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ARTICLES OF ASSOCIATION OF THE CASTLE ASSOCIATION
I. Basic provisions
1. The Castle Association (hereinafter also referred to as the "Association") is the legal entity having the form of an association and incorporated in the public register in accordance with the Act No. 89/2012 Sb., the Civil Code, as amended, and in accordance with the Act No. 304/2013 Sb., on public registers of legal entities and natural persons and on the registration of trust funds, as amended.
2. The Castle Association is a voluntary association of natural persons and legal entities.
3. Name of the association: the Castle Association
4. Seat of the Association: Vranovská 217/19, 614 00 Brno.
II. Purpose and objective of activities of the Association
1. The main purpose of the Association is the restoration, protection, development and care of one of very important cultural monuments of the South Moravian Region, the castle and chateau Dolní Kounice, driven by the effort to convert this cultural monument a purposefully utilized and socially sought after place, but not only as a tourist attraction, but also as a place for further education, active rest or as a place of meaningful use of leisure time, both for individuals and for families with children, for example by participating in cultural, sports or other social activities, which ultimately also contributes to formation and development of the public life and to higher quality of the social and cultural environment in this locality.
2. To fulfil purpose of the Association as above, it is necessary to build an open community of members and supporters who will cooperate to achieve this purpose, especially on the basis of a volunteer work, mutually beneficial cooperation or self-help, thus minimizing otherwise significant costs associated with restoration, protection, development and care of cultural monuments as such.
3. Support, assistance and creation of conditions for the members of the Association to satisfy their basic human needs, defined in Maslow's pyramid of human needs.
4. The main activities of the Association are therefore as follows:
a. organization, coordination and implementation of activities leading to restoration, protection, development and care of cultural monuments; the castle and chateau Dolní Kounice certainly is an important cultural monument of the South Moravian Region;
b. organization and implementation of educational activities, focused, inter alia, also on continuous raising of awareness in the field of culture and cultural monuments, including importance of care for these cultural monuments;
c. organization and realization of cultural, sports and other social activities, including organization of competitions, being the activities for meaningful use of the leisure time;
d. organization, coordination and support of volunteer work, mutually beneficial cooperation as well as individual, collective and corporate initiatives aimed at fulfilling the purpose and objectives of the Association as above;
e. providing consultancy, counselling and, where appropriate, assistance to the local self-governing units, institutions and organizations in their involvement in mutually beneficial cooperation with the Association, leading to fulfilment of the purpose and goals of the Association as above;
f. issuing and distribution of publications, brochures, leaflets and other information materials relating to the Association and its activities;
g. promotion of the Association and its activities.
5. To fulfil the main activities, purpose and goals of the Association as above, the Association creates the optimum material and organizational conditions. Moreover, the Association also exerts every effort to ensure that the activities are performed in the environment which, given the character of activities, will show the highest possible degree of suitability.
6. To fulfil the main activity, purpose and goals of the Association as above, the Association is also ready to cooperate especially with the state authorities, territorial self-governing units, European Union institutions, natural persons, legal entities under private law, including the Czech and foreign non-profit organizations.
7. The Association can also develop economic activity as the ancillary activity, focused on promoting the main activity or economic use of its own assets or managed assets for the benefit of the Association.
The Association can enter into legal entities or establish them in order to obtain funds for development of its own activities. The generated profit can be used only for activities of the Association, including administration of the Association.
8. The following is understood under the ancillary economic activity of the Association, supporting the main activity and contributing to economic use of the assets of the Association:
a. raising funds in the manner consistent with the relevant valid legal regulations;
b. rental of own or leased property, premises and areas;
c. restoration of neglected or underused real estates, their development, utilization and operation for purposes and goals of the Association;
d. creating opportunities for the members of the Association to obtain decent housing without the threat of debt and seizures, creating employment and urbanization in the South Moravian region, adjacent to the Castle.
III. Membership in the Association
1. A natural person or a legal entity that agrees with the Articles and mission can become a member of the Association.
2. The Statutory Director of the Association decides on admission as a member of the Association on the basis of a written application.
3. Membership is effective on the day of admission as a member.
4. Membership in the Association ceases to exist:
a. by the written document of the member notifying withdrawal from the Association;
b. by death of a member;
c. by winding up or cancellation of a legal entity that is a member of the Association;
d. by cancellation of membership by the Statutory Director of the Association.
5. The proof of membership is a certificate of membership issued by the Statutory Director of the Association.
6. Membership in the Association passes to the heir or to the legal successor, with all relevant rights and obligations associated with the membership in question. Heir or legal successor of the founding member acquires the rights and obligations as a founding member.
7. Membership in the Association is of two types:
b. honorary membership.
8. The honorary member has the right to participate in and vote at the General Meeting, but has only an advisory vote, which is not taken into account in the final census. Otherwise, the honorary member has all the rights and obligations according to the Articles of the Association, namely the same as the member.
IV. Rights and obligations of the members of the Association
1. Member of the Association has the right to:
a. participate in the activities of the Association;
b. attend the General Meeting;
c. elect bodies of the Association;
d. be elected to the bodies of the Association;
e. be informed about activities of the Association.
2. Member of the Association is obliged to:
a. behave honestly and observe the Articles of the Association;
b. participate actively in fulfilment of the goals of the Association;
c. conscientiously perform functions in the bodies of the Association;
d. pay membership fees if this obligation is imposed on them by the General Meeting;
e. exert every effort not to harm interests and reputation of the Association.
V. Bodies of the Association
1. Bodies of the Association are as follows:
a. General Meeting;
b. Statutory Director of the Association;
VI. General Meeting
1. The General Meeting is the supreme body of the Association.
2. The General Meeting consists of all members of the Association.
3. The General Meeting is convened by the Statutory Director of the Association as needed, but at least once in 12 months.
4. The General Meeting:
a. approves the Articles of Association;
b. approves changes of the Articles of Association;
c. elects and dismisses the Statutory Director of the Association, except for the first Statutory Director of the Association, in the sense of the first term of office since establishment of the Association;
d. elects and dismisses the Auditor;
e. decides on dissolution of the Association.
5. Each member has one vote, all votes being equal except for the advisory vote.
6. The General Meeting adopts resolutions, unless otherwise stated below, by the absolute majority of votes of the present members.
7. The General Meeting has a quorum if at least one half of the members are present.
8. The decision on winding up the Association is adopted if at least two thirds of all members of the Association vote for it.
VII. Statutory Director of the Association
1. Statutory Director of the Association is the statutory body, i.e. the Association has chosen an individual form of the statutory body. Due to the presented facts, the statutory body of the Association has one member.
2. The office of the Statutory Director of the Association is created by election at the General Meeting.
3. The term of office of the Statutory Director of the Association is 5 years with the possibility of re-election.
4. Candidates for the office of the Statutory Director of the Association can be nominated by any member, and each proposal is then discussed by the General Meeting.
5. The office of the Statutory Director of the Association expires by:
b. dismissal by the General Meeting;
6. The first Statutory Director of the Association is elected by the founding members at the foundation meeting of the Association.
7. Statutory Director of the Association:
a. coordinates activities of the Association;
b. convenes the General Meeting;
c. elaborates the underlying documents for the decision of the General Meeting;
d. decides on admission as a member of the Association;
e. executes other activities that are not vested to the competence of the General Meeting.
8. If, despite the repeated - at least three times - calling in the course of twenty months, the General Meeting having a quorum is not held, its powers are taken over by the Statutory Director of the Association.
9. The Statutory Director of the Association acts on behalf of the Association externally towards third parties.
10. The Statutory Director of the Association may grant a power of attorney to another person to represent the Association.
11. The Statutory Director of the Association is responsible for keeping accounting records and for smooth operation of the Association.
12. The Statutory Director of the Association prepares underlying documents for the General Meeting.
13. The Statutory Director of the Association signs documents on behalf of the Association by showing his post /office and by affixing the handwritten signature to the name of the Association.
1. Auditor is the controlling / auditing body of the Association, which has one member.
2. The Auditor is elected by the General Meeting, based on nomination by a member of the Association.
3. The term of office of the Auditor is 10 years.
4. The Auditor supervises activities of the Statutory Director of the Association.
5. The Auditor has the right to inspect documents of financial management of the Association at any time.
6. The Auditor reports on his activities at the General Meeting.
7. The Auditor is obliged to keep minutes of the General Meeting. If the Auditor is absent, minutes of the General Meeting are kept by the Statutory Director of the Association.
IX. Principles of financial management of the Association
1. The sources of income are in particular as follows:
a. donations and contributions from legal persons and natural entities;
b. subsidies and grants;
c. income from its own economic activity executed as the ancillary (supplementary) activity of the Association;
d. property transferred to the ownership of the Association by a member of the Association;
e. state contributions;
f. membership fees.
2. The funds are used to fulfil the goals of the Association.
3. The Statutory Director of the Association is responsible for the financial management of the Association; the former submits annually the financial report to the General Meeting.
4. The Statutory Director of the Association disposes of the funds.
5. The Association is a non-profit organization.
X. Final provisions
1. The Association will be dissolved if the General Meeting decides to dissolve the Association by a two-thirds majority of votes of all members of the Association. Winding up of the Association will be performed by the liquidation committee established by the General Meeting.
The property must be decided only and exclusively in accordance with orientation of the Association and in conformity with any contracts executed between the Association and the state administration authorities, local governments, or with significant sponsors of the Association and the facilities established by the Association.
2. The Association is established upon being incorporated in the public register held by the relevant register court.
3. These Articles of Association become effective on the day when being approved by the supreme body of the Association.
In Brno, on 15. 10. 2018
Ing. František Zoubek, Ing. Kamila Svobodová, MUDr. Šárka Kutálková, Bc. Lukáš Kutálek,
founding members of the Association, Adam Kutálek, member of the Association.