How To Run An International Aid Organization

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1 Statutes Charity Children s Support Program for African Children Afflicted with AIDS e.v. 1 Name, Location, Business Year 1. The organization goes under the name Charity Children s Support Program for African Children Afflicted with AIDS e.v. and is so entered in the register of the Bergisch Gladbach AG under the number The organization is located in Bergisch Gladbach. 3. The business year is the calendar year. 2 Purpose of the Organization 1. Purpose of the organization ist help, quickly and unburocratically, HIV virus infected and AIDS afflicted children and youth of Africa. The support is linked to the people who offer direct consultation, and help to the children. The organization conducts itself in accordance with, and without exception with the regulations of charitable or mixed-charitable organizations. This is noted in paragraph 51 ff. AO from the section The Deductable Allowances, 1977, and in the appropriate, applicable presentation. 2. The following articles have been established as the primary goals: a) Inform and educate the public regarding the situation in Africa in respect to the children and youth in Africa that are infected with the HIV virus and afflicted with AIDS (Public Relations/Media Campaign). b) Therapeutic treatment and other appropriate measures to alleviate suffering due to AIDS and emergent situations. (Therapy and other treatments). c) Fulfilling of special wishes of children ( Make a Wish Come True ). d) Project and statute related funds are made available to children and youth that are either infected with the HIV virus or afflicted with AIDS. The support is linked to the people who offer direct consultation and help to the children. We persue, without exception, humanitarian efforts. 3. This work is achieved, in particular, through the following actions: a) To achieve the mission of the organization, the media campaign looks to build a broad foundation in order to raise the publics level of consciousness. The higher level of consciousness should in turn, lead to an improvement in the living conditions, especially for the children and youth that are afflicted with AIDS or infected with the HIV virus. This media campaign is also an important tool to communicate the importance this project has both socio-economically and for the society as a whole. This is affected, among others, through information booths, brochures and programs. b) The fulfillment of special wishes of the ill children that are important to them and are perceived as unattainable- (e.g. professional wishes, hobbies, experiences). Those activities that raise the level of hope and motivate the children are the focus of this support.

2 c) There are immediate, emergency funds available to the children in an unburocratic fashion, that provide them with emergent needs. This happens also when someone accepts the role as a Godparent for an ill child. d) The organization develops and supports one or more business locations that simultaneously serve the purpose as a consultation office and information center. The organization can additionally work with or form other organizations that have as their goal to achieve the objectives of the organization. The organization also has the option to work with other partners and to establish entities that operate independently. Both internal and external financial resources can be engaged to promote the organizations activities. The activities of the organization are to be ethical, of a scientific nature and of an appropriately related focus. 3 Membership The organization has the following types of members: 1. The organization is composed of regular members, supportive members and honorary members. 2. Formal members: Formal members can only be a natural person. The acceptance decision is made based on a written application. The rational for the decision does not need to be made known. Formal members have a right to vote in the main members meeting. 3. Supportive Members: Supportive members can be a natural person, a legal person, a group of people that are prepared to promote the ideals and support the organization with money and deeds. The board of directors makes their decision based on a written application. Supportive members have no right to vote. 4. Hororary Members: A board member can recommend a personality to be an honorary member, who is in the eyes of the organization seen as a role model. The honorary member is selected, after their nomination, by a vote at the main members meeting. The hononary membership does not require payment of membership fees. 4 Termination of Membership 1. The membership ends with termination, exclusion or death, for instance via loss of power of attorney, or a person deemed to be incompetent. Termination of the membership is possible at any time. The termination reasons are to be made in writing to the board of dirctors of the organization. The termination of the contract is to be made 3 months in advance. The termination goes into effect at the end of the calendar year. 2. A member can be excluded from the organization when it is judged that the member acted contrary to the goals of the organization, or despite warnings, is more that 3 months delinquent on membership payments. The exclusion of a member is made by the board of directors after a hearing where the member is questioned. The decision of the board of directors is communicated via certified mail to the effected member. An appeal of the decision of the board of directors is a right of the member and should be made prior to the next main member meeting. The appeal must occur within one month of the presentation of the board of directors decision. Until which time that the decision of the main member meeting is known, a non-functional status of the member is in effect. 5 Membership Fees 1. The level of the formal and supportive members fees are determined at the annual members meeting and go into effect for the next year. The fees are paid annually, in advance and are automatically dedected from the member account.

3 a) The annual membership meeting. b) The board of directors. c) The consulting group. 6 Organization Departments 7 The Board of Directors 1. The Board of Directors of the organization has four members: The President, Two Vice Presidents, The Finacial Advisor. These can be either serve as their primary work or on a voluntary basis. 2. The organization is represented both legally and non-legally through the director of the board or the alternative director of the board. 3. In addition, the board director can call for the assistance of consultants for special projects, functions and responsibilities. These people have no voting rights. These consultants can, if a board director member so applies for, be appointed as an honorary member at the main members meeting. 8 Election of the Board of Directors 1. The Board of Directors are elected at the main members meeting. Each board of director member elected individually. The main members meeting elect first a director of the board. The director then recommends a alternative director of the board. The main members are not bound by this recommendation. 2. The board of directors is elected for a period of two years. Re-election is permitted. The board of directors stay in their positions until a new board of directors is elected. 9 Decision Making of the Board of Directors In general, the decisions of the board are made at the meetings of the board of directors. These decisions being made from the director of the board and in his/her absence through a selected representative. 10 GeschÄftsfÜhrung 1. The board of directors leads the business according to statutes and norms and decisions of the main members meetings. The board of directors leads the on-going business of the organization. 2. The responsibilities and duties of the director of the board include: a) Preperation and announcement of the main members meetings and the detailing of the protocol. b) Execution of the decisions of the main members meetings. c) Detailing of an annual budget, accounting activities, preperation of the annual financial statement and report which is annually approved at a main members meeting. d) The reporting of decisions regarding new member acceptance and member exclusion actions of formal and supportive members, as well as, the notation of recommendations for those to be nominated as honorary members at the main members meeting. 3. The reporting of non-standard actions, that are not foreseen in the annual budget and are to be dealt with via decisions of the board of directors. 4. The board of directors can call upon consultants to assist them. The board decides on the level of the honoraria for the consultants, and details the necessity for these services in detail.

4 5. The main members meeting can decide that the director of the board can be paid an appropriate amount for his/her services. The compensation should not be more than that which is appropriate for the level and volume of services that the director of the board provides. In the case that this position is their primary job, the level of payment will be oriented to that of a civil servant. 6. The board of directors makes the decisions regarding partnerships with other organizations, entry into networks and the construction of entities. 7. The board of directors is elected at the main members meeting for a duration of 2 years from the date of the election. They stay in their positions until what time that a new election of the board is held. If, within the normal election period, a member of the board resigns, a member of the main members, can be selected to serve as a provisional board member. 8. The board of directors documents their decisions at the meetings of the board of directors. The board of directors is empowered to make decisions, when a minimum of 3 members are present. Decisions are made based on a simple majority of valid votes. The meetings of the board of directors is lead by the President and in his/her absence by the Vice President. The decisions of the board are to be in writing and to be signed by the meeting director. 11 Managing Director 1. The board of directors choose to appoint a professional Managing Director. The Managing Director does not need to be a member of the organization. The choice of the Managing Director must be based on a unanimous vote of the board of directors. 2. The Managing Director can be appointed as a special representative in accordance with the rule 30 BGB. 3. The realm of responsibilities includes the administrative activities of the organization, especially the lobbying efforts, the development of the donation network within Germany, the public relations/media efforts as well as the coordination of charitable contribution programs. 4. The Managing Director is compensated with a suitable package and will have all other necessary costs reimbursed. 12 Main Members Meeting 1. The main members meeting is responsible for the following activities: a) Election of the board of directors. b) Selection of the honorary members. c) Election of the consultants. d) Establishment of the level of the annual member fees. e) Decision as to the level of compensation for the board of directors. f) Approval of the annual report. g) Remoaval of the board. h) Decisions regarding statutes, and changes of purpose for the organization. These decisions require a majority of 2/3 of the attending members. The statute, respectively the purpose changes can be carried out only if a validation of the responsible Finance office is available. This such that the recognition of the organization as a charitable organization would not be called into question. i) Decisions regarding a physical move. j) Decisions regarding the end of the organization.

5 13 Invitation to a Main Members Meeting 1. The main members meeting is held annually and on an as needed basis. 2. Needs based meetings are called by the board of directors at other than schedule times when it is of special importance to the organization. 3. The invitation to the main members meeting is made along with the meeting protocol and is made at least four weeks in advance. The deadline for the invitation begins with the presenation of the last invitation at the post office. This day and the day of the meeting are not counted. The invitation is deemed appropriately carried out when the last address of the invited members is completed. Every member can suggest additional points for the meeting protocol. This requires that the suggestions for changes to the meeting protocol are received by the board of directors no later than one week prior to the main members meeting. 4. The board of directors can require for all meetings that the business rules of order be maintained. 1. The main members meeting is composed of: 14 Decisions of the Main Members Meeting a) Members with voting rights: - Members of the board, each with one valid vote - Active members, also each with one valid vote - The director of the consultants, each has one valid vote - The honorary members, each with one valid vote b) Members without voting rights: - The Managing Director - The consultants - The supportive members 2. The main members meeting can decide only on those points that are noted in the meeting protocol or are in accordance with the requirements. 3. The main members meeting is lead by the director of the board and in his or her absence by the alternative director of the board. If no board member is present, then a meeting leader is elected. 4. The members with the right to vote, have one valid vote. The voting process is done based on functional area. If one person has multiple functional areas, they then would be able to vote a number of times. A member can not have a designee vote for him/her. 5. The main members meeting requires a simple majority of valid votes for decisions. Abstain responses are viewed as votes not delivered. 6. The decision for contract changes to merge within another organization or the ending of the organization or a change of location all require a majority of the valid votes. 7. The statute changes require a 2/3 majority of the attending, voting eligable members. 8. The flow of the main members meeting is to be noted in the minutes of the meeting. 9. The protocol must contain the attending members, other allowed attendees, the proposals to be voted on (the Yes/No votes, Abstains, invalid votes), as well as the issues to be clarified. The leader of the meeting is responsible for an orderly notation of the minutes of the meeting via designated meeting secretary. 10. The protocol is signed by both the meeting leader and the secretary who noted the minutes of the meeting. The protocol is mailed to the members within one month. If there is no additional changes, then the protocol is taken as accepted.

6 15 The Collection of and Use of the Organizations Resources 1. The resources of the organization consists of member fees, contributions, collections from goods donated, and perhaps monies collected from public sources. Contributions and public funds can be accepted only when they are not tied to expenses that are not consistent with statutes of the organization. 2. The organization is non-profit; it is not in our interest to serve an economic role. 3. The resources of the organization are allowed only to be used for purposes that are consistent with the statutes and purpose of the organization. It is not allowed that any person be paid funds that are not consistant with the purpose of the organization nor to receive payments that are not in relation to services provided. 4. The administrative costs should not exceed the sum of member fees (personal and material costs) and a certain percentage of the expected donations and public funds. This level is decided by the board of directors. 5. The organization is allowed to have reserves or partial reserves, as far as it is necessary to maintain it s tax reduced status (as it relates to Reserves 58 Abs. No. 6 AO). The organization is permitted no more than one third of this reserve of their income from the asset management, plus 10% of other funds can be held as a reserve. According to 55 Abs. 1 Nr. 5 AO/free Reserves, 58 Nr. 7 AO). 16 Business Year, Accounting, Annual Report 1. Business year is the calendar year. 2. The board of directors carries out an orderly accounting procedure. The Income and Expenses and listed out and are disposed in appropriate accounts. 3. Within 2 months of the end of the business year, the board of directors presents the annual financial report. 17 Sworn to Silence 1. The members of the board, the members of the consulting group and members of the organization are sworn to secrecy regarding the personal relationships the children have, the support they receive and for that support that for what ever reason is not possible to carry out. This is especially pertinent in regards to the names, addresses and the health situation of the children. 2. Publications are allowed only through the express approval of the board of directors and only in anonymity. The board of directors is empowered to this type of publication and especially those that have to do with public relations. 18 Ending of the Organization and End of Tax Reduced Status 1. Should the main members meeting choose to end the organization, then the board of directors have the responsibility to liquidate the organization, unless the main members do not decide otherwise. 2. With the end of the organization their is the end of the tax reduced status. The financial committments have to be met and the remaining funds are to transferred to the following charitable organizations: Der Deutsche Kindershutzbund e.v., SOS KinderdÖrfer e.v., and to be used exclusively for the tax reduces purposes of charitable organizations.

7 19 Legal Status and Place Legal location and place of execution is that of the organization. The established statutes were accepted at the founding meeting on September 1, 2004 in Bergisch Gladbach and take effect immediately. Signitures of the Founding Members: Board of Directors of the Charity Childrens Support Program President Purity Mbocho Bergisch Gladbach Overather Stra e 6 ( signature ) Vice President Sabine Hohn Lawyer Siegburg Hauptstra e 71 Vice President Dr. med Herbert Breker MD Internal Medicine Bergisch Gladbach Im Scheidt 4 Finance Secretary Silvia Reinartz - Klein Accountant Siegburg Hauptstra e 71 Members of the Charity Childrens Support Program Marketing and Publich Relations Ruth Mbabazi Economics KÖln Nordstra e 80 Daniel Jamroz Consultant-Marketing and PR Troisdorf KÖlner Stra e 142 Roger Hahn Political Scientist Bonn Auf der Hostert 4 Dirk Kuhlewind Business Degree KÖln Pastor Wolff Stra e 3 (signature )