Statutes of the Quality Association for Candles (Gütegemeinschaft Kerzen e.V.)
1. Name, domicile and financial year
|The Association is a quality group within the meaning of the principles for Quality Marks in the version which applies at the relevant time and operates under the name “Gütegemeinschaft Kerzen e.V.”. It is registered in the Register of Associations of Stuttgart Local Court (Amtsgericht).
|The place of domicile, jurisdiction and performance for claims relating to these Statutes is Stuttgart.
|The financial year is the calendar year.
2. Objects and duties
|The Association has the following objects:
|To guarantee the quality of candles.
|To enable products whose quality is guaranteed to be labelled with the Quality Mark for candles.
|For this purpose the Association has the following functions:
|To establish Quality Mark Statutes and implementation rules.
|To monitor Quality Mark users to ensure that they comply with the Quality Mark Statutes.
|To obtain an undertaking from Quality Mark users that only products whose quality is guaranteed will be labelled by them with the Quality Association’s Quality Mark.
|The Association does not carry out any commercial business. It has no business establishment on its own commercial account. It has no market or price regulation functions. It spends it funds only on the stipulated objects.
|Membership of the Association is open to:
|Any legally independent enterprise which produces candles in accordance with the general quality and test regulations and the special quality and test regulations which may apply in individual cases.
|Any group or person representing business or trading interests if the Association recognises that such group or person has a justified interest in a quality guarantee.
|Applications must be made in writing to the offices of Gütegemeinschaft Kerzen e.V. Applicants must undertake to recognise these Statutes and comply with their stipulations.
|Decisions on applications are made by the Executive Board. If an application is rejected, the applicant may, within four weeks after delivery of the ruling, file a complaint with the Quality Committee. If the complaint is rejected, the complainant may within four weeks after delivery of the ruling, appeal to the arbitration court in accordance with section 11 of these Statutes. The reasons for rejection of the application and/or the complaint must be stated in writing.
4. Rights and duties of members
|The Association is available to members on all matters relating to the guarantee of quality. Members pursuant to section 3.1.1 are entitled to use the Quality Association’s Quality Mark.
|Rights resulting from membership may be transferred by members only to their legal successors. Any such transfer must be approved by the Executive Board. The Executive Board will also stipulate the form of transfer.
|Members are obliged:
|To promote the objects of the Association.
|To apply for permission to use the Quality Association’s Quality Mark within six months after acquiring membership in accordance with section 3.1.1.
|To observe the regulations in all the statutes and to comply with all resolutions of the controlling bodies of the Association which are passed in accordance with the Statutes.
|To pay subscriptions and cost allocations to the Association promptly.
|The Quality Mark users are responsible for their own products’ quality. Liability on the side of the Quality Association, its controlling bodies or its officers or agents is excluded.
5. Termination of membership
|Membership will terminate on:
|Opening of bankruptcy proceedings.
|Resignation may be declared only with six months’ prior notice up to the end of the financial year. The declaration must be sent by registered letter to the Chief Executive.
|The Executive Board may exclude a member if:
|The conditions stipulated by section 3.1 are no longer fulfilled.
|Within six months (section 4.3.2) after acquiring membership, a member pursuant to section 3.1.1 fails to apply for the Quality Association’s Quality Mark.
|An application for permission to use the Quality Association’s Quality Mark is finally refused.
|The Quality Mark is not used for six months after permission is granted.
|The member seriously infringes the Statutes of the Quality Association including the Quality Mark Statutes, the implementation regulations and the quality and testing regulations or any resolutions of the controlling bodies of the Association which are passed in accordance with the Statutes.
|Before excluding a member, the Executive Board will allow four weeks for it to comment on the proposed exclusion.
|The member excluded may, within four weeks after delivery of the ruling, file a complaint with the Quality Committee. If the complaint is rejected, the complainant may within four weeks after receipt of the ruling, appeal to the arbitration court in accordance with section 11 of these Statutes. In the case of 5.3.4, exclusion may – after this period – be averted only if the member produces evidence to prove a new positive initial examination and then uses the Quality Mark again.
|Appeals based on legal remedies have no suspending effect.
|Claims of the Association against a member are not affected by resignation.
6. Controlling bodies of the Association
|The controlling bodies of the Association are:
|The General Meeting of members
|The Executive Board
|The Quality Committee
|The Chief Executive.
|The rights and duties of any controlling body may not be taken over or impaired by any other controlling bodies.
|Anyone who belongs to or constitutes a controlling body of the Association is obliged to manage the Association’s business impartially and to treat in confidence any internal business and operational affairs of members which come to his notice in the course of such service.
7. General Meeting
|A General Meeting will be summoned by the Chairman at least once a year through the Chief Executive. A General Meeting will also be summoned if requested by the Chairman or Chief Executive or a third of the members. Summonses must be received in writing at least twenty-one days in advance and must state the agenda.
|If further motions are to be included in the agenda, these must be submitted to the Chief Executive in writing at least ten days before the General Meeting. The Chief Executive must notify them to members without delay. Resolutions on motions which, in accordance with the above, are not on the agenda may be voted on by the General Meeting only if there is a majority in favour of a vote. This does not apply to elections and to motions to amend these Statutes plus annexes or to wind up the Association.
|Any properly summoned General Meeting has a quorum. The summons must expressly state this fact.
|Any member pursuant to section 3.1.1 is entitled to attend and vote in the General Meeting and may arrange to be represented by a person authorised by a written proxy. The authorised person may not represent more than three votes.
|Resolutions require a simple majority of votes cast by the parties present or represented. A tied vote constitutes a negative vote. Amendments to the Statutes require a two-thirds majority. Section 12.1 is not affected by this.
|The General Meeting receives the reports of the Executive Board and may negotiate about them.
|It elects the Chairman, the Quality Committee and two auditors of the accounts.
|The General Meeting advises on and approves the annual financial statements and the budget for the following financial year.
|It sets the level of subscriptions and cost allocations.
|The General Meeting passes resolutions on amendments to the Statutes.
|It takes fundamental decisions about quality and test regulations and about implementation regulations.
|The General Meeting decides on motions in accordance with these Statutes.
|If necessary, members may also vote outside the General Meeting in written form if the Executive Board decides that this is appropriate. The Executive Board must set a deadline for voting.
|The General Meeting is conducted by the Chairman or a representative on his behalf. The proceedings in the General Meeting must be minuted. The minutes must be signed by the person conducting the meeting and by the Chief Executive. This also applies accordingly in the case of written voting.
8. Executive Board
|The Executive Board consists of the Chairman, his deputy, the umpire of the Quality Committee and up to four Executive Board members. It passes resolutions by a simple majority. In the case of a tied vote, the Chairman has a casting vote.
The Executive Board elects a Chairman and Deputy Chairman from its ranks.
|The period of office for members of the Executive Board is three years and lasts until re-election of the Executive Board. Re-election is permitted.
|The Executive Board within the meaning of section 26 of the German Civil Code/BGB is composed of the chairman and deputy chairman. Each of these has sole representation powers.
|If a member of the Executive Board leaves during his period of office, the Quality Committee will appoint in place of the departing member a new Executive Board member whose period of office extends until the next General Meeting.
|The Executive Board manages the Association on an honorary basis.
|In matters relating to his own business enterprise, any Executive Board member is excluded from voting on resolutions.
9. Quality Committee
|The Quality Committee consists of an umpire and at least two other members elected by the General Meeting for a period of office of three years. Re-election is permissible. In addition, the Quality Committee includes the Chairman and Deputy Chairman of the Association.
|In addition to members of the Quality Association, the Quality Committee should also comprise the party authorised to carry-out external monitoring and also neutral experts, possibly representatives of the public authorities.
|If a member of the Committee leaves during his period of office. the Executive Board will appoint a new member of the Committee. If the umpire leaves, the Quality Committee will appoint an new umpire. The period of office will extend in each case until the next General Meeting.
|The Quality Committee has the following functions.
|The Quality Committee develops quality and test regulations to be agreed by a resolution of the General Meeting.
|It examines applications for permission to use the Quality Association’s Quality Mark and decides whether permission is granted. If permission is refused, it must state reasons.
|The Quality Committee monitors users of the Quality Mark to ensure that they comply with the Statutes for the Quality Mark and the implementation regulations.
|It appoints Executive Board members pursuant to section 8.4
|It provides support to the Executive Board.
|The Quality Committee passes resolutions by a simple majority of votes cast by those present. In the case of a tied vote the umpire has a casting vote. In matters relating to his own business, a Quality Committee member is excluded from voting on a resolution. Written records of resolutions must be drawn up and must be signed by the umpire and the Chief Executive.
10. Chief Executive
|The Executive Board appoints the Chief Executive.
|The Chief Executive must manage the Association’s business in an impartial manner in accordance with these Statutes and the resolutions of the Association’s controlling bodies and according to the instructions of the Executive Board. He attends meetings of the Association’s controlling bodies in an advisory capacity.
|The Chief Executive may, within the limits of the budget plan, carry out business transactions which create an obligation for the Association.
11. Arbitration court
|For disputes arising from the Statutes of the Quality Assocaition including the Statutes for the Quality Mark, the implementation regulations and the quality and test regulations or from the Association’s activity, an arbitration court has sole competence to the exclusion of recourse to regular legal proceedings.
|The composition and procedure of the arbitration court are governed by the provisions of the German Code of Civil Procedure/ZPO unless these Statutes contain a provision to the contrary.
|Both parties nominate one assessor each. The assessors elect a chairman who must be qualified for the office of judge. They must agree on the chairman within two weeks after notification to the instigating party. If they fail to reach agreement, the instigating party may demand that the managing Chairman of the Association requests the Regional Court (Landgericht) in Frankfurt/Main to nominate the chairman.
The same applies if a party fails to nominate an assessor within two weeks after being requested to do so.
|The arbitration court decides the legal dispute and the costs of the proceedings with final binding effect.
|The above does not apply to the lawyers’ costs.
|The right to file an application with the competent normal court for a temporary injunction in urgent cases is unaffected.
12. Concluding provisions
|A resolution to wind up the Association may be passed by the General Meeting by a three-quarters majority if the motion is included in the agenda.
|Liquidation is carried out by the Executive Board unless the General Meeting appoints other liquidators. The General Meeting decides how the assets remaining for the Association after payment of all liabilities are to be used. The assets must be given over to a cause which serves the purpose of quality assurance or quality promotion.
|Amendments to the Statutes, including changes of an editorial nature, are effective only with the prior written agreement of the RAL. They take effect within a reasonable time after they are announced by the Executive Board of the Quality Association.
Date of establishment 18 June 1996
Registered in the Register of Associations of the Local Court (Amtsgericht) in Frankfurt am Main
VR 11036 dated 22.11.1996
(Text according to Statute amendment of 10 May 2012)