Statutes of the ILF Alumni Association

Association of the Graduates of the Institute for Law and Finance at the Johann Wolfgang Goethe University, Frankfurt am Main

§ 1 Name, Legal Nature, Seat,

1. The Association bears the name „ILF Alumni Association“. It shall be registered in the Official Register of Organizations and Societies (Vereinsregister). After the registration it shall bear in its name the ending “e.V.”.

2. The seat of the Association is Frankfurt am Main.

3. For all legal disputes arising out of the statutes and membership, the seat of the Association is the relevant court of jurisdiction for all parties involved.

4. The business year is the calendar year.

§ 2 Goal and Purpose

1. The Association pursues the goal of promoting through its activities the Institute for Law and Finance at the Johann Wolfgang Goethe University, Frankfurt am Main and maintaining a close and continuing academic exchange among graduates, students and members of the Institute for Law and Finance.

2. The purpose of the Association is the promotion of academics, research and education, in particular, by supporting the Institute for Law and Finance in every way; specifically, the following belong to the activities:

- the promotion of contacts between the Institute for Law and Finance and industry, in particular, through professionally-oriented activities such as specialist and continuing education events, industry and company portraits or company visits;

- the material and non-material support of research and teaching at the Institute for Law and Finance, in accordance with § 58 Nr. 1 AO, which can, in particular, consist of conducting single lectures and take the form of donations such as books and learning materials; and

- the organization of seminars and lectures and the execution of similar academic events, in order to offer a forum for further training which offers the possibility of obtaining new insights, deepening knowledge and exchanging and transmitting the acquired findings.

3. The Association acts selflessly; it does not primarily pursue its own economic benefit. The sole purpose of the Association is to serve the public interest in accordance with the provisions applicable to the "tax-exempt purposes" of the tax code 1977. Funds of the Association may be used only for statutory purposes. The members do not receive allowances from the funds of the Association. The Association may not benefit a person with expenditures which are foreign to the purpose of the Association or by disproportionately high remuneration.

§ 3 Membership

1. Natural and legal persons can become members of the Association. In particular the Association wants to bring together former students and members of the Institute for Law and Finance.

2. Admission to the Association must be applied for in writing. The Board of Directors decides in this regard. It shall determine the admission criteria in the by-laws.

3. Members are charged an annunal fee which shall be paid within the first three months of the business year. The amount shall be fixed at the annual meeting.

4. Membership ends through death, voluntary resignation or expulsion.

5. Resignation shall be presented in writing to the Board of Directors. It is effective only at the end of a business year, in which case a withdrawal notice of one month shall be observed.

6. The expulsion of a member shall be effective upon resolution of the Board of Directors; it requires a majority of three-quarters of all members of the Board of Directors. It is permitted only for an important reason. The member can demand to be heard before the decision.

7. A departing member has no claim to the funds of the Association.

§ 4 Governing Bodies

Governing bodies of the Association are the general meeting and the Board of Directors. If necessary, the Association can establish an unpaid advisory committee.

§ 5 General Meeting

1. The general meeting shall be called and led by the Chairman of the Board. The calling takes place through notification of the agenda and adherence to notice of at least one month. The general meeting shall take place at least once a year.

2. The general meeting shall be called if the interests of the Association so require or at least one quarter of the members or three members of the Board demand the calling.

3. Items for the agenda which are suggested to the Board of Directors at least two months before the general meeting from ten percent of the members, with a minimum of ten members, must be considered in the agenda.

4. The membership meeting is responsible for the following affairs:

a) receiving and accepting the establishment of the annual financial statements and ratification of the acts of the members of the Board;

b) fixing membership fees;

c) voting and recalling members of the Board;

d) adopting resolutions to change the statutes and for dissolution of the Association;

e) adopting resolutions in connection with an appeal of admission refusal or an expulsion decision of the Board of Directors;

f) appointing an auditor for the respective business year and his/her release from further responsibilities; and

g) all other questions of general importance and those that are presented by the Board of Directors.

5. Each member present has one vote. The majortiy of votes cast decides. Resolutions in paragraph four can be made only if they were announced in the agenda. Resolutions which change the statutes or dissolve the Association require a majority of three quarters of the votes of the members present.

6. Resolutions of the general meeting shall be recorded in the minutes and signed by the chairman of the meeting and recording clerk.

§ 6 Honorary Members

1. Natural persons who are deserving by way of contribution to the Association’s purpose can be voted honorary members at the general meeting upon recommendation by the Board of Directors.

2. Membership fees are waived for honorary members.

§ 7 Board of Directors

1. The Board of Directors consists of the Chairman, two Vice-Chairmen, Treasurer and an additional member of the Board.

2. The Board of Directors is selected by the members for a term of three years. Reelection is possible twice. If a member of the Board of Directors resigns prematurely, the Board of Directors can select a successor to the departing Director for the remainder of his/her term of office, the maximum period being until the next general meeting.

3. The Board of Directors determines the guidelines for management and administration of the Association’s funding and conducts on-going business.

4. The Board of Directors can employ working groups in the discharge of its duties. The members of these are selected at the general meeting upon recommendation by the Board of Directors.

5. The Board of Directors represents the members of the Association as a whole to the extent expected for the representation of an Association with legal personality by its Board of Directors, meaning in court, at administrative agencies and before other third persons. It may not bind the Association to an extent exceeding the Association’s funding. The Association is represented jointly by at least two members of the Board.

6. The Board of Directors prepares by-laws for itself.

7. The calling of a Board of Directors meeting is initiated by the Chairman or a Vice-Chairman whenever there is a need. The calling can be carried out in text form or by telephone.

8. The Board of Directors has a quorum when at least one half the members of the Board are present, including the Chairman or a Vice-Chairman. The Board of Directors decides by a simple majority of votes of the members of the Board present. In case of a tie, the vote of the Chairman or a Vice-Chairman decides.

9. At the instigation of the Chairman, resolutions can be prepared and passed in text format if no member of the Board objects.

10. Minutes shall be kept of all meetings of the Board of Directors and signed by the Chairman, or a Vice-Chairman, and the recording clerk.

11. The Board of Directors shall put forward the annual financial statements and report for the previous business year during the first half of the business year.

§ 8 Advisory Committee

1. An advisory committee consists of a maximum of fifteen natural persons who are selected at the general meeting for four years and serve until the new elections. The Board of Directors is authorized to opt for additional members up to the maximum number until the next general meeting. The four-year term for each advisory committee member begins with his/her election without consideration of previous membership strength co-opting. Re-election is permissible.

2. The advisory committee maintains the connection between the members and the Board of Directors and advises the Board of Directors. It shall be summoned by the Chairman of the Board when needed. The meetings of the advisory council are led by the Chairman of the Board. The advisory council decides by the majority of votes of members present.

§ 9 Liability

The liability of the Association is limited to its funds; liability of its members is excluded. The Board of Directors should give notice of this in all legally binding transactions completed for the Association.

§ 10 Dissolution of the Association

1. A dissolution of the Association requires a three-quarters majority resolution at the general meeting.

2. Upon dissolution of the Association or discontinuation of the purpose enjoying tax relief, the funding of the Association shall pass to the Vereinigung von Freunden und Förderern der Johann Wolfgang Goethe-Universität Frankfurt am Main e. V. which shall use it directly and exclusively for the benefit of the public.