The Articles of Association

Historical Tramway Association
of the City of Frankfurt am Main e. V.

- Statutes -

Status: 27.11.2013

1. name, registered office, legal capacity

(1) The association bears the name "Historische Straßenbahn der Stadt Frankfurt am Main e. V." and has its registered office at Rheinlandstraße 133, 60529 Frankfurt am Main.

(2) The association is entered in the register of associations at the Frankfurt a. M. local court. The registered office, place of performance and place of jurisdiction of the Association is Frankfurt a. M.

(3) In order to enable the Association to carry out its tasks, the Association may be a member of associations and other organizations that are active within the scope of the Association's purpose. The decision on this shall be made by the General Meeting.

(4) The financial year is the calendar year. The first financial year is a short financial year.

2. purpose of the association

(1) The purpose of the association is to bring together all those interested in local public transport and to document the history of local public transport and in particular the historic tramway in Frankfurt am Main and make it accessible to the public.

(2) In pursuit of this purpose, the Association shall assume the following tasks:

- the operation of the transport museum (Rheinlandstraße 133 in Frankfurt am Main) of Stadtwerke Verkehrsgesellschaft Frankfurt am Main mbH;
- the maintenance of the exhibits (especially the historical vehicles) of the Transport Museum;
- collecting, cataloging, processing, archiving and researching all kinds of objects relevant to local transport;
- producing documentation, issuing publications and organizing exhibitions and lectures.

3. non-profit status, nature

(1) The association and its members are selflessly active. It pursues exclusively and directly charitable purposes within the meaning of the section "Tax-privileged organizations".
purposes" of the German Fiscal Code (§§ 51 ff. AO).

(2) The association's funds shall only be used for statutory purposes. The
Members do not receive any benefits from the association's funds.

(3) No person may be defrauded by expenditure that is alien to the purpose of the corporation,
or by disproportionately high remuneration.

(4) The association is party-politically, ideologically and denominationally neutral.

4. acquisition of membership

(1) The VGF is a natural member of the Association. Otherwise, natural and legal persons can become members of the association.

(2) Membership must be applied for in writing to the Executive Board. The Executive Board shall decide on the application for membership.

(3) If the application is rejected, he is not obliged to inform the applicant of the reasons. A distinction is made between:

- Active members,
- Passive members,
- Supporting members,
- Association memberships on a mutual basis,
- Honorary members.

(4) Anyone who is not a permanent member of the association may be accepted as a supporting member.
Obligation to pay contributions Cash or non-cash benefits or free services
provides.

(5) The appointment of supporting members and honorary members is made by
Board resolution.

(6) Each new member shall receive a copy of the current Articles of Association.

(7) Young people, i.e. persons who have not yet reached the age of 18, must enclose written permission from their parents or legal representative with their application for membership.

5. termination of membership

(1) Membership shall end upon death, resignation of the member, removal from the list of members or exclusion from the association.

(2) Voluntary resignation must be made in writing to the Executive Board. Resignation can only be declared at the end of a financial year, whereby a notice period of three months must be observed.

(3) A member may be removed from the list of members by resolution of the Executive Board if the member is at least one month in arrears with the payment of contributions and has not settled the arrears even after the second reminder. At least one month must have passed between the receipt of the second reminder and the removal from the membership list. The member shall be notified of the decision.

(4) A member may be expelled from the association if it culpably violates the interests of the association or breaches the articles of association. The exclusion of the member shall be effected by a resolution of the Executive Board. The member must be given the opportunity to make an oral or written statement before the resolution is passed. The Executive Board's decision must be justified in writing and sent to the member. The member may lodge an appeal against the decision with the Executive Board within one month of receiving the decision. The Executive and Extended Board shall decide on the appeal within one month.

6. income and expenses of the association

(1) The income of the Association shall consist of:

- Admission fees and membership fees,
- Donations and interest,
- other income.

(2) An admission fee must be paid upon admission to the association. The amount and due date of the admission fees and membership fees shall be determined by the Executive Board and approved by the General Meeting. Membership fees are to be paid by bank transfer. The contribution of the VGF shall be agreed separately with the VGF by the Executive Board of the Association.

(3) The Association's expenses shall consist of:

- Administrative expenses,
- Expenses within the meaning of § 3 paragraph (2) of these Articles of Association.

(4) The use of the funds shall be recorded in a business plan to be drawn up annually by Nov. 1 of the previous year.

7. rights and obligations of members

(1) Every member is entitled to participate in the decision-making process of the association by exercising the right to propose motions, discuss and vote at general meetings.

(2) Members are obliged to promote the interests of the association to the best of their ability and to refrain from doing anything that could jeopardize the reputation and purpose of the association. Members must comply with the Articles of Association and the resolutions of the Association's bodies.

(3) The Management Board must be informed immediately of any change of address or e-mail address. If an e-mail address has been provided to the Board of Directors, correspondence shall be conducted exclusively by e-mail.

(4) Members are classified as active if they have made a significant contribution to the objectives of the association through their work in the previous year, in particular as a supervisor or during guided tours in the Transport Museum, in maintenance or other work in connection with the operation of the Transport Museum, the care of exhibits or other archive materials or in work that serves the organization or cohesion of the association. The Executive Board decides on the classification. The member must be given the opportunity to comment before being reclassified as a passive member.

8 Organs of the association

(1) The bodies of the Association are

- the General Meeting,
- the Managing Board and
- the extended Management Board.

9th General Meeting

(1) Every active, passive and honorary member has one vote at the General Meeting. However, resolutions may not be passed against the vote of the VGF representative. Another member may be authorized in writing to exercise the voting right. Authorization must be granted separately for each General Meeting; however, a member may not represent more than three third-party votes.

(2) The General Meeting is the supreme body of the Association. It is responsible for matters of fundamental importance, in particular for the following matters:

- Approval of the budget for the next financial year; receipt and approval of the annual report of the Executive Board; discharge of the Executive Board;
- Approval of the regulations regarding admission fees and membership and special contributions, with the exception of VGF contributions;
- Election of the members of the Executive Board in accordance with § 13 of these Articles of Association;
- Election of two cash auditors;
- Resolution on the Articles of Association and their amendments as well as the dissolution of the Association;
- Resolution on the establishment of working groups and their areas of responsibility.

10. convening of the General Meeting

(1) The Annual General Meeting shall be held at least once a year, if possible in the first quarter. It shall be convened by the Board of Directors in writing to the last known postal address or by e-mail to the last known e-mail address, giving two weeks' notice and stating the agenda. The notice period begins on the day following the dispatch of the invitation letter.

(2) The letter of invitation shall be deemed to have been received by the member if it is sent to the address last notified to the Association in writing.

(3) Each member may submit written motions to the Board of Directors for the General Meeting no later than one week before a General Meeting. These lead to additions to the agenda. The chairman of the meeting must announce the additions at the beginning of the general meeting. The meeting shall decide on motions for additions to the agenda that are submitted at general meetings.

(4) At the request of the members, a General Meeting shall be convened by the Executive Board if the interests of the Association so require or if 1/10 of the members request this in writing, stating the purpose and reasons. An extraordinary general meeting duly requested by the minority of the association must be convened no later than four weeks after receipt of the request by the Executive Board. The agenda must be communicated to the individual members of the association in writing with a notice period of two weeks.

11. adoption of resolutions by the General Meeting

(1) The General Meeting shall be chaired by the Chairman of the Board of Directors or, if he is unable to attend, by the Deputy Chairman. If no member of the Board of Directors is present, the meeting shall appoint the chairperson.

(2) The type of voting shall be decided by the meeting. A secret ballot must be held upon request.

(3) Every properly convened General Meeting shall constitute a quorum regardless of the number of members present.

(4) A simple majority of the valid votes cast shall apply to resolutions and elections of the General Meeting. A majority of 3/4 of the valid votes cast is required to amend the Articles of Association and to dissolve the Association.

(5) Minutes shall be taken of the proceedings and resolutions of the General Meeting, which shall be signed by the Chairman chairing the meeting and the person taking the minutes. Every member is entitled to inspect the minutes.

12th Executive Board, Managing Board

(1) The Executive Board consists of:

- the chairperson,
- one or one deputy chairperson,
- the secretary.

(2) The extended Executive Board also consists of:

- the 1st treasurer,
- the 2nd treasurer,
- two assessors.

(3) The Executive Board within the meaning of Section 26 BGB is made up of the Chairperson, the Deputy Chairperson and the Secretary. At least two of them represent the association externally.

13. election and resolution of the Executive Board

(1) Only an adult full member may be a member of the Board of Directors.

(2) The members of the Board of Directors are elected (each individually for their office) by the voting members of the Association at the Annual General Meeting for a term of two years. Re-election is possible at the end of the term of office.

(3) In the case of new elections to the Board of Directors, a chairman of the meeting must be elected to chair the meeting during the election process.

(4) The Executive Board is responsible for the management of the Association.

(5) Resolutions of the Board of Directors shall be passed by a simple majority of the votes cast. Resolutions must be recorded in writing and signed by the respective chairperson of the meeting and the secretary.

(6) A Board meeting is not required if all Board members agree to a motion or resolution in writing.

(7) If a member of the Board of Directors resigns during their term of office, the remaining Board of Directors shall elect a replacement member for the remaining term of office of the resigning member, whose election must be confirmed at the next General Meeting.

14. auditors