GERMAN-CHINESE RESEARCH FOUNDATION FOR TRADITIONAL CHINESE MEDICINE
(1st Amendment as of 17.08.2012)
The German-Chinese Research Foundation for Traditional Chinese Medicine (TCM) forms a corporate association of internationally co-operating scientists who, in accordance with the following statutes, shall pursue and promote basic-scientific, interdisciplinary and field-specific research on TCM, in particular acupuncture and its application in medicine, as well as related studies.
The Research Foundation is a private corporation. It exists in the legal form of an association with corporate constitution in accordance with German association law.
Name and Address
(1) The Research Foundation has the name “German-Chinese Research Foundation for Traditional Chinese Medicine” (after registration [to be applied for] in the Register of Associations at the responsible local court with the addition e.V. to the name).
(2) The Research Foundation is located in Mainz, Germany.
The fiscal year of the Research Foundation shall be the legal year.
The working language of the Research Foundation shall be English.
The Research Foundation can also use a seal besides the stamp on documents.
The Research Foundation shall have the right of autonomy according to the following rules.
Research Foundation Functions
(1) The Research Foundation shall accomplish its functions by means of professional, multi-professional, inter- and multi-disciplinary research as well as publication of its research results.
(2) To accomplish the functions, the Research Foundation shall cooperate with other research institutes, universities and research organizations as well as with science-promoting domestic, in particular German and Chinese, and supranational organizations.
(3) Research results as well as outstanding academic reports and papers may be published in the scientific series planned by the Research Foundation or in other publication organs. The Research Foundation may publish collective research works, periodicals and other papers serving its functions, and may promote the necessary work, including translation.
(4) The Research Foundation shall let members conduct academic exchange and maintain communication with research institutions by means of scientific meetings, in particular workshops.
Aims and Purpose
(1) One of the purposes and aims of the Research Foundation is to investigate through its efforts basic-scientific, medical, and other conditions and perspectives of TCM, especially of acupuncture and phytotherapy and its application in medicine. In this context the Research Foundation shall also be dedicated to maintaining and updating traditional acupuncture and phytotherapy, its development and research of its effectiveness.
(2) The Research Foundation is a site for meeting in the form of colloquia and workshops for international scholars, especially German and Chinese ones, as well as for exchange of views on TCM, including interdisciplinary research.
(1) The Research Foundation shall publish scientific papers in its own nonprofit series, especially those academic reports and discussions presented in scientific conferences organized by the Research Foundation.
(2) Furthermore, appropriate scientific papers, independently of whether the authors are members of the Research Foundation, can also be recommended by a full member to be published in the series, provided that they represent excellent work.
Non-Profit Public Interest
(1) The Research Foundation pursues exclusively and directly non-profit activities of public interest in accordance with the provisions of “Preferential Taxation Purposes” of the German Tax Code. All activities undertaken by the Research Foundation are non-profit; it shall not pursue primarily its own economic benefit.
(2) All funds of the Research Foundation may be used only for purposes which conform to the stipulations of the Constitution. Members do not obtain other benefits from funds of the Research Foundation.
(3) No one may obtain preferential treatment from expenditures inconsistent with the aims of the Research Foundation or from unreasonably high compensation.
(4) Dues shall not be required during the first two budget years. The Research Foundation is entitled to accept donations in currency or kind, as well as other benefits. Reclaim or reimbursement is not permitted for donations or other benefits.
(5) Benefits accepted by the Research Foundation, especially those funds supplied by public bodies for fixed purposes, may be used only for the prescribed purposes.
Organs and Board of Trustees
§ 11 Organs
The organs of the Research Foundation are
(2) General Assembly (assembly of the members)
(1) The Presidium (Executive Board) shall be elected by the General Assembly from among the full members. The Presidium consists of:
1) the President
2) the German Vice-President
3) the Chinese Vice-President
4) the Treasurer, who also takes on the duties of Secretary
5) an additional Presidium member
(2) Election of the president, the two vice-presidents and the other members of the Presidium shall take place every four years. Re-election (including multi-election) may be available.
(3) For each member of the Presidium a substitute is to be elected.
(4) A member of the Presidium may be dismissed only for just cause and with the consent of two-thirds of the members of the Presidium.
(5) Two members of the Presidium of the German-Chinese Research Foundation, to be
registered, constitute the Legal Board as stipulated in §26 of the German Civil Code; they represent jointly the Research Foundation based on § 12(5) S.1 of the Constitution.
(6) The Presidium has the power to decide on agenda and carry out resolutions of the General Assembly. The Presidium also has the power to stipulate how to use various funds of the Research Foundation in accordance with the Constitution of the Research Foundation.
(7) The meetings of the Presidium are to be held upon invitation by the president or upon proposal of the majority of the members of the Presidium.
(8) The members of the Presidium and the secretary-general appointed by the Presidium fulfil duties without remuneration. All costs and expenses incurred by them for fulfilment of duties may be reimbursed by the Research Foundation.
(9) The Presidium, which shall perform its duties with the assistance of the secretary-general, is responsible for the Research Foundation.
(10) The Presidium can implement regulations necessary for the execution of this Constitution of the Research Foundation.
Adoption of Resolutions
(1) The Presidium may adopt resolutions by a simple majority of votes, unless otherwise resolved by the Presidium. The president casts a deciding vote in the event of a tie.
(2) The Presidium has a quorum when three of its members are present.
(3) If agreed to by all the members of the Presidium, a resolution may be adopted by circulating the proposal among the members to obtain their approval.
(1) Full members of the Research Foundation shall have the right to vote at the General Assembly. A full member may represent another full member with written authorization.
(2) The General Assembly shall have the right to amend the Constitution of the Research Foundation. The president and the two vice-presidents shall as Legal Board have the right to amend the Constitution of the Research Foundation, if required by the relevant authority for registration of the Research Foundation as an association or by the tax authority for recognition as a non-profit organization.
(3) General Assembly shall have the right to elect
1) the members of the Presidium
2) the honorary members
(4) The General Assembly must fulfil the following tasks during its assembly, which should be held by October 31 of the year following the fiscal year:
1) approving the report on the previous fiscal year;
2) approving the annual budget;
3) electing the auditor
4) discharging the Presidium
The term of office of the auditor shall expire on the date when a successor is elected. The treasurer and the auditor may also be elected in written circulation process.
(5) An extraordinary meeting of General Assembly may be convened upon decision of the Presidium or upon written application of more than 30% of the members.
(6) All members shall be notified in written form at least one (1) month prior to the meeting of General Assembly. The notice shall indicate the schedule hereof.
The meetings of General Assembly shall be presided over by the president or another member of the Presidium.
For adoption of resolutions of General Assembly Section 1 and 2 of §13 hold correspondingly.
(7) The resolutions on amendment of the statutes or the dissolution of the Research Foundation must be adopted by a four-fifths majority of the full members.
(8) Each meeting of the General Assembly shall keep a memorandum which the chairman of the meeting and the record keeper shall sign.
(9) For the purpose of fulfilment of duties and responsibilities, the General Assembly may set up committees; the General Assembly elects their members.
Board of Trustees
(1) The Presidium may appoint well-known persons from governmental institutions, from political and society circles, from cultural, scientific and economic sectors to the Board of Trustees (Kuratorium) of the Research Foundation. Such appointment shall be consented to unanimously by the Presidium.
(2) The Trustees (Kuratoren) shall support the development of the Research Foundation and act as consultants to support the Research Foundation in accomplishing its missions.
(3) The Kuratorium is chaired by the president of the Research Foundation. If the President of the Research Foundation cannot hold the post, the vacancy may be filled by other members of the Presidium of the Research Foundation.
(4) The Kuratorium may adopt resolutions by a simple majority. In the event of a tied vote, the chairman shall have a casting vote.
(5) The Trustees shall not be members of the Research Foundation.
Members of the Association
(1) The Research Foundation has members and honorary members. An honorary member may also be a legal person.
(2) Members may be either full members or corresponding ones.
(3) Preconditions, exercise and termination of status membership and honorary membership shall be subject to the following rules.
Access and Membership Fee
(1) Those who make outstanding and internationally accepted scientific achievements in the research fields of the Research Foundation may become full members or corresponding members of the Research Foundation.
(2) Membership fee shall be paid once a year. The amount of the membership fee shall be determined by the General Assembly. The contents of Item 1 of Section 4 of §10 shall not be impacted.
Procedures of Admission
(1) Full members are elected for life.
(2) Admission of full members shall be determined by the Presidium. A written application made by at least two full members shall be submitted to the Presidium.
(3) Membership is effective only after an applicant has obtained admission in writing from the Presidium and has submitted a written acceptance statement.
(1) Full members can attend meetings of the General Assembly, workshops and colloquia of the Research Foundation. They shall support the Research Foundation in achieving its missions, aims and purposes with their scientific work.
(2) If a full member cannot take part in activities organized by the Research Foundation for more than one year, he/she shall notify the Presidium. If such difficulty persists, the member may apply to change his/her legal status to corresponding member.
Limitation in Admission
(1) The General Assembly may pass resolutions limiting the number of full members of the Research Foundation, reserving the exception mentioned in Item 2 hereof.
(2) If the General Assembly limits, in accordance with Item 1 hereinabove, the number of the
full members of the Research Foundation, election of members may take place only when the number of the full members is less than the maximum number due to withdrawal of members.
(1) Upon election, corresponding membership shall be effective for life.
(2) The stipulations of Section 2 of §18 shall apply.
(3) The number of corresponding members shall not be limited.
(4) Corresponding members can attend meetings of the General Assembly and can vote in an advisory capacity, as well as participate in scientific meetings and colloquia of the Research Foundation.
(1) Those who have made outstanding contributions in research or in promotion of the Research Foundation may become honorary members of the Research Foundation.
(2) Upon election, honorary membership shall be effective for life.
(3) Honorary members may attend meetings of the General Assembly and scientific meetings and colloquia.
(4) For legal persons Items 1 to 3 shall apply.
Election of Members and Honorary Members
(1) Whoever receives at least two-thirds of the votes of the members of the Presidium may become a full or corresponding member. The Presidium members may vote by absentee ballot.
(2) An honorary member must be elected by at least two-thirds of the members who attend the General Assembly meeting and have the right to vote.
(3) For legal persons Item 2 shall apply.
Termination of Membership
(1) Members and honorary members may withdraw from the Research Foundation at the end of the fiscal year. At the time of withdrawal, a written, personal statement shall be submitted to the Presidium four weeks before the end of the fiscal year.
(2) If a member or honorary member culpably compromises the Research Foundation in achieving its aims or has proven himself unworthy of membership or honorary membership through a serious offence, the Research Foundation may dismiss such a member or honorary member. The General Assembly deliberates on the dismissal. Nevertheless, prior to dismissal, the member concerned shall be given the opportunity to defend himself in oral or written form. If two-thirds of the members present and entitled to
vote agree in a secret ballot to disqualify the member in question, his membership is revoked.
(3) Members and honorary members may not claim benefits from the properties of the Research Foundation either while they are members of the Research Foundation or after they withdraw from the Research Foundation.
Staff and Workers of the Association
Staff and Workers
Staff of the Research Foundation shall be employed on the basis of the pay scale regulations for employees in public services. Exceptions may apply to graduate assistants and temporary employees.
Other and Final Stipulations
Science Departments and Research Institutes
The Presidium reserves the right to divide the Research Foundation into science departments and research institutes. The division resolution shall be approved by the General Assembly. The approval for an Institute for Eye Acupuncture (pilot project) within the Research Foundation is already in effect.
The Research Foundation may award the medal of the Research Foundation to persons it considers worthy of recognition on the basis of their special contributions to the Research Foundation, its aims as well as its scientific research program. The Presidium proposes the award, which must be consented to by the General Assembly.
Scientific Advisory Board
(1) The Presidium may appoint those scientists who are engaged in acupuncture and phytotherapy research, basic research and research of adjacent fields to the Scientific Advisory Board of the Research Foundation.
(2) Members of the Scientific Advisory Board shall provide consultation service to the Research Foundation. As such they are not members of the Research Foundation.
(1) On dissolution of the Research Foundation or on loss of tax-privileged aims, the properties of the Research Foundation shall be passed to the federal state Hessen/Germany, and may be used only for research purposes, preferentially for German-Chinese research projects.
(2) The resolutions adopted at the time of dissolution on the use of the property and resolutions on the amendment of the statutes, if they affect the aims or the use of the property of the Association, shall be imparted to the competent tax authority prior to effectiveness.
(3) Resolutions on future use of properties shall not be implemented prior to approval by the tax authority.
The Constitution of the Research Foundation was formulated on the day of the German founding assembly, namely, on October 21, 2006, in Bad Hersfeld, Germany. The Constitution shall become effective immediately. The basis of this Constitution is the German version.