee of members according to § 3 Article 5.3
6.7 Dissolution of the association
6.8 Other matters that need to be resolved in which the General Assembly must make a decision
The General Assembly can administer the Executive Committee with instructions.
7.
As a rule the first (1st) Chairperson presides over the General Assembly. If the first Chairperson is impeded the second (2nd) Chairperson presides over the General Assembly. The Chairperson selects the minute taker.
8.
The General Assembly is not open to the public. The admittance of guests will be decided by whoever presides over the assembly. The General Assembly members can alter the decision by a majority vote. Every member has the right to bring up to 2 persons to the General Assembly who are bound by law to confidentiality, such as a lawyer, auditor or tax consultant.
The right to vote can only be made by written power of attorney and assigned to another member or a lawyer, auditor or tax consultant.
Proxy and power of attorney votes must be given in writing.
9.
Minutes are to be taken about the contents of the General Assembly and are to be signed by the Executive Committee and the person who took the minutes. The minutes must contain:
9.1 Place and time of the assembly
9.2 Name of the person presiding over the assembly and the minute taker
9.3 Number of participating members
9.4 Assessment of the Articles of Association convocation and the decisions
9.5 The agenda
9.6 The applications and proposals
9.7 The conclusion of votes (number of yes votes, the no votes, the withheld votes and invalid votes);
The agenda is to be presented to the representative and/or power of attorney. When members receive copies of the minutes the representatives need not receive copies.
Proposals submitted with reference to an amendment in the Articles of Association are to be taken down verbatim in the minutes.
Proposals of urgency and the outcome of the decision are also to be taken down verbatim in the minutes.
10.
By deviation from the above standing regulations the Generals Assembly can decide over a proposals from a member when the application is presented in writing.
The written procedure will be prefaced from the Executive Committee who may also request a more comprehensive account of the matter from the members.
§ 8 Executive Committee
1.
The Executive Committee consist of seven (7) persons and will be selected from the associations` members. The decisions is according to § 10, unless § 8 regulates otherwise.
Members of the Executive Committee are:
1.1 The first Chairman
1.2 The second Chairman
1.3 The treasurer
1.4 The secretary
1.5 First assessor
1.6 Second assessor
1.7 Third assessor.
2.
The members of the Executive Committee will be selected by the General Assembly for the duration of two years. A reselection is possible.
The term of office selected from the founder Advisory Board of the association is restricted to two years. New selections are to be made previous to the expiration of the term of office. A re-election by members by the founder Executive Committee is possible. The re-election ends the term of office of the founder Executive Committee.
3.
The Executive Committee undertakes the management of the association and the management of the business in coordination with consideration to the suggestions and proposals made by the Advisory Board. The Executive Committee must complete all administration functions, which are not emphatically assigned to another organ in the association. In particular the following commitments must be realised:
3.1 the decision about summoning an associate member General Assembly
3.2 the summoning of a full member General Assembly
3.3 the preparations for the General Assembly and the finishing of agendas with possible amendments;
3.4 the execution of the decisions resolved at the General Assemblies
3.5 the correct administration and use of the associations assets, in particular the cash balance by the treasurer;
3.6 the accounts;
3.7 the finishing of the annual report
3.8 the decision about the acceptance of new members (§ 3 article 3);
3.9 the selection of the members for the Advisory Board (§ 11 article 3);
3.10 the selection of the members for the Jury (§ 12 article 3);
3.11 the announcement of the prize winner.
4.
The Executive Committee is capable of making a decision when all of the Executive Committee were given notice and at least four (4) members were present. If a majority vote cannot be obtained, then the person presiding over the General Assembly may resolve the decision.
There will be no reason to summon an Executive Committee meeting when all of the members of the Executive Committee give written approval of the proposal.
All of the decisions made at the assemblies are to be taken down in the minutes and to be signed from the person presiding over the assembly. This must contain the place and the time of the meeting, the name of the participants and the person presiding over the assembly, the decisions passed and the majority votes carried, as well as written consents for a decisions, which are to be kept as attachments with the minute book.
After submitting an application, all association members are permitted to look into the minutes documentation of the Executive Committee. Denial may only be made for important reasons.
5.
Funds committed to the treasurer of more than 1,000.00 Euro need the written consent from at least one further member of the Executive committee.
§ 9 Right of representation of the Executive Committee
1.
The Executive Committee are as stated in § 26 BGB the first (1st) and (2nd) second Chairpersons. They represent the association jointly.
2.
Until registration of the association in the register of associations only the Executive Committee is authorised to make legal transactions, which accept liability and which is restricted to the associations assets.
§ 10 Passing of the resolutions of the association
1.
All resolutions passed by the Executive Committee and at the General Assemblies will be resolved openly. Secret voting will be applied when a member request this. The same goes for elections.
2.
All resolutions proposed at the General Assembly and by the Executive Committee will be resolved by a majority vote, unless the Articles of Association state otherwise. By equal votes the person presiding over the assembly passes the resolution. Withheld votes are not to counted or taken in to account.
3.
Every member has one vote.
4.
To resolve a proposal at least 50% of all members must be present at the General Assembly. If a decision cannot be resolved another General Assembly will be convened, which then can resolve the decision without taking into account the number of members present.
5.
Amendments to the Articles of Association need otherwise to the above definitions, to have the consent of all members of the association.
§ 11 Advisory Board
1.
The Advisory Board has the responsibility of furthering the Avicenna Award, to fulfil criteria for the Jury candidates, for the suggestions for the presentation of the award. The Advisory Board had the responsibility of promoting the public relations to an international level.
2.
The Advisory Board can offer suggestions for the Jury selection.
3.
The number of Advisory Board members is limited to nine (9). These are to be selected by the Executive Committee for the duration of two (2) years. A re-election is possible. The members of the Jury need to be members of the association. The Advisory Board elects a Chairperson. The Chairperson has the right to attend Executive Committee assemblies.
4.
The members of the Advisory Board document their work and present their reports to the Executive Committee. Suggestions for candidates for a prize winner must be thoroughly substantiated with explicit justification as to why they should receive the award.
§ 12 Jury
1.
It is the Jury’s responsibility to select the prize winner, though the Executive Committee have the power of veto and can refuse the selection. In the case of a veto by the Executive Committee, the Jury will reselect another prize winner taking the veto into consideration.
2.
The Jury selects the prize winner after extensive consultation with a majority vote and taking the veto made by the Executive Committee into consideration. The selection is announced to the Executive Committee.
3.
The Jury consists of five (5) members who are selected by the Executive Committee. The term of office is five (5) years; a re-election is possible. The Jury consists of persons from the scientific, political, economics and sports spheres as well as renowned public figures. The members of the Jury need not be members of the association.
4.
The Jury is impartial and not subjected to instructions.
IV. Other regulations
§ 13 Dissolution of the association and accrual of assets
1.
The dissolution of the association Shall be recognised with a majority vote of 75% of its members.
2.
In the case of the General Assembly not deciding otherwise, the first (1st) and second (2nd) Chairpersons are joint authorised liquidators. This regulation applies also in the circumstances of termination for other reasons or when the legal capacity is revoked for other reasons.
3.
Upon dissolution of the association a General Assembly shall be convened where upon a decision about the remaining assets and their non-profit making, charitable purposes will be resolved.
§ 14 Arbitration
1.
All disputes between the organs of the association and members will be settled with an arbitrator according to a legal process.
2.
The arbitration proceedings are according to the actual Deutsche Institution der Schiedsgerichtbarkeit e . V. (German Institution of Arbitral Jurisdiction). The number of arbitrators amounts to three (3). The place of arbitration is in Stuttgart.
§ 15 Severability Clause
1.
In every case of ineffectualness of the Articles of Association from constitutive parts or from other decisions or agreement, the rest of the Articles of Association remains effective. At the proposal of the Executive Committee or at the proposal of members, which make a total of at least one third of the votes, in the case of an amendment or addition to the Articles of Association in a legally effective manner should be replaced in such a way so that the aimed objective is optimally obtained.
2.
Article 1 § 15 takes effect accordingly in the case of the Articles of Association being fragmentary or incomplete.
3.
Amendments and additions are to be put forward for proposal and voting at he next successive General Assembly. |
The association and its aims
Avicenna Award Statues 
