Statutes

Article 1 – Name

Under the name StreetMindz Union “The Professional Artist Incubator” (SMZ), an association within the meaning of Article 60 et seq. of the Swiss Civil Code exists as a legal entity. The association is established for an indefinite period.

Article 2 – Registered Office

The association has its registered office at the residence of the President, currently located in Zurich, Switzerland.

Article 3 – Purpose

The association aims to unite artistically active individuals in order to promote its members, establish connections among like-minded people, enable the exchange of ideas, support one another, and maintain contacts with circles interested in art and culture.

The association is a non-profit organization. It does not pursue commercial purposes and does not seek profit.

Organizers of individual or group events under the name StreetMindz Union “The Professional Artist Incubator” (SMZ) must disclose their budgets and financial statements whenever support from the association is requested.

Article 4 – Membership

Natural persons and legal entities who recognize and support the purpose and objectives of the association may become members of StreetMindz Union “The Professional Artist Incubator” (SMZ).

Membership regulations, membership categories, rules, and annual membership fees are governed exclusively by the membership regulations of the association.

Applications for membership must be submitted in writing to the President. The Executive Board decides on admissions.

Article 7 – Bodies of the Association

The bodies of the association StreetMindz Union “The Professional Artist Incubator” (SMZ) are:

• The General Assembly
• The Executive Board

A. The General Assembly

Article 8 – Ordinary General Assembly

The ordinary General Assembly shall take place annually within the first six months of the year.

Invitations to the General Assembly must be sent in writing by the Executive Board at least 20 days in advance and must include the agenda items.

Motions submitted to the General Assembly must be sent in writing to the President no later than two weeks before the meeting.

Article 9 – Extraordinary General Assembly

An extraordinary General Assembly may be convened by decision of the Executive Board or at the request of at least one fifth of the members. Invitations must be issued at least ten days before the meeting.

Article 10 – Responsibilities of the General Assembly

The General Assembly has the following duties and powers:

• Approval of the annual report, annual accounts, and balance sheet
• Discharge of the Executive Board
• Determination of the annual budget
• Election of the President and the other members of the Executive Board
• Consideration of motions from the Executive Board and members, including appeals
• Amendments to the statutes
• Dissolution of the association

Article 11 – Voting Rights and Resolutions

Resolutions of the General Assembly are passed by simple majority in open voting. Voting shall only be secret if expressly requested by the majority of the members present. In the event of a tie, the President has the casting vote.

All members present have equal voting rights. Representation is only permitted through another member of the association or through a notarized power of attorney.

A member concerned by a resolution regarding discharge, a legal transaction, or a legal dispute between that member and the association is excluded from voting rights on the matter concerned.

Passive members do not have voting rights.

B. The Executive Board

Article 12 – Composition and Term of Office

The Executive Board consists of at least two members and is elected by the General Assembly for a term of three years.

The Board constitutes itself independently. It has quorum when at least two members are present.

Board meetings may be convened at the request of the President or another Board member. In the event of a tie vote, the President’s vote counts twice.

If Board members resign during their term, the Board may appoint replacements, subject to confirmation at the next General Assembly.

Article 13 – Board Positions

The Executive Board consists of:

• President
• Vice President
• Secretary
• Treasurer

Accumulation of offices is permitted.

Article 14 – Duties and Powers of the Executive Board

The Executive Board holds all powers that are not expressly reserved for the General Assembly. These include in particular:

• Preparation and execution of ordinary and extraordinary General Assemblies
• Drafting statutes, motions, and regulations
• Admission and exclusion of members

The Executive Board represents the association externally. Legally binding signatures require collective signature by two persons together with the President.

C. Auditors

Article 16 – Auditing Requirements

If, during two consecutive financial years, two of the following thresholds are exceeded, the association must appoint an official auditor elected by the General Assembly:

• Balance sheet total of CHF 10 million
• Revenue of CHF 20 million
• Average of 50 full-time employees per year

If these criteria are not met, an auditor must still be appointed if requested by a member subject to personal liability or contribution obligations.

If all members agree and the criteria are not met, the association may waive the appointment of an auditor.

Article 17 – Auditors

The auditors may consist of one or more natural or legal persons or partnerships.

The auditors must be independent in accordance with Swiss law.

The auditors must have their residence, registered office, or a registered branch office in Switzerland.

The auditors are elected for one financial year. Re-election is permitted. Dismissal is possible at any time without notice.

Article 18 – Financial Year

The financial year corresponds to the calendar year. The annual accounts and inventory are closed on December 31.

Article 19 – Association Assets

The assets of the association consist of:

• Membership fees
• Surpluses from operating activities
• Donations
• Cultural funding and subsidies
• Contributions of all kinds
• Event revenues
• Legacies and bequests

Article 20 – Liability

Only the assets of the association are liable for the obligations of the association. Personal liability of members is excluded.

Members whose membership ends before a possible dissolution of the association have no claim to the assets of the association.

All income belongs entirely to the association treasury and may only be allocated by decision of the Executive Board for specific purposes.

Article 21 – Amendments to the Statutes

An amendment to the statutes requires the presence of at least three quarters of all members and approval by a three-quarter majority.

If the required quorum is not reached, a second General Assembly with the same agenda items must be convened within six weeks. This second meeting shall have quorum regardless of the number of members present.

Article 22 – Dissolution

In the event of dissolution of the association, the General Assembly shall decide on the allocation of liquidation proceeds.