Mixxx e.V. Articles of association

[daschuer]

This is a draft of a possible Mixxx e.V.

[JoergAtGithub]

Berlin? Is this a placeholder?

[daschuer]

It is located in the district of the lawyer that will do the registration for us. We still need one.

[JoergAtGithub]

Suggested change

	6. Active members unable to attend may be represented by another member with written authorization.
	6. Active members unable to attend may be represented by another active member with written authorization.

[Swiftb0y]

whats the criteria for a member to be considered active?

[Holzhaus]

It's defined in 4.1.1, but I suggest that we call it "ordinary member" instead to avoid this kind of ambiguity and confusion.

[Holzhaus]

@JoergAtGithub I don't understand your suggestion. If you're an active member and cannot participate, why should you name another active member to participate on your behalf? That member may already participate on its own, so it would be a bit pointless. Or would this member then have 2 votes?

Is there a specific reason why an active member is not allowed to name an extraordinary/supporting member as stand-in?

[JoergAtGithub]

Yes, than this active member would have two votes.

I want to ensure, that we can not loose control over the e.V. - a project like Mixxx will not work, if the end users vote what the developers have to do.

[Swiftb0y]

I think we all pretty much either agree or don't particularly care about the fine details of the satzung. I'm much more interested in what the next steps are we would have to take to transform this document into a legal entity.

[Holzhaus]

"other financial contributions" is kind of handwavy, does this need to be defined further or do you think this suffices?

Also, should we add here that the association is non-profit and any revenue (e.g. from selling merchandise) shall be used in accordance with article 3.2? Or is that clear anyway?

[daschuer]

I have no idea. The good thing is that all this has been started from the original KDE.eV Satzung (see git log).
That dos not mean we can't improve it. So go ahead ..

[Holzhaus]

I think this is one of the key aspects that should be added. We have potential members from all over the world. As much as I would like to meet in person with all of you, I guess it's kind of unrealistic to make this happen. Hence I would be nice if follow a hybrid approach as a general rule to allow participation from all members, even if they lack the time/money/passport to travel to the meeting location.

Suggested change

	7. Participation and voting in the General Meeting must also be possible via electronic communication. By resolution of the Executive Board, a General Meeting may be held exclusively by these means.

I took https://www-vereinswiki-info.translate.goog/node/244?_x_tr_sl=auto&_x_tr_tl=de&_x_tr_hl=de&_x_tr_pto=wapp as inspiration, but I'd rather make it a general rule, because if an EB resolution is required, the lack of it might be abused for undemocratic purposes.

[Holzhaus]

Let's use "Ordinary Member" (de_DE: "ordentliches Mitglied"), it's less ambiguous. Also, 'ets clarify the difference between 2 and 3:

Suggested change

	1. Active members: Natural persons actively supporting the Association’s purpose and aims.
	2. Extraordinary members: Natural persons and legal bodies supporting the Association’s aims but without voting rights.
	3. Supporting Members: Extraordinary members primarily supporting through financial or material contributions.
	1. Ordinary members: Natural persons supporting the Association’s purpose and aims with full voting rights.
	2. Extraordinary members: Natural persons and legal bodies supporting the Association’s aims. These members have the right to participate in the General Assembly, but do not have voting rights.
	3. Supporting Members: Extraordinary members primarily supporting through financial or material contributions, without the right to participate in the General Assembly.

[Holzhaus]

Suggested change

	2. It takes place at least once a year, with invitations sent at least six weeks prior.
	2. It takes place at least once a year, with invitations sent to all ordinary and extraordinary members at least six weeks prior.

[Holzhaus]

Written requests for termination must be submitted at least 4 weeks prior to December 31st.

Can people only leave by the end of the year? Otherwise I don't think this rule makes sense. What do you think about this:

Suggested change

	3. Membership terminates due to exit, expulsion, death, or loss of legal status. Written requests for termination must be submitted at least 4 weeks prior to December 31st.
	3. Membership terminates due to withdrawal, expulsion, death, or loss of legal status. Withdrawal from the association shall take effect at the end of the following calendar month in which the declaration of withdrawal was submitted.

[Holzhaus]

Just to make sure: We do not want an arbitration comittee (de_DE: "Schiedskomission") that decides about internal conflicts (e.g. when a member is expulsed) and we also do not want an audit comittee (de_DE: "Revisionskomission") that checks the spending of funds by the EB?

[daschuer]

It all depends on people which are willing to take the job. For now I have only added the bare minimum. The rest is done by a voting during the General Assembly or an internet vote.

Feel free to add suitable paragraphs that may lint future conflicts.

[Holzhaus]

Not saying we need it, the general assembly might suffice. Just wanted to point it out.

[daschuer]

I think we all pretty much either agree or don't particularly care about the fine details of the satzung. I'm much more interested in what the next steps are we would have to take to transform this document into a legal entity.

• The current core team become active members.
• We need to assign the roles of Chairman, Second Chairman, and Treasurer. And check out if a majority support them.
• We need to tasks and rights to these roles
• We need to define the process for the General assemblies.
• How to manage members and protocols
• We need to find a lawyer that helps us becoming a non profit.
• Than do our first general assemblies
• Done

[daschuer]

I agree that this is nicer than doing it by board decision. But does this mean we may not grant membership without a general assembly meeting? (that would be okay for me, just want to check I understood this correctly)

This bugged me as well. I have now added the internet vote option. This describes pretty much our current way of doing it which works good. The General Assembly is probably a bit heavy for it. As an e.V. we need to do it "right" with a protocol in German language and so on.

[Holzhaus]

Suggested change

	research. The Association does not suplly the music played with it's
	distributed software, the user takes all responsabilities about the rights
	of played music.
	research.

Remove? I don't think this belongs in this document.

[Holzhaus]

I agree that this is nicer than doing it by board decision. But does this mean we may not grant membership without a general assembly meeting? (that would be okay for me, just want to check I understood this correctly)

This bugged me as well. I have now added the internet vote option. This describes pretty much our current way of doing it which works good. The General Assembly is probably a bit heavy for it. As an e.V. we need to do it "right" with a protocol in German language and so on.

On second thought, the "ordinary membership granted by general assembly" is not an issue.

What is the difference between the active/ordinary membership and the other membership types? It's the voting right in the general assembly. So there is no point in granting this kind of membership between GAs because it does not make a difference. Hence it suffices to let the GA grant ordinary membership, no need for a special rule/meeting/vote.

For the supporting (and maybe also the extraordinary) membership could just be granted by the EB.

Also, instead of a distinct internet vote I suggest to add this: #8 (comment)
Then we follow a hybrid approach for general assembly, so that people have the opportunity to participate and vote via internet as well. Let's keep it simple and not introduce a separate "internet vote" organ outside of the GA.

[daschuer]

I have integrated the feedback of Finanzamt Hamburg-Nord.

Significant is the improved purpose paragraph and the KDE e.V. as mandatory successor in case of Mixxx e.V. liquidation. I have not talked to them yet but I guess they are able to use the money in our donators sense.
If you agree, I will contact them about that case.

[Eve00000]

I have integrated the feedback of Finanzamt Hamburg-Nord.

Someone did a lot of work furing his vacation, thank you and congrats for your work..

I like the changes, I trust the German translation is correct.
There was a pr about hardware and polishing (more changes in German then in English),open these changes the possibility for a DJ-material recycling 'thing' and the possibility to have a project for (urban) with less financial possibilities?
I searched for KDE and they have nice (comparable) articles of association.

[daschuer]

I still like the "DJ-material recycling" idea and consider that already fits to the Satzung.

[Swiftb0y]

typo

Suggested change

	Mitgliederversammlung zu berichten. Dr Rechnungsprüfer hat Zugang zu allen
	Mitgliederversammlung zu berichten. Der Rechnungsprüfer hat Zugang zu allen

[Swiftb0y]

I agree that we should try to find a way to not exclude non-german-speaking members here.

[Swiftb0y]

?

[daschuer]

🎉 I have received a letter from my tax officer with a confirmation that the Satzung will be accepted as a non profit e.V. :-)

[daschuer]

Aleix Pol, KDE e.V. President, has confirmed that they are happy to fill the successor role if it comes to it.