Statutes

1. The association bears the name “Deutsche Schutzvereinigung für Wertpapierbesitz e.V.” (hereinafter referred to as the Protection Association).
2. The Protection Association is entered in the register of associations at the Düsseldorf Registry Court under No. VR 3994. The association's registered office, place of performance, and place of jurisdiction are Düsseldorf.

3. The fiscal year is the calendar year.

    

The Protection Association has the task of safeguarding the intangible and material interests of securities holders that are worthy of protection. The fundamental goal of this work is the preservation and protection of private property.

1. The Protection Association does not pursue any economic goals of its own. The Presidency and the Executive Management are obliged to implement this provision through their actual management activities.
2. Any profits may only be used for the purposes set out in the statutes. Members do not receive any share of profits and, in their capacity as members, do not receive any other benefits from the association's funds.

3. No person may be favored by administrative tasks that are alien to the purposes of the association or by disproportionately high remuneration.

    

1. Natural persons and legal entities may become full members of the Protection Association. This also includes commercial partnerships, partnerships (under the German Civil Code) as well as institutions and foundations.
2. In addition to full membership, supporting membership is also possible. Supporting members are natural persons or legal entities who support the association. The Executive Management may set a minimum contribution. Supporting members are not members within the meaning of association law.
3. Members are admitted by confirmation from the Executive Management based on an application for admission, which can also be submitted informally.
4. Membership ends upon death, resignation, or expulsion. Resignation can only be made in writing with six months' notice to the end of a fiscal year.
   The Presidency decides on expulsion. Expulsion occurs if a member damages the reputation or purposes of the Protection Association or is more than six months in arrears with membership fee payments despite a written warning. The expelled member may appeal to the next ordinary general meeting, which shall make a final decision, within a period of two weeks after delivery of the expulsion decision. Until then, his membership rights and obligations shall be suspended; § 5 (3) remains unaffected.

1. The minimum membership fee is set by the general meeting. It is payable in the first month of the financial year, but at the earliest after a request has been made by the Executive Management or an agency commissioned by it.
2. The Executive Management is authorized to reduce the membership fee in individual cases for reasons of fairness or to waive it in exceptional cases.
3. If a member is expelled, the membership fee for the current fiscal year must be paid.

The bodies of the protection association are:

1. the Presidency
2. the Advisory Board 
3. the Executive Management 
4. and the General Meeting

1. The Presidency consists of up to seven persons. The exact number is determined by the general meeting. All members of the Presidency must also be members of the Protection Association. The members of the Presidency are elected for the period until the end of the general meeting, which decides on their discharge for the fourth financial year after the beginning of their term of office, whereby the financial year in which their term of office begins is not counted.
2. The Presidency elects a president and two vice presidents from among its members. These form the Executive Board within the meaning of § 26 BGB (German Civil Code) and represent the Protection Association in and out of court, with each having sole power of representation.
   Within the scope of his statutory duties, the president is represented by one of the vice presidents in the order specified by the Presidency in the event of his incapacity.

3. The Presidency is responsible for all operational and strategic matters of the Protection Association.
   In particular, the Presidency is responsible for

   • establishing the principles for the work of the Protection Association;
   • deciding on the establishment of regional associations, drawing up the statutes and rules of procedure for the regional associations, appointing and dismissing regional managing directors and regional curators;
   • appointing and dismissing managing directors and concluding, terminating, and amending employment contracts with managing directors;
   • approving the budget to be submitted by the Executive Management before the start of each financial year;
   • approving the annual financial statements in accordance with Section 172 of the German Stock Corporation Act (AktG).

   The Executive Management shall report to the Presidency on an ongoing basis on its activities, on decisions of particular importance, and in general on the development of the protection association.

4. The Presidency shall be convened by the president as required. It must be convened if a member of the Presidency requests this, stating the reasons.
5. The Presidency makes its decisions in meetings. At the request of the president, decisions may also be made by telephone, telex, fax, or e-mail; in such cases, the president shall record the decision in writing.
   The Presidency decides by a simple majority of the votes cast; a unanimous decision should be sought.

1. An Advisory Board shall be established.
2. Its task is to advise and support the Presidency and the Executive Management, and to make recommendations.
3. The Advisory Board of trustees shall consist of at least twelve persons, who shall be elected by the executive committee for a term of two years. Re-election is permitted. The members of the Presidency and the Executive Management shall be entitled to attend the meetings of the Advisory Board without voting rights; the regional managers may attend.
4. The president shall chair the Advisory Board. He shall convene the meetings of the Advisory Board in writing. Any resolutions of the Advisory Board shall be passed by a simple majority of the votes cast. Voting by proxy or in writing is not permitted. Minutes shall be taken of the proceedings of a meeting and any resolutions passed by the Advisory Board, which shall be signed by the chair of the meeting and the minute-taker appointed by him.
5. The Advisory Board may decide to set up working groups to deal with specific topics and appoint a chair. The chair shall report to the Advisory Board.

1. The Presidency appoints a management team to handle day-to-day business. It decides on the number of members of the Executive Management and on the possible appointment of a chief executive or spokesperson for the Exexutive Management.
2. The Presidency grants the members of the Executive Management or individual members thereof power of attorney by notarized deed to represent the Protection Association in and out of court, either alone or as a joint representation.
3. The Executive Management is responsible to the Presidency for the conscientious fulfillment of its duties in accordance with the law and the Statutes. It must follow the instructions of the Presidency within the limits permitted by law. The distribution of tasks within the Executive Management requires the approval of the Presidency.
4. The Presidency decides on the discharge of the members of the Executive Management in connection with the approval of the respective annual financial statements.

1. The tasks of the general meeting include: Accepting the annual financial statements (balance sheet, profit and loss statement),
   • Discharging the Presidency,
   • Electing the members of the Presidency,
   • Electing the auditors,
   • Setting the membership fee (see § 5),
   • Amending the articles of association,
   • Dissolving the association.
2. The general meeting is convened by the president as required, but at least once a year. It may also be held at a location other than the association's registered office. At this meeting, the executive committee reports on the activities of the protection association.
3. The invitation, including the agenda, shall be issued at least four weeks in advance by publication in the association's member magazine, in the electronic Federal Gazette or a corresponding successor publication, or by separate letter.
4. Every duly convened general meeting is authorized to deal with the items on the agenda, regardless of the number of participants present.
5. The general meeting shall be chaired by the president or, if he is unable to attend, by a deputy or, if the deputy is also unable to attend, by another member of the Presidency appointed by the Presidency.
6. The main content of the proceedings and the results of the vote shall be recorded in minutes, which shall be signed by the chair of the meeting and the secretary appointed by him. The minutes shall be sent to all regional associations without delay. They shall be available for inspection by members at the offices.
7. Extraordinary general meetings shall be convened within two months upon written request by at least one tenth of the members.

1. The Protection Association may establish legally dependent regional associations. Preparations for this shall be made by the management in consultation with the Presidency.
2. A regional managing director shall be appointed for each regional association. If the scope of the tasks is sufficiently large, two regional managing directors may also be appointed. In addition, a regional Advisory Board may be formed for each regional association.

Members of the Presidency, the Advisory Board, and the Executive Management must inform the chairperson of the respective committee without being asked if there are reasons for concern about bias or other interests on their part with regard to the subject of a discussion or the subject of a resolution. In such a case, they are excluded from the discussion of these agenda items and must abstain from voting.

1. The annual financial statements of the Protection Association (balance sheet and profit and loss statement) shall be prepared by the management within three months of the end of the financial year and audited by an auditor within a further three months.
2. The Executive Management shall submit the annual financial statements and the auditor's report to the Presidency for approval. The auditor shall be available to answer questions from the Presidency at the meeting at which the balance sheet is approved, if requested.
3. The Executive Management shall collect amounts in accordance with the resolution of the general meeting. It may make use of special institutions for this purpose.

1. The general meeting decides on the items on the agenda by a simple majority of the votes cast by the members present.
2. Amendments to the Statutes require a two-thirds majority of the members present at the general meeting.
3. Motions to amend the Statutes must be submitted in writing and justified. They must be received by the Executive Management at least six weeks before the date of the general meeting so that the Executive Management can check the legality of the motions and take them into account in the invitation to the general meeting in accordance with § 10 (3) of the Articles of Association.

1. The dissolution requires a resolution by the general meeting with a two-thirds majority of the members present.
2. Any assets remaining after the repayment of liabilities upon dissolution shall be transferred to the German Red Cross and thus used for charitable purposes.