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STATUTES OF THE ASSOCIATION

§ 1. Name, registered office and area of activity

The name of the Association is

ARE – Austrian Association of Real Estate Experts
Verband Österreichischer Immobiliensachverständiger

which has its registered office in Vienna. Its activities, which are non-profit based, extend over the entire federal territory.

§ 2. Purpose

The purpose of the Association is to support the activity of real estate valuers taking into account national and international valuation standards.

Organisation of scientific events, scientific congresses by the Association and of any resulting proceeds.

Exchange of experience among members.

Publication of printed media, newsletters and individual publications as well as the publication of reports and knowledge gained from the findings of the scientific congresses and their rationale.

Making contact with specialist media.

Making contact and exchange of experience with national and international organisations with objectives similar to those of the Association.

Representation of international organisations and the implementation of systems for international recognition, in particular of real estate valuers.

Collection of donations to be used for the purposes mentioned in detail above.

Commissioning of research after invitations for offers and tenders.

Development of valuation standards for real estate valuations pursuant to the European Valuation Standard for real estate.

3. Members

Members of the Association include:

  • ordinary members
  • extraordinary (associate) members
  • honorary members

Ordinary members are natural persons or legal entities (stock corporations, business companies with a different legal structure as well as associations and institutions) of impeccable reputation and good moral character who meet the requirement criteria defined by the Executive Board, pay the annual fees determined by the General Assembly and who wish to actively contribute to the achievement of the purpose of the Association. Further requirements for ordinary membership include, in the case of natural persons, the exercising of the profession of real estate valuer, registration in the list of sworn and court-certified experts as well as residence or practise of the profession within the area of activity of the Association.

Extraordinary members are natural persons or legal entities of impeccable reputation and good moral character who are suited to promoting the objectives of the Association due to their activities, profession or participation in business life or in the research and teaching of real estate valuation and real estate consultancy and who undertake to support the purpose of the Association by means of appropriate annual financial contributions.

Honorary members are such natural persons or legal entities of impeccable reputation and good moral character who have been nominated honorary members by the General Assembly at the proposal of the Executive Board due to their particular merits in achieving the objectives of the Association.

The Executive Board must be notified without undue delay of any dual memberships in associations with the same or similar objectives, which require the express approval of the Executive Board in writing.

4. Commencement and termination of membership

Admission of ordinary and extraordinary members is effected by the Executive Board in such a way that the Board member of the Association responsible for the expansion of members submits in writing the name of the new member proposed by an ordinary member, who acts as the sponsor of the prospective member. The proposal is initially treated as confidential. The Executive Board examines the admission of the prospective member in an appropriate manner taking into consideration professional competence. It then investigates the general suitability of the proposed member with regard to character, profession and in social terms. The Executive Board may also allocate the task of investigation to individual members of the club, who shall then talk personally to the prospective member and report back their findings to the Executive Board in writing.

The Executive Board checks the submitted investigations and makes a decision.

The application is rejected if there is more than one vote against admission. The sponsor is notified of the decision by the Executive Board and in turn notifies the applicant. No justification is required for the rejection of an application.

After this examination by the Executive Board, the member responsible for the expansion of members submits an application for admission. The members must be notified of this application in an appropriate manner as defined by the Executive Board. If no objection is raised with the President against the planned admission of the future member within 14 days after the application is submitted, the proposed member is deemed admitted on payment of the admission free. Should one or two club members raise an objection to the admission within this period, these members shall meet with the Executive Board for a clarifying talk and shall present their reasons for the objection. The Executive Board makes the final decision concerning admission in such a case, whereby the proposal is deemed rejected if more than one member of the Executive Board votes against it. The application for admission is deemed rejected if three or more club members raise an objection within this period.

Honorary members are appointed by a resolution of the General Assembly on the proposal of the Executive Board.

Membership shall be terminated upon the death of a member or the loss of legal personality (dissolution in the case of legal entities) of a member as well as for the following reasons:

4.6.1. through voluntary withdrawal:

this is only possible to the end of the club year and on notification of such to the Executive Board by means of registered letter at least one month prior this. The date of the postmark is decisive for effectiveness.

4.6.2 through exclusion:

Members who harm the reputation or functioning of the Association, do not fulfil their membership obligations, do not pay their membership dues within the period stipulated by the Executive Board, do not fulfil their obligation to participate in further education within the framework of the quality assurance system specified by the Executive Board, no longer have the qualification for membership or violate the principles of professional ethics, can be excluded by the Executive Board with a two third majority in a secret vote, independently of any other consequences.

In the cases stated in 4.6.2 the member shall be informed in an appropriate manner in writing of the decision of the Executive Board to initiate the exclusion procedure, in order to provide the member with the opportunity of presenting its case to the Executive Board either in writing or in person.

The Executive Board will subsequently decide on the exclusion of the member with a two-third majority and shall notify the member of its decision in an appropriate form. Exclusion is effected with immediate effect in each case. However, the excluded member has the right to appeal to the president against the decision of the Executive Board in writing within 14 days and to demand the convocation of the Ethics Committee, which will then make the final decision on the appeal.

4.7.1. Membership dues, registration fees or admission fees already paid will not be retransferred.

5. Rights and obligations of members

All members have the right to participate in the General Assembly and general events of the Association. Only ordinary members have the right to vote in the General Assembly and the right to table motions. Extraordinary members only have the right to listen in the General Assembly, they have no other rights.

Ordinary members are entitled to exercise their right to vote, the right to stand for elections, in contrast, is restricted to those ordinary members who are natural persons or who hold a position in an executive body of an ordinary member that is a legal entity.

All members are obliged to make every effort to promote the purposes of the Association, to pay the agreed membership dues in good time and to comply with the statutes and the resolutions passed by the bodies of the Association within the scope of the Statutes.

All members are obliged to obey the ÖVI Code of Ethics for the duration of their membership, which shall be confirmed by their signing of the ÖVI Code of Ethics before admission.

In general, all members are also obliged to refrain from any action which might harm the reputation and purpose of the Association, in particular they are obliged to give unsolicited notification without delay in the case of deletion from the list of generally sworn and court-certified experts.

Those member acting as real estate valuers are obliged to participate in further education within the framework of the quality assurance system specified by the Executive Board and to submit evidence of compliance with this requirement vis-à-vis the quality assurance office designated by the Executive Board.

Every member is entitled to request a copy of the Statutes from the Executive Board.

A minimum of one tenth of the ordinary members can request the Executive Board to convene a members’ meeting.

The Executive Board shall inform the members in a members’ meeting at least once a year about the activity and financial status of the Association. If one tenth or more of the members demand such information at any other time and give reasons for such a request, the Executive Board shall be obliged to provide the requested information to the inquiring members within a period of four weeks.

The ordinary members have the right to be informed by the Executive Board concerning the balance of accounts (rendering of accounts). If such information is provided during the General Assembly, the Auditors must participate in the Assembly.

Should membership be terminated, for whatever reason, the member concerned shall refrain for using the title “REV – Recognised European Valuer” immediately.

6. Funding

The funds necessary for achieving the purpose of the Association are raised by means of:

  • Registration fees,
  • Membership dues,
  • Admission fees,
  • Collections, donations and other contributions,
  • Proceeds from events, facilities and publications of the Association,
  • Participations and interest on the assets of the Association.

The amount of the registration fees and membership dues is determined by the General Assembly for each Association year. Honorary members are not required to pay membership dues.

7. Annual accounting period

The first year of the Association starts with the constituent General Assembly and ends on the following 31. December. After this the Association year is the calendar year.

8. Bodies of the Association

The bodies of the Association are:

  • the General Assembly,
  • the Advisory Committee,
  • the Executive Board,
  • the Auditors,
  • the Arbitration Panel,
  • the Ethics Committee.

9. The General Assembly,

The General Assembly is the supreme body of the Association. The ordinary General Assembly is convened by the President of the Association at least once a year, by 30. April at the latest. Legal entities, that are members of the Association, are represented by an authorised proxy;, natural persons with voting rights can also use proxies (written poser of attorney) to represent them in the General Assembly.

All members must receive an invitation to the General Assembly in writing, including notification of the Agenda, in good time prior to the date of the General Assembly in an appropriate manner. Any motions to the agenda from members must be submitted to the secretary or the president of the Assembly at the latest ten days prior to the date of the General Assembly. The date of the postmark or transmission of the email is decisive for the time limit. Valid resolutions can only be passed on items that are part of the agenda of the General Assembly. The text of any planned amendment to the Statutes must be sent out at least one month prior to the date of the General Assembly together with the invitation to the General Assembly.

The General Assembly is presided over by the President, by the Vice President in his/her absence. The General Assembly has a quorum if at least two thirds of the ordinary members are present. Should the General Assembly have no quorum at the time agreed for the meeting, a new General Assembly shall be convened half an hour later at the same venue, which has a quorum regardless of the number of persons present.

An extraordinary General Assembly can be convened by the President at any time with a period of notice of at least one month. An extraordinary General Assembly must be convened within one month if decided by

  • a resolution of the Executive Board or the ordinary General Assembly,
  • a written motion by at least one tenth of the members,
  • the request of the Auditor (§ 21 (5) (1) VereinsG (Association Act)),
  • the resolution of the/an Auditor (§ 21 (5) (2) VereinsG (Association Act)),
  • the decision of a court-appointed trustee.

Duties of the General Assembly:

  • Acceptance and approval of the annual report and the accounts with involvement of the Auditor,
  • Adoption of a resolution on the preliminary estimate,
  • Electing and releasing the members of the Executive Board and the Auditor and discharging of the members of the Executive Board,
  • Approval of legal transactions between institutional representatives and the Association (§ 6 (4) VerG 2002),
  • Determination of the amount of registration fees and membership dues and the time these fall due,
  • Nomination of honorary members,
  • Adoption of resolutions concerning amendments to the Statutes and the voluntary liquidation of the Association,
  • Advising and adoption of resolutions on other items on the agenda.

All votes and adoptions of resolutions in the General Assembly generally require a simple majority. However, amendments to the Statutes or in the case of liquidation of the Association require a qualified two-third majority of the valid votes cast. The Chair (President) has the casting vote in the event of a parity of votes.

10. The Advisory Committee

The General Assembly may decide to install an Advisory Committee. Such an Advisory Committee consists of at least 3 and a maximum of 10 members and is elected by the General Assembly for a period of maximum three years by the circle of ordinary members of the Association on the proposal of the Executive Board. Re-election is permitted. In the event a member withdraws prematurely, the Advisory Committee can co-op another eligible member of the Association to the Committee for the remaining period of office. However, this member of the Advisory Committee must by approved by election at the next General Assembly. The President and the Vice President shall be ex officio members of the Advisory Committee.

The Advisory Committee convenes as required, however, at least once a calendar year. A meeting of the Advisory Board must be called within 14 days if this is requested by at least one third of the members of the Advisory Committee.

Meetings of the Advisory Committee are called in writing at least 14 days in advance, and must include notification of the agenda, by the President, by the Vice President in his/her absence, or by order of the President by the Secretary General.

The Advisory Committee is presided over by the President or a Vice President. The Advisory Committee has a quorum if at least two thirds of the members are present.

The Advisory Committee is an advisory body of the Association. It has in particular the task to advise the Executive Board on all measures intended to render the activities and approach of the Association more successful in attaining the desired objectives of the Association.

The Advisory Committee also serves the Executive Board as a supporting body in all scientific and organisational issues. The Advisory Committee therefore has the duty to collaborate with the Executive Board in connection with the execution of all activities suitable for achieving the purpose of the Association.

11. The Executive Board

The Executive Board consists of at least 4 members. The Executive Board consists therefore at all events of the President, the Vice President, the Secretary and the Treasurer. An additional 5 members may be elected to the Executive Board, namely another 2 Vice Presidents, representatives for the expansion of members and quality assurance and the Secretary General. The members of the Executive Board are elected to office for three years. Re-election is permitted. The exercising of several offices is permitted.

The Executive Board is the management body of the Association. The Executive Board is responsible for the adoption of resolutions for all issues, insofar these are not reserved of other bodies.

The Executive Board is responsible in particular for:

  • Preparation of an accounting system that complies with the accounting requirements of the Association with a continuous record of the income/expenses and the administration of a list of assets as a minimum requirement,
  • Preparation of the estimated annual budget, the annual report, and the balance of the accounts,
  • Preparation and calling of the ordinary and extraordinary General Assemblies,
  • Information of the members of the Association concerning the activities and conduct of the Association as well as the audited balance of accounts,
  • Administration of the assets of the Association; admission or exclusion and deletion of members, establishment of a quality assurance system, adoption of a code of ethics,
  • Determination of the admission fees,
  • Appointment of the Secretary General,
  • Appointment of the members the ethics committee.

The Executive Board is presided over by the President, or a Vice President if he/she is unavailable. The Executive Board has a quorum if at least half of its members are present.

A meeting of the Executive Board can be called in writing or orally with observation of a period of notice of at least seven days by the President or by his/her order by the Secretary General.

The President is the legal representative of the Association for external matters. It is his/her responsibility to convene the Advisory Board and the General Assembly, to preside over all meetings and assemblies and to execute the resolutions of the bodies of the Association. Unless otherwise stipulated in the Statutes, the President is responsible for the management of the ongoing business of the Association.

12. Management Board

A Management Board may be installed for the management of the ongoing business of the Association. The rules of procedure of said Management Board are determined by the Executive Board. This Management Board is led by a Managing Director, who is appointed by the Executive Board.

13. The Auditors

The General Assembly elects two Auditors for the duration of the period of office of the Executive Board.

The Auditors may not be members of any body – with the exception of the General Assembly – whose activities are the subject of an audit.

The Auditors are responsible for checking the ongoing business and the financial conduct of the Association with regard to proper accounting and proper usage of the funds in accordance with the Statutes. The Executive Board is obliged to provide the Auditors with all necessary documentation and all necessary information. The Auditors are obliged to report the results of the audit to the Executive Board and the General Assembly.

Legal transactions between the Auditors and the Association are subject to the approval of the General Assembly.

14. The Arbitration Panel

All disputes between the members arising from the associative relationship are decided by the Arbitration Panel. It is a “conciliatory body” pursuant to the Association

Act 2002 and not an arbitration panel according to §§ 577 et. seq ZPO (Austrian Code of Civil Procedure). Exempt therefrom is the appeal against a resolution of the Executive Board to exclude a member by the member to be excluded. In this case the Ethics Committee is responsible in accordance with § 15.

The Arbitration Panel consists of three ordinary members. It is constituted in such a way that each party to the dispute submits the nomination of an ordinary member to act as arbitrator to the Executive Board within two weeks. The arbitrators thus designated by name then nominate another ordinary member to act as the Chairman of the Arbitration Panel. If agreement on the proposed candidates is not reached, a decision is made by drawing lots. The members of the Arbitration Panel may not be members of any body – with the exception of the General Assembly – whose activities are the subject of dispute.

The Arbitration Panel makes its decision after hearing both parties in the presence of all its members by a simple majority of votes. It decides to the best of its knowledge and belief. Its decisions are final within the Association. It is not permitted to abstain.

15. The Ethics Committee

The Ethics Committee consists of three ordinary members who did not take part in the decision of the Executive Board on the exclusion of the member. It decides in the 2nd instance with the simple majority of votes on this resolution of the Executive Board to exclude a member. It is a “conciliatory body”” pursuant to the Association Act 2002 and not an arbitration panel according to §§ 577 et. seq ZPO (Austrian Code of Civil Procedure).

The Ethics Committee creates its own rules of procedure for its area of responsibility and must submit these to the Executive Board for approval.

16. Resolutions

Unless stipulated to the contrary in these Statutes, votes taken within the bodies of the Association require a simple majority. The President has the casting vote in the event of a parity of votes. The adoption of a resolution on the amendment of the Statutes in the General Assembly requires a majority of two thirds of the members present.

All votes and adoptions of resolutions on principle require an open show of hands. However, on the request of an ordinary member the elections and votes shall be carried out in secret. The secretary shall provide ballot cards for this case of adopting a resolution.

17. Liquidation of the Association

The voluntary liquidation of the Association can only be decided by a General Assembly, which has been convened for this express purpose and at which at least half of all members with voting rights are present, and requires a qualified two-thirds majority of the valid votes.

In the event this expressly convened General Assembly has no quorum, a second General Assembly must be convened within a period of 1 (one) month which shall have a quorum regardless of the number of members present and shall decide with a simple majority of the votes.. The Chairperson has the casting vote if there is a parity of votes.

The last General Assembly shall at the same time as the resolution of liquidation also decide on the type and form of the liquidation. Furthermore, it shall pass a resolution that the assets of Association should under no circumstances be distributed among the members, but instead used for privileged purposes pursuant to §§ 34 ed. seq. BAO (Federal Fiscal Code).

Last updated June 2018