Statutes

Preamble

Over the past few years, the five universities in Ostwestfalen-Lippe have worked together successfully on multiple occasions, both bilaterally and jointly. The joint establishment of the Studienfonds OWL Foundation constituted a significant first step towards a successful collaboration between all five universities.

The universities are focussed on a strategically-aligned inter-university collaboration, as also expressed in § 77, Para. 1-4 of the North Rhine-Westphalia Higher Education Act (HG NRW) and § 71 of the Art Colleges Act of the State of NRW (KunstHG NRW). The objective of the collaboration is to pool the Partners’ expertise in their respective fields.

In order to further develop this collaboration in the interest of all the Partners, and thereby enhance the visibility of Ostwestfalen-Lippe as a region of science and innovation, the association “Campus OWL – Network of the five state universities in Ostwestfalen-Lippe e. V.” shall be established.

§ 1 Name and registered office of the association, financial year

(1) The association shall bear the name “Campus OWL – Network of the five state universities in Ostwestfalen-Lippe”. It must be entered in the register of associations, upon which it will bear the letters “e. V.” (registered association) after its name.

(2) The association shall have its registered office in Bielefeld.

(3) The financial year shall be the calendar year.

§ 2 Purpose, non-profit status of the association

(1) The association, with its registered office in Bielefeld, shall directly and exclusively serve public-benefit purposes within the meaning of the “Tax-privileged purposes” chapter of the German Fiscal Code.

(2) The purpose of the association shall be the advancement of science and research and the advancement of the arts, within the meaning of § 52, Para. 2 of the German Fiscal Code.

(3) The purpose set out in the statutes shall be achieved in particular through a close collaboration between the members and the expansion of existing co-operations within the relevant legal scope, in particular in the following areas:

a)     Research and transfer

b)    Teaching, learning and further education and training

c)    Infrastructure/administration

The members shall regularly discuss the specific issues from these areas on which they could potentially collaborate, taking into account their respective existing interests.

(4) The association shall be non-profit-making; it shall not primarily serve its own economic purposes.

(5) The association’s funds may be used exclusively for the purposes set out in the statutes. The members shall not receive any financial benefits from the association’s funds.

(6) The association may not provide a benefit for any person by means of expenditure unrelated to the purpose of the association or disproportionately high remuneration.

§ 3 Acquisition of membership

(1) The five state universities in Ostwestfalen-Lippe and their rectors and presidents, as well as their chancellors and vice-presidents for operations may become members of the association. The rectors and presidents of the member universities shall automatically be members of the association.

(2) Admission to the association must be applied for in writing to the Executive Board. Decisions on membership applications shall be made at the discretion of the Executive Board. The Executive Board shall not be required to justify its decision to reject any application for membership.

(3) On the recommendation of the Executive Board, the Members’ Meeting may appoint as honorary members any members or other persons who have rendered outstanding services to the association.

§ 4 End of membership

(1) Membership in the association shall end for natural persons upon death or departure from office and for legal persons upon loss of their legal capacity, and in both cases, upon resignation or exclusion.

(2) Members must tender their resignation in writing to the Executive Board. Resignations may be tendered only with a notice period of three months to the end of the financial year.

(3) A member may be excluded from the association by resolution of the Members’ Meeting if

a) They culpably cause serious damage to the reputation or interests of the association

b) They are more than three months in arrears with payment of their membership fees and have not paid these arrears despite the issue of a written reminder threatening exclusion.

The member must be given the opportunity to respond to the grounds for exclusion at the Members’ Meeting, which must be communicated to them at least two weeks in advance of the meeting.

§ 5 Members’ rights and obligations

(1) All members shall have the right to use the association’s facilities and to participate in joint events. All member universities shall have equal voting and election rights in the Members’ Meeting, in accordance with § 3, Para. 1; all other members shall have neither voting nor election rights.

(2) All members shall have an obligation to promote the interests of the association, in particular to pay regular membership fees and to support the association’s community to the best of their ability through their co-operation.

§ 6 Membership fees

(1) All members must pay a membership fee. The Members’ Meeting shall decide on the amount of the membership fee and payment methods.

(2) Honorary members shall be exempt from membership fees.

§ 7 Bodies of the association

The Executive Board and the Members’ Meeting shall constitute the bodies of the association.

§ 8 Executive Board

(1) The rectors and presidents of the member universities shall automatically be members of the Executive Board. They shall elect the Chair, the Deputy Chair and the Treasurer from among their number.

(2) The Chair, Deputy Chair and Treasurer shall each represent the association individually.

(3) Upon departure from office, membership of the Executive Board shall also end.

§ 9 Responsibilities of the Executive Board

The Executive Board of the association shall be responsible for managing its business. In particular, it shall have the following responsibilities:

a) Convening and preparation of members’ meetings, including preparation of the agenda

b) Implementation of resolutions passed at the Members’ Meeting

c) Management of the association’s funds and preparation of the annual report

d) Admission of new members

§ 10 Consultation and passing of board resolutions

(1) The Executive Board shall meet as required. Meetings shall be convened by the Chair or, in their absence, the Deputy Chair. One week’s notice must be given for such meetings. The Executive Board shall have a quorum if all member universities are represented. Resolutions shall require a two-thirds majority.

(2) All resolutions passed by the Executive Board must be recorded in the minutes. The minutes must be signed by the minute-keeper and the Chair or, in their absence, the Deputy Chair or another member of the Executive Board.

(3) The Executive Board may also pass its resolutions by telephone conference or by unanimous written consent.

§ 11 Responsibilities of the Members’ Meeting

The Members’ Meeting shall be responsible for regulating all association-related affairs that do not fall under the remit of the Executive Board through the passing of resolutions. The responsibilities of the Members’ Meeting shall in particular include:

a) Amendments to the statutes

b) Fixing of membership fees

c) Appointment of honorary members and exclusion of members from the association

d) Election of cash auditors

e) Receiving of the annual report and approval of the actions of the Executive Board

f) Dissolution of the association

§ 12 Convening of the Members’ Meeting

(1) At least once a year, in the first quarter if possible, an Ordinary Members’ Meeting must be convened by the Executive Board, in writing, with two weeks’ notice and details of the agenda.

(2) The agenda shall be set by the Executive Board. Each member of the association may request additions to the agenda in writing to the Executive Board at least one week prior to the Members’ Meeting. The Executive Board shall decide whether or not to include these additional items. Decisions on motions for the agenda not accepted by the Executive Board or put forward for the first time at the Members’ Meeting shall be determined by the Members’ Meeting by a majority of votes of the members present; this shall not apply to motions relating to amendments to the statutes, changes to membership fees or the dissolution of the association.

(3) The Executive Board must call an Extraordinary Members’ Meeting if the interests of the association require it or if at least one member with voting rights requests this in writing, stating the relevant purpose and reasons. Where the circumstances allow, an invitation period of two weeks must be observed and the agenda must be provided along with the invitation.

§ 13 Passing of resolutions at the Members’ Meeting

(1) The Members’ Meeting shall be chaired by the Chair of the Executive Board or, in their absence, the Deputy Chair or, in their absence, a chairperson to be elected by the Members’ Meeting.

(2) The Members’ Meeting shall have a quorum if two thirds of the members entitled to vote are represented. In the event that there is no quorum, the Executive Board shall be obliged to call a second members’ meeting with the same agenda within four weeks. This meeting shall have a quorum if half of the members entitled to vote are represented. Reference must be made to this in the invitation.

(3) The Members’ Meeting shall pass resolutions by open vote with the votes of all those members present and entitled to vote. Resolutions shall require a two-thirds majority. If at elections no candidate can obtain a majority of the votes of the members present, the candidate who has received the majority of the valid votes cast shall be elected; if there is a tie between several candidates, a second ballot must be held.

(4) Minutes must be taken of the proceedings of the Members’ Meeting and of the resolutions passed, which must be signed by the minute-keeper and the Chair of the meeting.

§ 14 Cash auditing

(1) The Members’ Meeting shall elect two persons to act as cash auditors for a period of one year. These may not be members of the Executive Board. Re-election shall be permitted once.

(2) The cash auditors must audit the association’s accounts, including its books and receipts, at least once per financial year and must report to the Executive Board in writing. The cash auditors shall submit an audit report to the Members’ Meeting and, if the accounts are in good order, propose discharging the Treasurer and the other members of the Executive Board.

§ 15 Dissolution of the association, termination for other reasons, loss of tax-privileged purposes

(1) In the event of the dissolution of the association, the Chair of the Executive Board and the Deputy Chair shall act as liquidators with joint power of representation, unless the Members’ Meeting appoints any other persons.

(2) In the event of the dissolution of the association or loss of tax-privileged purposes, the association’s funds shall revert to the five state universities in Ostwestfalen-Lippe, proportionate to the number of students enrolled at each university in the last winter semester preceding the dissolution, to be used for science and research purposes.

(3) If the association has been stripped of its legal capacity, the above provisions shall apply accordingly.

Paderborn, 6 June 2016