§ 1
Name, Seat, Legal Form
(1) The Foundation bears the name
“Stiftung Little House of Hope”.
(2) It is a legal foundation
under civil law.
(3) Its seat is in Frankfurt am Main
§ 2
Purpose of the Foundation
(1) The Foundation pursues exclusively and directly charitable and non-profit purposes within the meaning of the section “Tax-privileged Purposes” of the Tax Code (promotion of education and vocational training; youth welfare).
(2) The purpose of the Foundation is realized – against the background of the extraordinary importance of early childhood education for further intellectual development – through the operation of kindergarten and preschool programs, as well as supplementary school support for children from educationally disadvantaged and extremely poor backgrounds in Namibia. AIDS orphans are preferentially admitted to the programs.
(3) The Board of the Foundation decides on the allocation of foundation funds. Further details can be found in the guidelines for the allocation of foundation funds. There is no legal entitlement to the allocation of foundation funds.
(4) A fundamental change to the purpose of the Foundation may only occur on the premise that the AIDS problem and its resulting consequences for children no longer exist. In any case, the provision and care of children in Africa remains the purpose of the Foundation.
§ 3
Foundation Assets
(1) Upon recognition, the Foundation was endowed with cash assets of
€600,000.
(2) The foundation assets must be preserved undiminished in their entirety. Recourse to the substance of the foundation assets is only permissible with the prior consent of the supervisory authority if the founder’s will cannot otherwise be realized and the existence of the foundation is guaranteed for a reasonable period.
(3) Non-recurring contributions are not part of the substance of the foundation assets within the meaning of paragraph (2), unless the provider of the contributions has determined otherwise.
(4) The assets of the Foundation can be increased by donations from the founders or third parties, if they expressly so determine.
(5) The foundation assets must be invested securely and profitably. They may be reallocated. Reallocation gains may be used wholly or partially for the fulfillment of the foundation’s purpose.
§ 4
Income from Foundation Assets
(1) The available funds of the Foundation may only be used for statutory purposes.
(2) No one may be favored by expenditures, services, or grants that are incompatible with the purpose of the Foundation, or by disproportionately high remunerations.
§ 5
Foundation Bodies
(1) Bodys of the Foundation are the Board and the Board of Trustees. The names of the respective organ members are listed on the Foundation’s website. .
(2) The members of the Foundation body perform their duties on a voluntary basis. Necessary expenses of the Foundation body are reimbursed up to a total of 1% of the foundation capital per year.
(3) The Board may adopt its own rules of procedure.
§ 6
Board
(1) The Board consists of up to five persons. The founders are members of the Board for life. The other members belong to the Board for a period of three years.
(2) One of the founders is Chairman for life or until he appoints a new Chairman. The Deputy Chairman is elected by the Board from among its members for a period of three years. Re-election is permissible.
(3) Before the expiry of the term of office of the members appointed for a specific period, the Board elects their successors. Re-elections are permissible.
(4) If a founder resigns from the Board, he can determine, by declaration to the Board, who shall succeed him in the Board office. The substitute member belongs to the Board like the other members for a specific period, with his first term of office being three years.
(5) If a member of the Board appointed for a specific period resigns from the Board before the expiry of the three-year term of office, a substitute member is elected for the remainder of the term.
(6) The election of new Board members takes place with the majority of votes of the remaining Board members.
§ 7
Duties of the Board
(1) The Board decides on the investment of the foundation assets and on the use of the income. It prepares the allocation of foundation funds in detail and handles the funding measures – accompanied by on-site visits. The administration of the Foundation also falls within the Board’s responsibility.
(2) The Board obliges the recipient of the foundation funds to submit an accountability report on the use of the funds received from the Foundation annually, no later than four months after receipt of the funds.
(3) The Board represents the Foundation judicially and extrajudicially through at least two of its members. One of these members must be the Chairman or the Deputy Chairman of the Board.
(4) Real estate disposal transactions or legal transactions that obligate the Foundation in an individual case for more than €20,000 require the prior consent of at least four members of the Board. One of these members must be the Chairman or the Deputy Chairman.
§ 8
Board Resolutions
(1) The Board passes its resolutions by a simple majority of the members present. It is quorate if at least three members are present. In the event of a tie, the vote of the meeting chair is decisive.
(2) The Board records its resolutions and the essential content of its meetings in minutes.
(3) For resolutions passed by circular resolution, for which minutes must also be prepared, the participation of all Board members is required.
§ 9
Management
(1) In the administration and investment of the foundation assets, the diligence of a prudent businessman must be observed.
(2) The Board must be convened for meetings by the Chairman or the Deputy Chairman as often as deemed necessary for proper management, but at least once a year. The Board must also be convened if at least one third of the members request it.
(3) The Board prepares after the end of the fiscal year, which corresponds to the calendar year, an annual report and annual accounts. The annual accounts must be reviewed by an auditor who is not a member of the Board.
(4) The annual accounts must be audited by a certified public accountant or another person or company authorized to issue a corresponding audit opinion, if the supervisory authority so requires. The audit engagement is issued by the supervisory authority upon proposal of the Foundation, with the proviso that the audit of the annual accounts must extend to the undiminished preservation of the foundation assets, the statutory use of the foundation funds, and compliance with the provisions of the Tax Code.
(5) The annual accounts, an activity report, and a statement of assets or the audit report must be submitted to the supervisory authority within six months after the end of the fiscal year.
§ 10
Board of Trustees
(1) The Foundation has a Board of Trustees. This consists of up to seven members, who are appointed by the Board for a period of three years. Reappointments are possible. The members of the Board of Trustees may not simultaneously be members of the Board.
(2) The Board of Trustees should include persons who possess special expertise with regard to the fulfillment of the Foundation’s tasks.
(3) The Board of Trustees advises and supports the Board within the framework of the Foundation’s bylaws in the optimal use of the foundation funds.
(4) The Board of Trustees may adopt its own rules of procedure.
(5) No expense allowance is granted to the members of the Board of Trustees.
§ 11
Foundation Supervision
The Foundation is subject to state supervision in accordance with the applicable foundation law.
§ 12
Dissolution of the Foundation, Merger, Amendment of the Bylaws
(1) Applications to the supervisory authority for amendment of the bylaws, dissolution, change of purpose, or merger with another foundation are only permissible in the event of significant changes in circumstances.
(2) For a decision according to paragraph 1, the consent of all Board members is required; applications for amendments to the bylaws require the majority of the Foundation body.
(3) Applications according to paragraphs (1) and (2) require the consent of the tax office.
§ 13
Entitlement to Assets
In the event of the dissolution of the Foundation or the cessation of its non-profit purpose, its assets shall pass to a non-profit public corporation to be determined by the Foundation Board or another tax-privileged corporation, which must use them directly and exclusively for purposes according to § 2 of these bylaws.
Frankfurt am Main, August 10, 2022
Dieter Krebs
(Chairman of the Board)
Kathrin Lochmüller
(Member of the Board)
Amendment to the version of the Bylaws from January 17, 2019, approved by the Foundation Supervisory Authority (Regierungspräsidium Darmstadt) effective August 11, 2022
