An association exists under the name “BELUGA AEQIUTAS ASSOCIATION” (BAA), or in German “BELUGA AEQUITAS VEREIN” (BAV), in the sense of Art. 60 ff. of the Swiss Civil Code (ZGB) with its registered office in Baar.
The association sees economic development aid and projects as non-profit-oriented without exception. If income is nevertheless generated directly or indirectly, then it must be used without exception, irrevocably and unconditionally for public and non-profit projects.
The association promotes and supports social, humanitarian, economic development aid and environmentally friendly projects and concerns relating to sustainability. It deals with their direct implementation or indirectly through support, advice and financing of third parties. In this regard, the association is committed to and promotes cooperation and coordination between universities, training institutions, aid organizations, associations, foundations, companies, private individuals, authorities and other bodies.
The association’s mission is to establish itself as an international forum and contact point for education, research and development, as well as to promote, support and implement an information and discussion platform.
The association does not pursue any commercial purposes, is not profit-oriented and is denominationally and politically neutral.
The association achieves its purposes in particular through:
a) Social, humanitarian, economic development aid and environmentally friendly projects relating to sustainability.
b) Cooperation and coordination with other committed third parties.
c) Implementation of an information, knowledge and discussion platform.
d) Development of certification systems and introduction of specific quality marks (seals of quality) with which compliance with sustainability criteria and fair production and trade (Fair Production & Trade) between and towards the economic parties
(producers and beneficiaries) are demonstrated and certified.
e) Organization and implementation of certifications, awarding of certificates and checking and verifying compliance with sustainability criteria on a regular and periodic basis;
f) Promotion, research and use of sustainable production processes and technologies and their distribution by presenting the positive effects on climate protection, resource conservation and regeneration, health, quality and efficiency improvements as well as on the economy, the labor market and social stability and security;
g) Publication of scientific and technical findings, practical experience and realized and certified projects to members and the public.
h) Organization of qualification and further training measures, communication of the goals, content and specifications in connection with sustainability certifications.
i) Promotion of the exchange of opinions and experiences among all equally committed people who pursue similar and equivalent goals.
j) Protection of the interests of the members.
The association, with regard to sustainability certifications, fulfils its purposes primarily through the ongoing definition, organization and processing of certifications, as well as through regular information events.
The association is entitled to undertake all transactions necessary for the association’s purpose and to carry them out itself or to commission third parties to carry them out.
The association is also dedicated to charitable projects and work, and is committed to charitable donations, whereby the principles of sustainability, reasonableness and helping people to help themselves are always in the foreground and followed.
The association is not profit-oriented; in the event of dissolution, the association’s capital should be irrevocably donated to social and humanitarian institutions that pursue and fulfil a similar purpose.
In order to pursue the association’s purpose, the association has the contributions of its members, which are determined and decided annually by the general meeting by drawing up and adopting a contribution regulation.
The annual contribution is due on January 1st. If membership is acquired during a financial year, the contribution is due within one (1) month of joining the association. It is to be paid pro rata if membership begins or ends during the financial year. The decisive factor for punctual payment of contributions is the timely receipt of the amount in the association’s account. Any member who has not paid the annual contribution by this date is in arrears.
The board can, upon request, fully, partially or temporarily exempt a member from paying membership fees if this does not endanger the purpose of the association and the personal and financial circumstances of the member make this seem necessary.
The association’s additional income also consists of voluntary donations, subsidies if applicable, the income from the association’s assets and, if applicable, fees for qualifications, certifications and accreditations within the framework of the organization and awarding of quality marks (seals of approval).
The association also accepts voluntary funds from sponsors. Any adult, natural or legal person whose activity does not contradict the purpose of the association can become a patron of the association. Patrons can be granted certain rights and advantages by the management, e.g. reduced fees or advertising opportunities.
All of the association’s funds may only be used for the purposes set out in the statutes. The members have no share in the association’s assets. With the exception of the management and its employees, the association’s offices are honorary positions.
No person may benefit from expenses that are unrelated to the purpose of the association or from disproportionately high remuneration.
When they leave or when the association is dissolved, members have no claim to reimbursement of association assets, membership fees or donations.
The association has:
a) Active members
b) Passive members
c) Honorary members
Active members with voting rights are natural or legal persons who use the association’s services and facilities.
Passive members without voting rights can be natural or legal persons who support the association ideologically and financially.
Honorary members can be natural persons of legal age and legal entities who have made a special contribution to the association’s purpose. They are appointed by the general meeting on the recommendation of the board and have the same rights as an active member.
The founders of the association (initiators) are exempt from paying membership fees.
The Board decides on the admission of members after a written application has been submitted to the President. The Board’s decision is final.
Membership expires:
Resignation from the association requires a written declaration to the management. The letter of resignation must be sent by registered mail to the management at least four (4) weeks before the ordinary general meeting.
A member can be excluded from the association at any time without stating a reason. The board makes the decision to exclude; the member can appeal the decision to exclude to the general meeting.
The exclusion of an association member is made by resolution of the management. It is permissible if a member repeatedly violates the interests of the association or otherwise endangers the purpose of the association. The person concerned can appeal against the management’s decision, which must be justified in writing, within one month by submitting a written application to the board; the board makes the Final decision. If no written objection is raised within one month, the exclusion is deemed to be accepted and final.
Membership in the association expires if a member is more than one year in arrears with an annual membership fee and the member has previously received two written reminders from the management. There must be a period of at least one month between the two reminders. The second reminder must contain the threat of expiration of membership if the outstanding membership fee is not paid.
When membership ends, all rights and entitlements of the member to participate in the association’s facilities expire.
The bodies of the association are:
a) the general meeting (members’ meeting)
b) the board
c) the auditors
d) the management (if not performed by the board)
e) the certification committee
f) the specialist committee
g) the admissions and examination committee
In addition, the board is authorized to appoint advisory expert groups in order to channel external expertise. The members of the expert groups are selected by the board; they do not necessarily have to be members of the association. The expert groups establish their own expert group rules, which require the approval of the board to be effective.
The highest body of the association is the general meeting (members’ meeting). An ordinary
general meeting takes place every year within the first six (6) months of the year.
The invitation to the general meeting is sent to the active members at least twenty (20) days in advance in writing or by email by the board, enclosing the agenda. The management informs the public about the general meeting; passive members and honorary members may attend the general meeting if they register.
An extraordinary general meeting can be called by the board at any time if the interests of the association require it or if at least 20% of the active members request this in writing from the board, stating the purpose and reasons. The general meeting must take place no later than two (2) months after receipt of the request. The notice period is three (3) weeks, as far as circumstances permit.
Any active member can request an addition to the agenda from the president in writing no later than one week before the general meeting. Requests that the president rejects must be submitted to the general meeting for a decision. The general meeting can only decide on motions that are not on the agenda if at least two thirds (2/3) of the active members present at the general meeting are present and agree to them.
The general meeting is chaired by the president or a representative appointed by him.
The general meeting has the following inalienable tasks:
a) Approval of the minutes of the last general meeting
b) Election of the president and the other members of the board and the auditors
c) Amendment of the statutes
d) Approval of the annual report of the board
e) Receipt of the audit report and approval of the annual financial statements;
f) Discharge of the board;
g) Approval of the annual budget, setting of membership fees;
h) Election and removal of the certification committee on the proposal of the board for a
period of two (2) years, re-election is permitted
i) Handling of exclusion appeals
j) Awarding of honorary memberships
k) Decision on important business submitted to it by the board
l) Resolution on applications from the board and members
m) Resolution on the dissolution of the association and the use of the liquidation proceeds
n) Resolution on the activity program.
At the general meeting, each active member has one vote; decisions are made by simple majority. Passive members are invited to the general meeting, must register, can attend the general meeting but do not have voting rights. Active members or honorary members can be represented by representatives on the basis of a written power of attorney. Each representative may exercise voting rights for a maximum of two (2) members. The chairman of the meeting determines the type and form of voting and elections.
The board consists of at least four (4) and a maximum of seven (7) members.
The president is appointed and elected by the general meeting (members’ meeting); otherwise the board constitutes itself.
Work on the board is voluntary. If membership in the association ends before the end of the term of office, membership on the board also ends automatically.
The board represents the association externally and conducts day-to-day business, unless another management has been appointed.
The term of office of the board is four (4) years. The board is re-elected by the general meeting after the end of the respective term of office; re-election is permitted without limitation. Only active members of the association or their representatives may be elected. Board members whose term of office has expired remain in office until new board members have been elected to replace them and have accepted office.
If a board member leaves before the end of their term of office, the remaining members form the board until a replacement election has taken place at the next general meeting for the remainder of the term of office.
If the president or vice president (if appointed) leaves, the board elects a president and/or vice president from among its members until the replacement election.
In addition to the tasks and powers mentioned above, the board is responsible for the following matters of the association:
a) Representation of the association;
b) Appointment, dismissal and control of the management, as well as conclusion, processing
and termination of the appointment and/or employment contracts of the management;
c) Cooperation and coordination between universities, educational institutions, charities,
associations, foundations, companies, private individuals, authorities, corporations and other
third parties;
d) Coordination and integration of the various specialist topics, as well as determination of the
basic principles for the further development, introduction and implementation of
certification systems with which compliance with sustainability criteria is demonstrated and
certified;
e) Appointment and dismissal of the members of the technical committee;
f) Creation of expert groups, appointment of their members and approval of their expert
group regulations;
g) Issuing instructions to the management;
h) Initiating and reviewing the preparation of budgets and business reports;
i) Deciding on disputes in connection with certification applications or decisions;
j) Convening and in disputes involving external arbitration bodies if this seems sensible in the
interests of finding a peaceful solution.
The association can elect an auditor at any time, either voluntarily or in accordance with legal provisions. The responsible body for electing or removing the auditor is the general meeting.
The auditor can be a natural or legal person, who does not have to be a member of the association. The auditors are elected for a term of one (1) year. Re-election is permitted.
The association can, upon resolution of the general meeting, have the audit carried out by an external company.
The auditors examine the annual accounts and prepare the auditors’ report for the attention of the general meeting and submit to the general meeting a request for the granting or refusal of discharge to the board of directors.
The Management, if appointed, consists of the managing director and two (2) deputies (if the management is carried out by the board, the deputies are ensured by two (2) board members).
The board has a say in the composition of the management.
The management is responsible for all matters of the association, unless they are assigned to another body of the association by the statutes. In particular, it is responsible for the following matters:
a) Operating the association’s headquarters (the office);
b) Commercial tasks, such as collecting contributions, fees and other claims, proper accounting of the association, drawing up a budget
c) Office-organizational support for the board and committees
d) Organizational preparation and implementation of the general meeting, including preparation of business reports and minutes
e) Editorial responsibility for the publication of publications or a member magazine or through other media, the content of which must be agreed with the board
f) Implementation of the board’s directive resolutions
g) Management of the development of the certification systems and introduction of the quality seals (seals of quality) with which compliance with sustainability criteria and fair production and trade (Fair Production & Trade) between and towards the economic parties (producers and beneficiaries) is identified and certified and the further development of the content and requirements for the quality seals (seals of quality) and the sustainability criteria
h) Organization and implementation of the certification and awarding of the quality seals for sustainability, fair production and trade (Fair Production & Trade).
The management takes part in the meetings of the management board with at least one member in an advisory capacity, unless the application for the appointment or dismissal of a member of the management is being discussed.
The Certification Committee consists of three (3) to five (5) members, of which at least one must be a member of the Board of Directors or Management.
The members of the committee are elected by the general assembly on the proposal of the board. Only active members of the association or their representatives may be elected. The term of office of the committee members is two (2) years. Membership in the certification committee is voluntary.
The certification committee constitutes itself. Committee members whose term of office has expired remain in office until new members are elected in their place and have accepted the office. If a member leaves before the end of the term of office, the remaining members form the committee until a replacement election has taken place at the next general assembly for the remainder of the term of office. If the chairman leaves, the committee elects a chairman from among its members until the replacement election.
The certification committee is responsible for the quality marks (seals of quality) for sustainability, fair production and trade (Fair Production & Trade); this includes accepting the award applications, accepting the final audits and approving the award of the mark.
The committee meets regularly, at least four times a year. The committee determines the place
and time of the meetings. The notice period is at least three (3) weeks. The committee must be convened if at least one of the members requests this in writing, stating the agenda items.
The committee has a quorum if at least two thirds (2/3) of the members are present. When making decisions, the majority of the valid votes cast decides. Resolutions can also be made in writing or electronically if the majority of the members of the committee agree to this procedure. In the event of a tie, the chairperson’s vote decides.
The technical committee consists of three (3) to five (5) members, of whom at least one must be a member of the board or management.
The members of the committee are appointed by the board. Only active members or their representatives can be appointed to the committee. The term of office of the committee members is two (2) years. Membership in the technical committee is voluntary. The committee constitutes itself.
The technical committee is responsible for the further development of the content and requirements of the quality marks (seals of approval).
The following subject areas are to be assigned to the technical committee:
a) Overarching perspectives on sustainability issues in the various implementation fields (sectors);
b) Global environmental protection and environmental concerns;
c) Protection and sustainable management of resources;
d) Health, supply, hygiene and safety;
e) Capital maintenance, life cycle costs;
f) Geographical, national and regional environment and public goods;
g) Other aspects that enable the implementation of sustainability.
To carry out its tasks, the technical committee can form individual expert groups on the specialist topics. The committee member responsible for the subject is the chair of the relevant expert group. The expert group members are appointed to the expert groups on a voluntary basis by the technical committee. The expert group members do not have to be members of the association.
The Admissions and Examination Committee consists of three (3) members, one of whom is a board member or management member. The Admissions and Examination Committee constitutes itself.
The members of the committee are appointed by the board. Only active members of the association or their representatives can be appointed to the committee. The term of office is two (2) years. Membership of the Admissions and Examination Committee is voluntary.
The Admissions and Examination Committee is responsible for quality assurance of auditor training and auditor examination.
The association can voluntarily carry out an audit by an elected auditing body. The body responsible for electing or de-selecting the auditing body is the general meeting. The auditing body can be a natural or legal person who does not have to be a member of the association. The auditing body is elected for a term of one (1) year. Re-election is permitted.
The association can have the audit carried out by an external company upon resolution of the general meeting.
The auditing body examines the annual accounts and prepares the auditing body’s report for the attention of the general meeting and submits a request to the general meeting to grant or refuse discharge to the board of directors.
The financial year begins on January 1st and ends on December 31st.
The association is bound by the sole signature of the president, or by the collective signature of the president together with another member of the board.
The association’s assets consist of membership fees, proceeds from events organized by the association, contributions from third parties and donations. The association’s assets are solely liable for the association’s liabilities. The members’ personal liability for the association’s liabilities is excluded.
These statutes can be amended if three quarters (3/4) of the active members present agree to the proposed amendment.
The dissolution of the association can be decided by a simple majority if three quarters (3/4) of all active members attend the meeting.
If fewer than three quarters (3/4) of all members attend the meeting, a second meeting must be held within one month. At this meeting, the association can also be dissolved by a simple majority if fewer than three quarters (3/4) of the members are present.
If the association is dissolved, the association’s assets will go to one or more institutions that pursue the same or a similar public and charitable purpose.
These statutes were adopted at the founding meeting on May 30, 2024 and came into force on that date.