Preamble
Association of Entrepreneurs for Historic Building Materials e.V. Preservation, Trade, Reuse
Mailing Address: P.O. Box 1517, 36005 Fulda
Architectural heritage is an irreplaceable expression of the richness and diversity of human culture. The goal of historic preservation—to maintain this heritage in its original location—is our priority. Only when the preservation of historic structures at their original sites is no longer possible do we consider it our duty, for cultural-historical and ecological reasons, to preserve these structures in whole or in part for posterity through careful, selective dismantling. The preservation of cultural heritage and the conservation of resources are at the heart of our work. Every member of the Unternehmerverband Historische Baustoffe e.V. must align their activities with these principles.
§ 1 Name and Registered Office, Scope of Application, and Fiscal Year
1.1. The association bears the name: Unternehmerverband Historische Baustoffe e.V. Preservation – Trade – Reuse
1.2. It has its registered office in 78112 St. Georgen.
1.3. The association is registered in the register of associations at the Freiburg im Breisgau Local Court.
1.4. The fiscal year is the calendar year.
§ 2 Purpose and Tasks
- 2.1. The purpose of the association is to promote the sensible and responsible use of historic building materials. This purpose is achieved in particular through:
- 2.1.1. Providing support, advice, promotion, and representation for its members in all technical, economic, legal, and organizational matters!
- 2.1.2. Representing the interests of members vis-à-vis all federal, state, and local authorities, as well as public-law corporations.
- 2.1.3. Representing the interests of members vis-à-vis consumers of historic building materials.
- 2.1.4. Facilitating the exchange of experiences and information among members.
- 2.1.5. Public relations work in general, aimed at raising awareness among all relevant parties regarding the current and future significance of historic building materials, and the preparation of corresponding informational materials.
- 2.1.6. Development and enforcement of quality standards for historic building materials.
§ 3 Acquisition of Membership
3.1. Regular Members Any natural or legal person who is significantly engaged in business activities in the following fields may become a member of the association:
- a) Sourcing of historic building materials.
- b) Trade in historic building materials.
- c) Reuse of historic building materials.
3.2. Associate Members (Supporting Members).
Natural or legal persons of any kind may become members, upon payment of dues but without voting rights, for the purpose of providing conceptual and financial support to the association as well as for informative and advisory participation within the association.
3.3. Applications for membership must be submitted in writing to the association’s office. The applicant is obligated to provide necessary information; prior to admission, the applicant must also acknowledge the binding nature of the bylaws sent to them by signing the membership application.
3.4. The General Assembly decides on admission. If the application is rejected, the Board is obligated to inform the applicant of the reasons for the rejection.
§ 4 Termination of Membership
4.1. Membership in the association ends
- a) upon voluntary resignation.
- b) upon expulsion.
- c) in the case of natural persons, upon death.
- d) in the case of legal entities, upon dissolution or liquidation.
4.2. Voluntary resignation shall be effected by written notice to a member of the Executive Board. It is permissible at the end of a calendar year, subject to a three-month notice period.
4.3. The Board of Directors decides on expulsion. The decision must be communicated to the Board of Directors by registered letter. Grounds for expulsion may include: gross violation of duties, dishonorable conduct harmful to the association. An appeal against expulsion may be filed within one month by registered letter. The next General Meeting shall make a final decision on the appeal by a simple majority vote, whereby the affected member must be given the opportunity to justify their appeal. All rights of the expelled member are suspended until the General Meeting decides on the appeal.
4.4. Upon termination of membership, all rights vis-à-vis the association shall expire. Termination of membership does not release the member from fulfilling any remaining obligations to the association.
§ 5 Rights and Duties of Members
5.1. All members of the association have equal rights and obligations. No person or company may be given preferential treatment.
5.2. Members are entitled to advice and support in all professional and economic matters, insofar as these fall within the scope of the association’s activities.
5.3. Members, for their part, are bound by the bylaws and by resolutions adopted in accordance with the bylaws. Furthermore, they shall provide the association with every possible support in the performance of its work.
5.4. In particular, members are obligated to provide information regarding the basis for calculating membership dues, to pay dues on time, and to respond to the association’s surveys.
§ 6 Finances
6.1. Membership dues and other income. To fulfill the association’s purpose, and in particular to cover the costs of establishing and maintaining the office, dues are collected from the members.
6.2. The General Assembly determines the amount of the dues and their due dates. In addition to the regular dues, the General Assembly may decide to impose special contributions (levies) for specific purposes.
§ 7 Organs of the Association
7.1. The governing bodies of the association are:
- a) the Executive Board.
- b) the General Assembly.
7.2. The activities and functions of these bodies are regulated in more detail below.
§ 8 The Executive Board
8.1. The Executive Board consists of a co-presidency of two members. Each of them has sole power of representation.
8.2. The Executive Board is responsible for all matters of the association, unless they are assigned to another body of the association by the bylaws.
8.3. It has the following primary responsibilities:
- a) Preparing the General Assembly, drawing up the agendas, and convening the General Assemblies. The first chairperson presides over the General Assemblies and the Executive Board meetings.
- b) Implementing the resolutions of the General Meetings.
- c) Overseeing the management of the association.
8.4. The members of the Executive Board are elected by the General Meeting for a term of 2 years. They remain in office until the Executive Board is re-elected.
8.5. All members of the governing bodies to be elected must be elected individually. Only regular members of the association are eligible for election.
8.6. If a member of the Board of Directors resigns during their term of office, the Board of Directors may elect a replacement member for the period until the next General Meeting. The General Meeting shall elect the replacement member.
8.7. The Board of Directors makes its decisions at Board meetings, which must be convened by the Chairperson with a notice period of three days.
8.8. Resolutions must be recorded in the minutes for evidentiary purposes and signed by at least two members of the Executive Board.
§ 9 General Meeting
9.1. The regular General Meeting shall be convened at least once a year by the Board in writing—via email—with at least three weeks’ notice, including the agenda. Members without an email address shall always be invited in writing by letter. The Executive Board may decide that the General Meeting shall take place in person, in a hybrid format, or as a purely virtual meeting.
9.2. Motions from members to be added to the agenda of the regular General Meeting must be submitted in writing to the office at least two weeks prior to the meeting date. They must be communicated to the members without delay. The General Meeting shall decide on any later motions to amend the agenda.
9.3. The General Meeting has the following tasks in particular:
- a) Election of the Board members.
- b) Acceptance of the Chairperson’s annual report.
- c) Acceptance of the duly audited annual financial statements and resolution on the discharge of the Board.
- d) Setting the membership fee.
- e) Passing resolutions on amendments to the bylaws and the dissolution of the association.
- f) Appointment of auditors.
9.4. The General Meeting has a quorum if 33% of the voting members are present. If a quorum is not met, a General Meeting with the same agenda may be convened within two weeks, for which the requirement for a specific number of members to be present does not apply.
9.5. The General Meeting passes its resolutions by a simple majority of the voting members present. Amendments to the bylaws and resolutions regarding the dissolution of the association require a three-quarters majority of the voting members present.
9.6. Two additional voting rights may be transferred to a member entitled to vote. The transfer of voting rights must be documented in writing.
9.7. Minutes of the General Meeting’s resolutions must be taken and signed by the chairpersons.
9.8. If a member is more than 6 months in arrears with the payment of dues, the right to vote shall lapse.
9.9. Any vote by the members may, if the Board deems it sufficient, be conducted in writing, by email, or by mail.
§ 10 Extraordinary General Meeting
10.1. The Board may convene an extraordinary General Meeting at any time.
10.2. Such a meeting must be convened if the interests of the association so require, or if one-fifth of all members request it in writing from the Board, stating the purpose and reasons.
§ 11 Dissolution of the Association
11.1. The dissolution of the association may be resolved at a General Meeting convened specifically for this purpose by a three-quarters majority of the votes cast.
11.2. If the General Meeting has resolved to dissolve the Association in accordance with the provisions of these Bylaws, the remaining assets, after all liabilities have been settled, shall be returned to the members.
11.3. Unless the General Meeting decides otherwise, all members of the Executive Board shall be the liquidators of the Association, authorized to act jointly.
The foregoing bylaws were adopted at the founding meeting on September 25, 1992, and amended at the general meeting on June 14, 2025.
Freiburg, May 8, 2026
Board Members Sabine Prenzel and Alexandra Sauer-Bug