The Rules of the Gütegemeinschaft Mineralwolle e.V.
- Name, headquarters and financial year
- Purpose and task
- Rights and duties of the members
- End of membership
- Organs of the organisation
- Rights and duties of the ones involved
- Executive board
- Quality committee
- Managing director
- Legal proceedings
- Final regulations
1.1 The GGM - Gütegemeinschaft Mineralwolle e.V. is a quality community according to the principles for quality marks in the version of April 1996 and bears the name "GGM - Gütegemeinschaft Mineralwolle e.V." It is registered at the district court of Darmstadt.
1.2 Rossdorf bei Darmstadt is headquarters and place of jurisdiction as well as place of performance for legal claims concerning theses rules.
1.3 The financial year is the calendar year.
2.1 The association has the purpose,
2.1.1 to secure the quality of products made of mineral wool and
2.1.2 to mark the products made of mineral wool whose quality is protected with the quality mark of the quality community.
2.2 For the fulfilment of this purpose the association has the task to create
2.2.1 for products made of mineral wool quality mark rules together with implementing regulations as well as quality and examining regulations,
2.2.2 to supervise, that quality mark users observe the quality mark rules,
2.2.3 to oblige the quality mark users to mark only those products with the quality mark of the association whose quality is protected.
2.3 The association does not maintain any economic business activity.
2.4 Mineral wool as defined by the statute of the association is glass, stone or slag wool made of man-made vitreous (silicate) fibres with random orientation with alkaline oxide and alkali earth oxide (Na2O+K2O+CaO+MgO+BaO) content greater than 18 per cent by weight.
3.1.1 The full membership of the association can be purchased by every enterprise, which produces products made of mineral wool and puts these in circulation by itself or through third parties.
3.1.2 Every association or every individual or legal entity which represents economy or trading circles can purchase the guest membership if the organisation appreciates that they have a legitimate interest in the quality safeguarding.
3.1.3 The regulations of these statutes are for guest members with the stipulation that guest members do not have any right to vote in the general assembly, and are not eligible to be voted into the organs of the association.
3.2 The application for full or guest membership has to be forwarded in writing to the GGM - Gütegemeinschaft Mineralwolle e.V. Applicants must commit themselves to recognising these statutes and to follow their regulations.
3.3.1 The executive board decides over the admission by decision. The applicant must be informed about the decision in writing.
3.3.2 The applicant can lodge complaint against the decision of the executive board, which has to be justified. The complaint has to be lodged at the quality committee in writing within four weeks after the notification.
3.3.3 The quality committee suggests a decision on the complaint to the general assembly of the association.
3.3.4 If the complaint is rejected, the complainant can act in accordance with the rule number 11 of theses statues within four weeks after the justified decision.
3.3.5 The membership starts with the decision of admission.
4.1 Members according to section 3.1.1. are justified to purchase the quality mark of the GGM - Gütegemeinschaft Mineralwolle e.V. according to the valid regulations in all matters concerning the safeguarding of the quality.
4.2 The full membership can be transferred only to the successor of the respective full member or to an enterprise connected to the respective full member. The assignment requires the previous written consent of the executive board. The executive board also stipulates the form of the assignment. The guest membership is not transferable.
4.3 Members are obliged,
4.3.1 to promote the purpose of the association,
4.3.2 to apply within six months, after they have purchased the membership acc. to section 3.1.1 for the awarding of the quality mark. Before the definite written awarding of the quality mark the member is not allowed to advertise with the quality mark or with the membership in the quality community,
4.3.3 to keep to the regulations of the entire regulations of the statutes as well as to the decisions of the organs of the associations,
4.3.4 to pay contributions or levies according to the decisions of the general assembly of the association.
4.4 The quality mark users have to represent the quality of their products themselves. An adhesion of the quality community, its organs or representatives is excluded.
5.1 The membership ends through:
5.1.1 leaving of the member,
5.1.2 exclusion from the association,
5.1.3 liquidation of the member,
5.1.4 opening of the insolvency procedure about the fortune of the member.
5.2 The leaving can be declared by the end of the financial year only with a period of notice of six months. The explanation has to be addressed by registered letter to the managing director.
5.3 The executive board can exclude a member, if by decision
5.3.1 the prerequisites of the sections 3.1.1 and 3.1.2 are not given any longer,
5.3.2 a member according to section 3.1.1 does not apply for the quality mark within six months (section 4.3.2) after the purchase of the membership,
5.3.3 the application for awarding of the quality mark is turned down definitely,
5.3.4 the awarded quality mark is not used to the identification of products made of mineral wool over a period of six months,
5.3.5 the member has seriously violated the statutes of the quality community, the quality mark rules, the implementing regulations, the quality and examining regulations, or against the constitutional decisions of the organs of the quality community or
5.3.6 there is another important reason for the exclusion.
5.4 The executive board gives the member within a period of four weeks the opportunity to express itself about the intended exclusion.
5.5.1 The exclusion of the member gets effective with the decision of the executive board. The decision has to be justified and immediately announced to the member.
5.5.2 The excluded member can lodge complaint with the quality committee within four weeks from the announcement of the exclusion decision.
5.5.3 The quality committee can remedy the complaint by suggesting the general assembly a decision on the exclusion.
5.5.4 If the complaint is rejected by decision of the quality committee, it has to be justified and announced to the complainant. The complainant can act against this decision within four weeks as of its announcement according to number 11 of theses statutes.
5.6 By decision of the executive board a member can be excluded if it is in delay with the payment of the contribution despite twice repeated reminders. The exclusion may be decided only after the contribution debts are not settled three months after the second reminder. The exclusion gets effective with the decision and the member has to be informed immediately.
5.7 The lodging of means of legal redress does not have any postponing effects.
5.8 Claims of the association against a member are not touched by the retirement.
6.1 The organs of the association are:
6.1.1 the general assembly,
6.1.2 the executive board,
6.1.3 the quality committee,
6.1.4 the managing director.
6.2 It is not permitted that rights and duties of an organ are taken or impaired by another organ.
6.3 Those belonging to an organ of the association have to run the business of the organisation impartially and to treat internal business processes of the members confidentially.
7.1 The general assembly is at least called once a year on behalf of the chairman by the managing director. It also has to be called to if the chairman or the executive board or a third of the members entitled to vote demands this. The invitations for the general assembly are carried out in writing and sent at least 21 days before the meeting appointment. The agenda must be communicated together with the already available applications.
7.2 Should further applications be set for the agenda, they must be submitted in writing to the managing director at least 10 days before the general assembly. The managing director has to announce them to the members immediately. The general assembly can only take a vote over applications which are made after this date only if the majority is in favour of it. Requests for elections or the dissolving of the association and requests to change these rules together with quality mark rules, implementing regulations or quality and examining regulations must, however, be available to the executive board at least four weeks before the meeting appointment. If this is not the case, the general assembly cannot decide on them effectively.
7.3 Any general meeting called duly is quorate. In the invitation it must particularly be pointed to it.
7.4 Every member according to section 3.1.1 has seat and voice in the general assembly. It can be represented in writing by an authorised person.
7.5 Every member according to section 3.1.1 has one voice.
7.6 Decisions require the simple majority of votes of the represented members present according to section 3.1.1. The tie is regarded as rejection. Changes of these rules and the quality mark rules require the two-thirds majority. The effectiveness of these decisions requires the previous written consent of the GGM - Gütegemeinschaft Mineralwolle e.V.. Section 12.1. remains untouched of this. The general assembly takes hold of decisions about an early withdrawal of members of the executive board or the quality committee with a majority of ¾ of the represented members present according to section 3.1.1.
7.7 The general assembly
7.7.1 receives reports of the executive board and can discuss these,
7.7.2 votes for the executive board and the representative of the quality committee,
7.7.3 votes for the two external members of the quality committee,
7.7.4 passes the standing orders of the quality committee,
7.7.5 advises and approves the annual invoice and the register estimate (budget) for the next financial year,
7.7.6 fixes the height of contributions or levies,
7.7.7 decides on changes of these rules, the quality mark rules or the implementing regulations,
7.7.8 approves the quality and examining regulations as well as their changes,
7.7.9 concludes over applications according to these rules.
7.8 The voting of the general assembly is made by hand signal. If a third of the present members requests, the voting has to be performed in writing.
7.9 If necessary, the members mentioned in section 3.1.1. can vote even outside in writing, if the executive board decides on it. For decisions from this procedure the majority rules as of § 7.6 are valid. It must set a deadline for the voting and immediately inform all members in written form about the result of it.
7.10 The general assembly is led by the chairman himself or, if he decides, by a representative. Minutes must be taken during the general assembly. This has to be signed by the meeting leader and by the managing director. Similar procedures are valid for the written voting.
8.1 The executive board consists of the chairman and his representative and up to two further members of the executive board. It takes hold of its decisions with a simple majority. The vote of the chairman decides on tie.
8.2 The term of office of the members of the executive board is two years and lasts up to the new election of the executive board. Re-election is permitted.
8.3 To the executive board according to the paragraph § 26 of the Civil Code belong the chairman and his substitute. Each of them is authorised to represent by himself.
8.4 If the chairman and his substitute leave during the same term, the rest of the members of the executive board immediately call a general assembly.
8.5 The executive board conducts the association in an honorary capacity.
9.1 The quality committee consists of the chairman who must be a representative of a member according to section 3.1.1. and two other persons who are not members of the association and are elected by the general assembly for a term of two years. In addition, all members of the executive board belong also to the quality committee.
9.2 The two afore mentioned persons should be neutral experts.
9.3 If a member of the committee leaves during the term of office, the executive board appoints a new committee member. If the representative leaves, the executive board appoints for a new representative. The office of the committee members appointed this way lasts until the next general assembly.
9.4 The quality committee
9.4.1 works out the required changes of the quality and examining regulations,
9.4.2 checks the applications for awarding of the quality mark of the quality community and suggests to award the quality mark to the applicant or inform him about the reasons for a postponing,
9.4.3 supervises users of the quality mark in order to observe the quality mark rules and the implementing regulations,
9.4.4 supports the executive board.
9.4.5 deals with complaints according to number 3.3.2 and 5.5.2.
9.4.6 enacts and changes standing orders for himself in which the execution of his tasks is regulated in accordance with number 9.4.1 to 9.4.5. considering the regulations of these rules,
9.4.7 passes and changes method rules for the execution of the quality and examining regulations.
9.5 The managing director takes part in all meetings of the quality committee; he does not have any right to vote, however. The quality committee takes hold with a simple majority of the persons present of its decisions in which the members of the quality committee can have assignees represented in writing for themselves. Decisions are to be written down and signed by the representative and the managing director.
10.1 The executive board appoints the managing director.
10.2 The managing director has to lead the business of the association impartially according to instruction of the executive board and to these rules as well as to the decisions of the organs of the association. He is present in the general assembly and takes part in the meetings of the association organs as consultant.
10.3 The managing director can carry out business in the limits of the budget which engages the organisation.
11.1 Disputes which arise from the statutes of the quality community including quality mark rules, implementing regulations and quality and examining regulations or from the activity of the organisation can be decided by a court of arbitration on agreement of the arguing parties.
11.2 The court is formed and proceeds in accordance with the regulations of the Civil Code of Procedure. Both parties name one assessor. The assessors choose a chairman who must have the ability of the judicial office. They must reach an agreement upon the chairman within two weeks after having been informed about the nomination of the second assessor. If they do not reach an agreement, the operating party can require that the managing director of the organisation requests to name the chairman of the District Court in Frankfurt am Main. The same is valid if a party has not nominated an assessor within two weeks after it has been summoned.
11.3 The court of arbitration decides on the dispute and on who is charged with the costs of the arbitration proceedings.
11.4 These regulations do not exclude the regular legal proceedings.
12.1 The dissolving of the association can be decided by the general assembly with a majority of 9/10 of the represented members present according to section 3.1.1 if the application was made according to article 7.1 and 7.2 in the agenda.
12.2 The liquidation is carried out by the executive board provided that the general assembly does not appoint other liquidators. The general assembly decides how the remaining fortune of the association is used after all liabilities are paid off. The fortune has to be brought to a purpose serving the quality safeguarding or quality support.
12.3 Changes of these rules, also editorial type, require the entry to their effectiveness into the organisation register. The executive board may bring amendments to the statutes, indifferent of their nature according to a previous written consent of the GGM - Gütegemeinschaft Mineralwolle e.V. to the entry register. It has to inform immediately in writing all association members about all entries of amendments of the statutes.