Memorandum of association of Dietrich (association)
Name and seat
The association’s name is Dietrich.
The association’s seat is situated at Náměstí Československé armády 35,
Kryry, Post Code 43981, Czech Republic.
The association is a voluntary association established under Act No. 83/1990
Sb., on associations of citizens, as amended. The association is a legal
Objectives and activities of the association
As agreed with the owners of Virgin Mary Nativity Church, the association’s
objectives are, in particular:
- to save the endangered cultural monument Virgin Mary Nativity Church in
Kryry, including the surrounding areas, and to gradually restore it
- to find possible cultural uses for Virgin Mary Nativity Church in Kryry,
such as concerts
- to promote this cultural monument
- to ensure construction work during the church’s restoration
- to protect the surrounding environment, pathways, countryside and cultural
values in and around Kryry
- to maintain, restore and protect other cultural monuments in and around
- to protect the environment.
The association fulfils its objectives particularly by:
- obtaining funds to restore, maintain and protect Virgin Mary Nativity
Church in Kryry, including the surrounding areas
- obtaining funds to maintain and protect the environment, the countryside,
other monuments and cultural values in and around Kryry
- providing funding for preliminary and main construction work relating
to the restoration, maintenance and protection of monuments, the environment
and the countryside
- providing help with organising preliminary and main construction work
relating to the reconstruction, maintenance and protection of monuments
- collaborating with other entities with similar objectives
- promoting and popularising activities, publishing leaflets, books and
producing commemorative items
- organising cultural, educational and social events in the surrounding
areas of the church
- organising public fund raising campaigns
- participating in negotiations and proceedings held by administrative bodies,
local governments and professional associations
The association bodies are:
- the general meeting,
- the board of trustees (board and trustees).
The general meeting:
- The general meeting is the association’s supreme body. It consists of
all members of the association who are entitled to vote.
- The constituting general meeting is held upon being convened by the provisional
board without delay after the association is incorporated. The constituting
general meeting will appoint members of other association bodies and will
approve this Memorandum of Association.
- The general meeting is entitled to:
a) approve the Memorandum of Association and any amendments to it
b) discuss the association’s activities and financial report for the previous
c) approve the association’s activities and objectives for the next period
d) approve the association’s budget
e) appoint trustees for a period of three years
f) dissolve the association
g) appoint honorary members of the association and honorary trustees
h) determine members’ annual monetary contributions
i) decide on other matters which it reserves for itself.
- The general meeting is convened at least once a year by the association’s
chairman (or vicechairman). The chairman (or vice-chairman) conducts the
general meeting. While presiding over the general meeting the chairman
(or vice-chairman) must follow the agenda.
- Each member of the association has one vote at the general meeting. A
member may appoint an agent to represent them at the general meeting. The
appointment must be in writing and be signed by the member.
- The general meeting constitutes a quorum when half of the association’s
members are present.
- The minutes of each general meeting must contain the date and place of
the general meeting, resolutions passed, voting results and rejected objections
of members who asked for the objections to be recorded in the minutes.
- A resolution of the general meeting is passed by a simple majority of
votes of members present, save as otherwise provided by this Memorandum
- A resolution proposing that the association be dissolved is passed by
a majority of no less than two thirds of all members.
- The board is the association’s statutory body. It is the association’s
supreme managing and executive body between general meetings. The board
implements resolutions of the general meetings and is accountable to it
for its activity.
- The board is appointed by the general meeting for a period of three years.
- The board may not have less than three trustees. Founding members of the
provisional board become the first trustees after the association is incorporated.
- The board meets according to its needs and decides by majority vote of
all trustees (each trustee has one vote).
- The board admits and excludes members of the association.
- The board approves the association’s fundamental documents and the general
- Trustees appoint and recall the board’s chairman and vice-chairman.
- The vice-chairman represents the chairman when the chairman is absent.
- The chairman (or vice-chairman) convenes and conducts the general meeting.
- The chairman (or vice-chairman) conducts the association’s ordinary and
financial activities, ensures the association’s accounts are properly kept
and fulfils other obligations set by law.
Representing the association
The association is represented by the chairman (or vice-chairman) of the
board. The chairman may grant a power of attorney to any other trustee
to represent the association. The chairman (or vicechairman) signs on behalf
of the association unless stipulated otherwise. Agreements with a value
exceeding CZK 100,000 must be executed and signed by the chairman (or vice-chairman)
and another trustee.
Membership of the association
Members of the association
Members of the provisional board become members of the association. A
person who has reached fourteen years of age may be elected a member by
the board. A written application must be submitted. Upon being elected
and paying a membership contribution a person becomes a member. A legal
entity may become a member if its activities comply with the association’s
A member is entitled to:
- participate in discussions held by the general meeting,
- elect the association bodies and be elected to these bodies,
- propose motions, initiations and observations to the association bodies,
- participate in the association’s day-to-day activities,
- be kept informed of the association’s events and activities.
A member must:
- follow this Memorandum of Association, the orders of the association,
the resolutions of the association bodies and other internal regulations,
- pay membership contributions,
- inform the association of any changes in their personal circumstances,
- actively participate in fulfilling the association’s objectives,
- duly execute their office in the association bodies,
- uphold the good name of the association.
A member ceases to be a member:
- if they resign by giving notice to the board,
- if they die,
- if the association is dissolved,
- if they are expelled by the board. The board may not expel a member unless
the member repeatedly breaches this Memorandum of Association despite being
warned of their conduct.
- Any person who makes an exceptional contribution to the fulfilment of
the association’s objectives may be elected an honorary member of the association
by the general meeting. An honorary member has no rights or duties relating
to regular membership, except the right to attend the general meeting.
Their vote will be considered a consultative vote.
- Significant experts, artists and personalities in public life who support
the association’s activities may become honorary trustees. The general
meeting elects an honorary trustee upon recommendation by the board. An
honorary trustee has no rights or duties related to regular membership,
except for the right to attend the general meeting and to participate in
the board’s proceedings. Their vote will be considered a consultative vote.
Economic activities of the association
The association’s income is derived from contributions by the members
and other persons, gifts, grants, other property values and income from
complementary activities relating to the fulfilment of the association’s
objectives, such as publishing leaflets or books and producing commemorative
items, or organising cultural, educational and social events.
The association’s expenses are incurred by expenditures relating to every
day operations and to the fulfilment of the association’s objectives as
stated in article III. The expenses must be incurred as a result of the
activities stated in article IV.
The board is accountable for the association’s financial activities. The
association is managed financially according to the annual budget awarded
by the board and approved by the general meeting.
The board will appoint a treasurer. The treasure must be a trustee. The
treasurer is responsible for the association’s ordinary financial activities,
managing property with a value not exceeding CZK 5,000, and the association’s
accounting and tax duties.
Settlement following the association’s dissolution
If the association is dissolved all its assets are to be liquidated. If
following liquidation any assets remain they will be given to another not-for-profit
legal entity with objectives similar to the association’s objectives. This
legal entity will be chosen by the general meeting which approves the dissolution.
This Memorandum of Association becomes valid by being approved by the
association’s founding members. This Memorandum of Association becomes
effective and the association becomes incorporated on the day the Memorandum
of Association is registered by the Ministry of Interior under Sec. 6 of
Act No. 83/1990 Sb., as amended.
Amendments to this Memorandum of Association
Rules for amending this Memorandum of Association
- This Memorandum of Association may only be amended by resolution of the
general meeting passed by a majority of no less than two thirds of all
- Proposals of resolutions must be submitted to the chairman in writing.
- The chairman will submit an application to register these resolutions
with the Ministry of Interior within 15 days of a resolution being passed.