Association statutes

for the

Ghana Letyrain Pflege & Integrations Verein 

§ 1

Name, registered office and field of activity

(1)   The association is called "Ghana Letyrein Care & Integration Association".

(2)   It has its seat in Fussach and extends its activities to the entire territory of the Republic of Austria, in particular to the province of Vorarlberg and the Republic of Ghana.

(3)   The establishment of branch associations is intended.

(4)   The address for service of the association is: Mahd 51 , 6972 Fussach

§ 2

Purpose

(5)   The association, whose activities are not aimed at profit, aims to promote, integrate and support nursing staff, athletes and other persons in shortage occupations with West African citizenship in the European Union as well as clubs in Africa

a)      the implementation and organisation of mobile care services by qualified nurses (DGKP/PA/PFA) and in the home environment of the association members;

b)      the promotion of training and further education and integration of the workforce, in particular through language courses and professional training and integration, as well as in the establishment in Europe;

c)      Cooperation and support of the company Letyrein Agency Ltd. in the procurement of jobs documents, language and integration and services etc. for personnel in shortage occupations in the EU, mediation of legal assistance in Austria, collection of debts, help with finding accommodation and furnishing, mediation with medical assistance, language exams

d)      events for the purpose of cohesion of third-country nationals in Europe.

e)      Assistance to third-country nationals so that they can bring their families with them.

(6)   The association exclusively and directly pursues charitable and charitable purposes within the meaning of §§ 34 et seq. of the Federal Fiscal Code (BAO).

(7)   Mediation of financial support from members

(8)   The association is entitled to conduct an economic business operation in order to achieve its purpose, insofar as this serves the purpose of the association and is not an end in itself. Any surpluses may be used exclusively for the statutory purposes of the association.

§ 3

Means to achieve the purpose of the association

(9)   The purpose of the association is to be achieved by the non-material and material means listed in paragraphs 2 and 3.

The following serve as ideal means:

f)       the provision of outpatient and mobile care services by qualified and qualified nursing staff at the places of residence or residence of the association members;

g)      lectures, information sessions and training courses on topics of home care and health care;

h)      advising and supporting members and their relatives in nursing and organisational matters;

i)       Cooperation with other associations, public institutions, authorities and companies in the health and social care sector;

j)       Publication of information materials and use of digital means of communication.

The necessary material resources are to be raised by:

a)      Membership fees and membership fees;

b)      fees for the use of care services and other services of the association by ordinary members;

c)      subsidies and subsidies from public funds;

d)      donations, collections, legacies and other benefits;

e)      income from events and association-owned activities;

f)       Interest income and other income from assets.

§ 4

Types of membership

The members of the association are divided into:

(10)                      Founding members: These are the persons involved in the founding of the association as well as persons who are subsequently included in this category by unanimous decision of the existing founding members. Founding members are the only voting members of the association. Only founding members have the right to vote and stand for election in the general assembly. The founding membership is not transferable.

(11)                      Ordinary members: These are people who use the care services of the association. Only ordinary members are entitled to receive the association's outpatient and mobile care services. Ordinary members have no voting rights and no voting rights in the general assembly.

(12)                      Supporting members: These are persons or legal entities who support the association ideologically and materially through donations, increased membership fees or other contributions without making use of care services themselves. Supporting members have no voting rights and no voting rights in the General Assembly.

(13)                      Honorary members: These are persons who are appointed honorary members by the General Assembly at the request of the Board of Directors for special services to the association or to outpatient care. Honorary members have no voting rights and no right to vote in the General Assembly.

§ 5

Acquisition of membership

(14)                      Ordinary members and supporting members of the association can be all natural persons who have legal capacity according to the law, as well as legal entities.

(15)                      The board decides on the admission of ordinary members and supporting members. Admission can be refused without giving reasons.

(16)                      The admission of further founding members requires the unanimous decision of all existing founding members.

(17)                      The appointment as an honorary member is made at the request of the board by the general assembly.

(18)                      Before the association is constituted, the provisional admission of members by the proponents takes place. This membership only becomes effective when the association is constituted.

§ 6

Termination of Membership

(19)                      Membership expires by death, in the case of legal entities by loss of legal personality, by voluntary resignation and by exclusion.

(20)                      The resignation can only take place on 31.12. of the current year. It must be notified to the Board of Directors in writing at least two months in advance. If the notification is made late, it will not be effective until the next withdrawal date. The date of posting is decisive for time.

(21)                      The Board of Directors may exclude a member if he or she is in arrears with the payment of membership fees for more than six months despite two written reminders and setting a reasonable grace period. The obligation to pay the membership fees that have become due remains unaffected by this.

(22)                      The exclusion of a member from the association can also be ordered by the board of directors for gross violation of other membership duties and for dishonorable behavior.

(23)                      The revocation of honorary membership may be decided by the General Assembly at the request of the Board of Directors for the reasons stated in paragraph 4.

§ 7

Rights and obligations of members

(24)                      Ordinary members are entitled to use the services and support services of the association, provided that they have paid their membership fees and there is a corresponding need for care. There is no legal entitlement to specific care services.

(25)                      Supporting members and honorary members have no right to use the services unless they are also ordinary members.

(26)                      The right to vote in the General Assembly as well as the right to vote and stand for election is exclusively vested in the founding members. Ordinary members, supporting members and honorary members have no voting rights, no voting rights and no right to propose proposals in the General Assembly.

(27)                      All members are entitled to participate in the General Assembly and to listen to the reports. A right to speak for non-voting members may be granted by the Chairman of the General Assembly.

(28)                      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 must observe the statutes of the association and the resolutions of the association's organs.

(29)                      The ordinary members and the supporting members are obliged to pay the membership fee and the membership fees on time in the amount decided by the General Assembly.

§ 8

Association Bodies

The organs of the association are the general assembly (§§ 9 and 10), the board of directors (§§ 11 to 13), the auditors (§ 14) and the arbitration court (§ 15).

§ 9

The General Assembly

(30)                      The Annual General Meeting takes place every two years.

(31)                      An Extraordinary General Meeting shall take place within four weeks upon resolution of the Board of Directors, the Ordinary General Meeting, upon written reasoned request by at least a quarter of the founding members or at the request of the auditors.

(32)                      All members must be invited to both the ordinary and extraordinary general meetings at least two weeks before the date in writing, by e-mail or Whatsapp or by other verifiable means. The general meeting must be convened, stating the agenda. The convocation is made by the board.

(33)                      Motions for the general meeting can only be submitted by founding members and must be submitted in writing to the board at least three days before the date of the general meeting.

(34)                      Valid resolutions – with the exception of those on a motion to convene an extraordinary general meeting – can only be passed on the agenda.

(35)                      All members are entitled to participate in the General Assembly. Only the founding members are entitled to vote. Each founding member has one vote. The transfer of voting rights to another founding member by way of a written power of attorney is permissible.

(36)                      The General Assembly has a quorum if half of all founding members or their proxies are present. If the General Assembly does not have a quorum at the appointed hour, the General Assembly will take place 30 minutes later with the same agenda, which has a quorum regardless of the number of founding members present. Online participation of the Board of Directors or founding members is permitted.

(37)                      Elections and resolutions in the general assembly are usually carried out by a simple majority of the valid votes cast by the founding members. However, resolutions to amend the statutes of the association or to dissolve the association require a qualified majority of two thirds of the valid votes cast by the founding members.

(38)                      The chairman of the general assembly is chaired by his deputy. If he is also unable to attend, the oldest member of the board present in terms of years chairs the chairman.

§ 10

Responsibilities of the General Assembly

The following tasks are reserved for the General Assembly:

a)      Receipt and approval of the report and the financial statements with the involvement of the auditors;

b)      Resolution on the budget;

c)      electing, appointing and dismissing the members of the board of directors and the auditors; the right to vote and stand for election is exclusively vested in founding members;

d)      Approval of legal transactions between board members and auditors with the association;

e)      Discharge of the Executive Board;

f)       Determination of the amount of the membership fee and the membership fees for ordinary members and supporting members;

g)      Awarding and revocation of honorary membership;

h)      Resolution on amendments to the statutes and the voluntary dissolution of the association;

i)       Admission of further founding members (unanimously);

j)       Consultation and resolution on other issues on the agenda.

§ 11

The Board of Directors

(39)                      The board consists of six members, namely the chairman and his deputy, the secretary and his deputy, the treasurer and his deputy. Double appointments are permitted.

(40)                      The Board of Directors is elected by the General Assembly from among the founding members. In the event of the resignation of an elected member, the Board of Directors has the right to co-opt another electable founding member in his place, for which subsequent approval must be obtained at the next General Meeting. If the Board of Directors is absent at all or for an unforeseeably long period of time without self-supplementation by co-optation, each auditor is obliged to convene an extraordinary General Meeting without delay for the purpose of electing a new Board of Directors. If the auditors are also incapable of acting or do not exist, every founding 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 Meeting.

(41)                      The term of office of the board is four years. Re-election is possible.

(42)                      The board of directors is convened in writing or orally by the chairman, or by his deputy in his or her absence. If he is also prevented from attending for an unforeseeable period of time, any other member of the board of directors may convene the board.

(43)                      The Board of Directors has a quorum if all its members have been invited and at least half of them are present.

(44)                      The board of directors passes its resolutions by a simple majority of votes; in the event of a tie, the vote of the chairman is decisive.

(45)                      The chairman is chaired, and if he is unable to attend, his deputy. If he is also unable to attend, the chairmanship is incumbent on the oldest member of the board present in terms of years.

(46)                      Except for the death and expiry of the term of office (para. 3), the function of a member of the Board of Directors expires by dismissal (para. 9) and resignation (para. 10).

(47)                      The General Assembly may dismiss the entire Board of Directors or individual members at any time. The dismissal shall come into force upon appointment of the new Board of Directors or member of the Board of Directors.

(48)                      The members of the Board of Directors may declare their resignation in writing at any time. The declaration of resignation must be addressed to the Board of Directors or, in the event of the resignation of the entire Board of Directors, to the General Assembly. The resignation will only take effect upon the election or co-optation of a successor (para. 2).

§ 12

Responsibilities of the Board of Directors

The board is responsible for the management of the association. It is responsible for all tasks that are not assigned to another body of the association by the statutes. In particular, the following matters fall within its sphere of activity:

a)      Preparation of the annual budget as well as the drafting of the report and the financial statements;

b)      Preparation and convening of the ordinary and extraordinary general meetings;

c)      management of the association's assets;

d)      Admission and exclusion of ordinary members and supporting members;

e)      Admission and dismissal of employees of the association, in particular caregivers and nursing staff;

f)       To define the specific conditions and modalities for the provision of services to ordinary members;

g)      Organization and supervision of the provision of the Association's services;

h)     Conclusion of cooperation agreements with other health and social care institutions and commercial service companies.

§ 13

Special obligations of individual members of the Board of Management

(49)                      The chairman represents the association externally. Written copies of the association require the signatures of the chairman and the secretary in order to be valid, in financial matters (= assets, dispositions) of the chairman and the treasurer. The opening of bank accounts and the taking out of loans and other liabilities is the responsibility of the chairman.

(50)                      Legal authorisations to represent the association externally or to sign for it can only be granted by the functionaries named in paragraph 1.

(51)                      In the event of imminent danger, the chairman is entitled to independently issue orders under his own responsibility, even in matters that fall within the sphere of responsibility of the general assembly or the board; however, these require subsequent approval by the responsible body of the association.

(52)                      The chairman chairs the general assembly and the board.

(53)                      The secretary must support the chairman in the management of the association's business. He is responsible for keeping the minutes of the general assembly and the board.

(54)                      The treasurer is responsible for the proper financial management of the association.

(55)                      In the event of impediment, the chairman, the secretary and the treasurer shall be replaced by their deputies.

§ 14

The auditors

(56)                      The two auditors are elected by the general assembly for a period of two years. Re-election is possible. The auditors may not be members of the board. They can also be external persons of the association.

(57)                      The auditors are responsible for ongoing business control and the review of the financial statements. They must report to the general meeting on the result of the audit.

(58)                      The auditors may also be called upon by the Board of Management to review individual business transactions.

(59)                      In all other respects, the provisions of Section 11 (3), (8), (9) and (10) as well as Section 13 (7) shall apply mutatis mutandis to the auditors.

§ 15

The Arbitration Tribunal

(60)                      The association's internal arbitration court is appointed to arbitrate all disputes arising from the association relationship. It is an "arbitration institution" within the meaning of the Association Act 2002 (§ 8) and not an arbitral tribunal according to §§ 577 et seq. of the Code of Civil Procedure.

(61)                      The Arbitral Tribunal shall consist of three persons. It shall be constituted in such a way that one party to the dispute shall designate a person to the Board of Directors in writing as the arbitrator. Upon request by the Board of Directors within seven days, the other party to the dispute shall in turn name a member of the Arbitral Tribunal within 14 days. After notification by the Board of Directors within seven days, the designated arbitrators shall elect a third person as Chairman of the Arbitral Tribunal within a further 14 days. In the event of a tie, the decision shall be made by lot among the nominees.

(62)                      The arbitral tribunal makes its decision in the presence of all its members with a simple majority of votes. It decides to the best of its knowledge and belief. Its decisions are final within the association.

§ 16

Voluntary dissolution of the association

(63)                      The voluntary dissolution of the association can only be decided in an extraordinary general meeting convened for this purpose and only with a two-thirds majority of the valid votes cast by the founding members.

(64)                      This general meeting must also – if there are assets of the association – decide on the liquidation. In particular, it must appoint a liquidator and pass a resolution on to whom he is to transfer the association's assets remaining after the liabilities have been covered.

(65)                      In the event of the dissolution of the association or if the previous beneficiary purpose of the association ceases to exist, the remaining association assets are to be used for non-profit, charitable or church purposes within the meaning of §§ 34 et seq. BAO. As far as possible and permitted, it should go to institutions that pursue the same or similar purposes as the association.

The last board of directors of the association must notify the competent association authority (district administration) of the voluntary dissolution in writing within four weeks of the resolution being passed. It is also obliged to announce the voluntary dissolution in an official gazette within the same period. 

Membership fee for Nurses only  is € 10,00 per annum (others ask)