Articles of Association

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Association for the Manifestation of the Ultimate Golden Age of Peace and Harmony

1. Name, registered office and field of activity

  1. The association, which is nonprofit-oriented, bears the name Dzokden Kalapa and its registered office is 8541 Bad Schwanberg, Austria.
  2. Its field of activity extends to the whole world, with a focus on Austria and Europe. The financial year corresponds to the calendar year.
  3. Functional designations in these statutes must be understood in all gender forms.

2. Purpose

  1. The association, which is nonprofit- oriented, pursues exclusively and directly charitable and ecclesiastical purposes in accordance with §§ 34-47 of the Federal Fiscal Code. It is not aimed at generating profit. Purposes that are not privileged within the meaning of §§ 34ff BAO are fully subordinate to the privileged purposes and are pursued with a maximum of 10% of the total funds. The Association promotes an unbiased spiritual path that appreciates the value of all wisdom traditions. This path fosters harmony, peace, tolerance and compassion. It is the most in-depth path of Tibetan Buddhist highest yoga tantra, the profound path of vajra yoga. Aligned with the vision of Shar Khentrul Jamphel Lodrö Rinpoche, the Association aims to establish Dzokden Kalapa as a centre focused on spiritual growth and the preservation of Dzokden dharma and Kalachakra teachings, with an emphasis on Austria and Europe in collaboration with Dzokden, a registered USA religious Non-profit, (EIN 83-0930746) that is spreading the Jonang Kalachakra and Golden Age teachings of Shar Khentrul Jamphel Lodrö Rinpoche globally.
  2. In addition to its spiritual mission, Dzokden Kalapa fosters community development by creating a culture of mutual respect, spiritual growth, and sustainability through local collaborations.
  3. Ultimately, the Association is manifesting the Golden Age vision in our society inspired by the transformation in Shambala.
  4. The association is a member of the Austrian Buddhist Union (ÖBR).

3. Activities and non-material means to achieve the purpose of the organisation

  1. Teaching the complete path of the Jonang Shambhala Kalachakra Tantra from the beginning stages through the completion stage. This path contains astrology, traditional medicine, Yoga asanas, profound rituals, mantras and prayers, promotes a flexible mind able to navigate tantric ethics, warrior like compassion that will help all beings, religious tolerance and understanding to accept each other´s limitations, and tantric buddhist philosophy and sciences. These teachings have a direct link to world peace so the inner peace our Buddhist members achieve, helps create peace in the community and the world.
  2. Offering opportunities to participate in volunteer projects that create space for realizing our natural human potential, both as members and Buddhist practitioners and people with interest.
  3. Ultimately, the Association is manifesting the Golden Age vision in our society inspired by the transformation in Shambala.
  4. Supporting Dzokden initiatives for the Association and the wider community.
  5. Organizing training courses, retreats, and workshops to cultivate realization from the beginning stages up to the highest attainment of lineage holders of the Jonang Kalachakra profound path of vajra yoga.
  6. Hosting informational events and engaging in public relations efforts.
  7. Organizing public ceremonies to raise awareness and interest in Buddhist practices and Dzokden.
  8. Providing translation services for sacred Tibetan Buddhist texts into European languages.
  9. Producing and selling physical and online course materials – including books and religious items necessary for practising the teachings – through a shop.
  10. Managing and maintaining a digital online presence to foster community connection and involvement, bring awareness and disseminate these teachings in Austria and Europe, not limited to but including social media, websites, and mobile applications
  11. The Association offers structured educational programs, including retreats, Vajra Yogas, Ngöndro practices, workshops, and translation efforts to make Dzokden dharma teachings accessible to a broader audience.
    1. to participate in or establish nonprofit or profit corporations,
    2. to utilise vicarious agents in accordance with § 40 para. 1 of the Federal Fiscal Code (BAO) and also to act as a vicarious agent itself,
    3. to pass on funds or other assets in accordance with § 40a Z 1 BAO to charitable organisations with a corresponding dedication, provided that there is at least one matching purpose,
    4. to make deliveries or provide other services in accordance with § 40a Z 2 BAO to other non-profit or charitable organisations on a paid basis and at no more than cost price, provided that at least one matching purpose exists.
    5. to receive funds and other assets from donors and Dzokden.
      The association may have employees and use third parties to fulfil its purpose insofar as the material means and the purpose of the association permit. Remuneration may also be paid to association members, including association officials, provided this relates to activities that go beyond the association’s activities in the narrowest sense; such remuneration must stand up to third-party comparison.

4. The purpose of the association shall be achieved by the following material means:

  1. Membership fees
  2. Donations and other contributions
  3. Public subsidies
  4. Income from essential auxiliary operations
  5. Income from short-term rentals
  6. Income from asset management
  7. Sponsorships for projects by Buddhist communities
  8. Income from participation fees and from the sale of course materials and religious holy objects

5. Eligibility for Tax Benefits in accordance with §§ 34 ff BAO and Deductibility of Donations in accordance with § 4a EStG 1988

  1. Chance winnings may only be used to fulfill the charitable purposes specified in the association’s statutes.
  2. The economic business operations of the association do not compete to a greater extent with taxable businesses of the same or similar kind than is unavoidable for fulfilling the purposes of the association.
  3. The funds of the association may only be used for the eligible purposes.
  4. The association must fulfill its tasks according to the criteria of non-profit status, economic efficiency, and appropriateness.
  5. The members of the association shall not receive profit shares or other contributions in their capacity as members from the funds of the association.
  6. The members of the association shall not receive profit shares or other contributions in their capacity as members from the funds of the association.
  7. The association may transfer funds as contributions to other institutions, to an extent of less than 10% of total expenditures, or under the application of § 40a Z. 1 BAO to eligible institutions as defined in § 4a Abs. 3 and 6, § 4b, or § 4c EStG 1988, with a corresponding designation, provided that there is at least one common organizational purpose.
  8. The association may provide supplies and services to other entities that are eligible under the provisions of §§ 34 ff BAO, in accordance with § 40a Z. 2 BAO.
  9. The association may engage in cooperation. If not all cooperation partners are tax-privileged within the meaning of §§ 34 ff BAO, both the purpose of the cooperation and the contribution of the association to the cooperation must represent a direct promotion of its eligible purpose in accordance with § 40 Abs. 3 BAO, and there must be no outflow of funds to a cooperation partner not benefiting under the provisions of §§ 34 ff BAO.
  10. The association is entitled to establish or participate in both charitable and non- charitable corporations.
  11. The association may allocate funds in accordance with § 40b BAO for prizes and scholarships.
  12. The association may transfer funds for asset endowments to a private foundation, a comparable asset mass, or an association in accordance with § 39 Abs. 2 BAO.
  13. In the event of donation eligibility: The administrative costs associated with the use of donations by the association may not exceed 10% of the donation revenues, excluding the costs incurred to fulfill the reporting obligation in accordance with § 18 Abs. 8 EStG 1988.

6. Types of membership

  1. The members of the Association are divided into ordinary, sponsoring, administrative and honorary members.
  2. Ordinary members are (natural or legal) persons who support the activities of the Association primarily through their active participation in achieving the purpose of the Association.
  3. Sponsoring members are (natural or legal) persons who feel connected to the purpose of the Association and make a financial contribution to the Association’s operation and the achievement of its aims.
  4. Administrative members are natural persons who are appointed by the General Assembly to manage or administer the Association in achieving its purpose.
  5. Honorary members are natural persons who are appointed by the General Assembly for special services to the Association. They generally support the Association by virtue of their professional or social excellence and reputation.

7. Acceptance of members

  1. Physical and legal persons may become members of the Association.
  2. The Board makes the final decision on the acceptance of all members with the exception of the administrative members. Membership may be refused without stating reasons.
  3. Appointment as an honorary member is made by the General Assembly at the request of the Board.
  4. The founders provisionally admitted members before the Association is established. Membership becomes effective upon the formation of the Association.

8. Termination of membership

  1. Any membership shall be terminated by death, in the case of legal entities, by loss of legal personality, voluntary resignation, and exclusion.
  2. Resignation may take place at the end of any month. However, the Board must be notified in writing at least 30 days in advance. If this is delayed, the resignation shall only take effect at the end of the following month. The date of the postmark is decisive for timeliness.
  3. The Board may expel a member if, despite two written reminders setting a reasonable grace period, the member is more than three months in default with the payment of membership fees. The obligation to pay the membership fees that have fallen due remains unaffected by this.
  4. The Board may also order a member’s exclusion from the Association due to gross violation of other membership obligations and dishonourable behaviour.
  5. The withdrawal of honorary membership can be decided by the General Assembly for the reasons stated in paragraph 8.4. at the request of the Board.

9. Duties of the members

  1. Members are obliged to promote the Association’s purpose and refrain from doing anything that could damage the reputation and purpose of the Association.
  2. All members must comply with the guidelines and regulations laid down by the General Assembly.
  3. Ordinary and sponsoring members must pay any enrollment and membership fees punctually in the amount the General Assembly decides.

10. Rights of members

  1. Members are entitled to receive the benefits set out in the Regulation on Membership Benefits and Fees when attending events organised by the Association and using the Association’s facilities.
  2. The Regulation Membership Benefits and Fees is the responsibility of the Board and approved by the General Assembly.
  3. Only administrative members have the right to vote in the General Assembly, both actively and passively.

11. Organisational bodies

  1. The bodies of the Association are: a) the General Assembly, see §12 and §13; b) the Board, see §14, 15 and 16; c) the Auditors, see §17; and d) the Arbitration Board, see §18.

12. General Assembly

  1. The General Assembly shall be held annually.
  2. An Extraordinary General Assembly shall be held upon resolution of the Board or the Ordinary General Assembly upon written request of at least one-tenth of the members or at the auditors’ request within four weeks.
  3. All administrative members must be invited to Ordinary and Extraordinary General Assemblies in writing or by email at least two weeks in advance. The General Assembly must be convened, stating the time, place, and agenda.
  4. Proposals to the General Assembly must be submitted to the Board in writing at least five days before the General Assembly.
  5. Valid resolutions – except those on a motion to convene an Extraordinary General Assembly – can only be passed on the agenda.
  6. Administrative members are entitled to participate in the General Assembly. Each administrative member has one vote. The transfer of voting rights to another administrative member – by means of a written authorisation – is permitted.
  7. The General Assembly is quorate if at least half of all administrative members entitled to vote or their representatives (paragraph 12.6) are present. If fewer administrative members are present, the General Assembly shall be held 15 minutes later with the same agenda; it shall then be quorate regardless of the number of honorary members present. This circumstance must be pointed out separately in the invitation.
  8. Voting on appointments and resolutions at the General Assembly are generally passed by a simple majority of votes. If no candidate has received an absolute majority of the votes cast in an election, a runoff must be held between the two candidates who received the most relative votes in the first round. In the event of a tie in the second appointment, the decision shall be made by drawing lots.
  9. Resolutions to change the Statutes of Association or to dissolve the Association require a qualified majority of two-thirds of the valid votes cast.
  10. The President shall chair the General Assembly. Suppose the President is prevented from doing so by the Treasurer. If the Treasurer cannot attend, the oldest member of the Board shall chair the meeting.
  11. General Assemblies can also be held without the physical presence of participants (“virtual general assembly”). In this case, the provisions for holding general assemblies with the physical presence of participants shall apply accordingly, with a technical solution being chosen that ensures barrier-free access to the assembly for all eligible members. The decision as to whether a virtual assembly will be held and which connection technology will be used is made by the board. The general assembly can be conducted as a simple virtual assembly in accordance with § 2 of the Virtual Shareholders’ Assemblies Act (VirtGesG) or as a moderated virtual assembly in accordance with § 3 of the VirtGesG (the meeting chairperson is the chair of the general assembly according to Section 12.10 of these statutes). The decision on this is made by the board. The board may also order the holding of a hybrid assembly in accordance with § 4 of the VirtGesG.

13. Responsibilities of the General Assembly

  1. Appointment and dismissal of the members of the Board and the auditors.
  2. Resolution on any estimates for the next financial year.
  3. Acceptance and approval of the reports of the Board and the auditors, in particular the income and expenditure statement, including the statement of assets and liabilities or the financial statements (§16 lit.a).
  4. Discharge of the Board Members.
  5. Determination of the amount of any joining fees and membership fees for ordinary and sponsoring supporting members to be defined in the Regulation Membership Benefits and Fees.
  6. Awarding and revoking honorary membership, other honours of the Association and final decisions in expulsion proceedings per §8.
  7. Resolution on changes to the Statutes of Association or the voluntary dissolution of the Association.
  8. Discussion and resolution on the other agenda items.

14. The Board

  1. The Board consists of the Spiritual Director, President, Secretary, Treasurer, and Dzokden Strategic Advisor.
  2. Administrative members can be elected as Board members after they have received the 4 Higher Empowerments of the Jonang Kalachakra lineage from the Spiritual Director.

15. Mandate of the Board

  1. The mandate of the Board is four years.
  2. The Board, which the General Assembly elects, has the right to co-opt another eligible member in the place of an elected member in the event of the resignation of an elected member, for which subsequent authorisation must be obtained at the next General Assembly. If the Board is unable to fulfill its duties at all without self-appointment by co- optation or if it becomes incapable of acting for an unforeseeably long period of time, each auditor is obliged to immediately convene an Extraordinary General Assembly for the purpose of electing a new Board. If the auditor is also unable to act or is not available, every ordinary or administrative member who recognises the emergency situation must immediately apply to the competent court for the appointment of a curator, who must immediately convene an extraordinary General Assembly.
  3. The President or, if he or she cannot do so, his or her deputy shall call the Board. If the deputy is also unable to attend, any other Board member may convene the Board. All Board members must be invited in writing at least three working days in advance. The invitation must state the time, place, and agenda.
  4. The President or, if he or she cannot do so, his or her deputy shall call the Board. If the deputy is also unable to attend, any other Board member may convene the Board. All Board members must be invited in writing at least three working days in advance. The invitation must state the time, place, and agenda.
  5. The Board passes its resolutions by a simple majority of votes; in the event of a tie, the President has the casting vote.
  6. The Spiritual Director has the right to veto the Board’s decisions, giving reasons. In the event of a veto by the Spiritual Director, the Board will revisit its decision after considering the reasons for the veto.
  7. The President shall chair the Board or, if he or she cannot attend, by his or her deputy. If he/she is also unable to do so, the oldest member of the Board or the member of the Board appointed by a majority of the other members of the Board shall chair the meeting. Board meetings can also be held without the physical presence of participants (“virtual board meeting”). In this case, the provisions for holding board meetings with the physical presence of participants shall apply accordingly. The board can also make written decisions via circulation. Details regarding the holding of virtual board meetings and the adoption of decisions via circulation can be regulated by the board in rules of procedure issued by the board.
  8. Apart from death or expiry of the term of office, the function of a member of the Board shall also expire upon resignation (paragraph 7) or dismissal (paragraph 8).
  9. Members of the Board may resign in writing at any time. The declaration of resignation must be addressed to the Board or, in the event of the resignation of the entire Board, to the General Assembly.
  10. The General Assembly may at any time dismiss the entire Board or individual members at any time.

16. Responsibilities of the Board

The board is responsible for the management and administration of the association. It is responsible for all tasks not assigned to another body of the association by the statutes. Its area of responsibility includes the following:<

  1. Management of the Association’s assets; in particular, the Board must ensure that the Association’s financial situation is sufficiently recognisable in good time. It must set up an accounting system that meets the Association’s requirements. It must also ensure the ongoing recording of income and expenditure. At the end of the financial year, the Board must submit a statement of income and expenditures, including assets and liabilities, within three months.
  2. Preparation of the General Assembly.
  3. Convening ordinary and extraordinary
  4. Admission and expulsion of ordinary, sponsoring, and honorary members and keeping a list of all members by establishing and managing the Membership Directory.
  5. Conclusion, update and termination of the employment contracts.
  6. Preparation of annual budgets for the following year by the end of November of the calendar year.
  7. Notification of a change in the statutes that affects tax benefits to the responsible tax office within a period of one month.
  8. In the case of donation eligibility: Taking measures to fulfill the data transmission obligation in accordance with § 18 para. 8 of the Income Tax Act (EStG).

17. Special duties of individual members of the Board

  1. The President holds ultimate responsibility for managing the association’s business. In the event of imminent danger, he or she is authorised to make decisions on his or her responsibility, even in matters that fall within the remit of the General Assembly or the Board. However, these require the subsequent authorisation of the responsible association body.
  2. The President represents the Association externally.
  3. The President chairs the General Assembly and the Board.
  4. The Secretary shall support the President in managing the Association’s business. The Secretary is responsible for keeping the minutes of the General Assembly and the Board meetings.
  5. The Treasurer is responsible for the proper financial management of the Association. The proper method of managing the Association’s financial resources is outlined in the Financial Management Policy document.
  6. If the President, the Secretary and the Treasurer are unable to fulfil their duties, other members of the Board shall take their place.
  7. The Spiritual Director guides the Board in authentically aligning the association’s operations with the spiritual principles of the Jonang Kalachakra Buddhist path.
  8. The appointment of a future Spiritual Director is exclusively the responsibility of the actual Spiritual Director, either in anticipation of their death or through a personal decision made during their lifetime. If the actual Spiritual Director has not appointed a successor or designated a temporary Spiritual Director (who can serve as Spiritual Director until the future Spiritual Director is identified by Dzokden), the appointment process requires unanimous approval from all voting members of the General Assembly without any objections. Furthermore, the candidate must be a Vajra master recognised by respected Jonang Vajra masters who are Tibetans in China.
  9. The Dzokden Strategy Advisor must be a board member of Dzokden and represents Dzokden, a US-registered religious non-profit (EIN 83-0930746). Their job is to help align the Association’s operations with those of Dzokden’s religion, spiritual direction, and initiatives to benefit from consistent spiritual teachings for our global community.

18. Auditors

  1. The General Assembly elects at least two auditors for a four-year term. The auditors may be re-elected. With the exception of the General Assembly, they may not belong to any body of the Association whose activities are subject to their supervision.
  2. The Auditors’ report must confirm the correctness of the accounts and the use of the funds in accordance with the Articles of Association or point out any identified management deficiencies or risks to the association’s existence. Special attention must be paid to unusual income or expenditure, particularly transactions (§ 17 paragraph 9). The auditors shall report to the Board and the General Assembly.
  3. The financial management shall be audited annually within five months of the end of the financial year and the audit report shall be sent to the administrative members by the Association Board without delay.

19. Arbitration body

  1. The arbitration board decides on all disputes arising from the Association.
  2. Each of the two parties to the dispute shall appoint a member of the arbitration panel from among the members of the Association. These two shall elect a president of the arbitration board from among the members of the association. If a president cannot be elected, a lot shall be drawn to decide between the nominees.
  3. The arbitration panel shall decide by simple majority.
  4. The decisions of the arbitration panel are final within the association.

20. Voluntary dissolution of the Association

  1. The voluntary dissolution of the Association can only be resolved in a General Assembly convened specifically for this purpose and only with a two-thirds majority of the valid votes cast.
  2. The General Assembly shall decide on the realisation of the Association’s remaining assets after the outstanding liabilities have been covered. If necessary, it must appoint a liquidator.
  3. In the event of voluntary or official dissolution of the Association or if the previously favoured purpose of the Association ceases to exist, the remaining assets of the Association shall be transferred to Dzokden, a registered USA religious Non-profit (EIN 83- 0930746) in the absence thereof, to the ÖBR, Austrian Buddhist Religious Society Vienna, each under the condition of their charitable status in accordance with §§34ff of the Austrian Federal Tax Code (BAO). The assets can also be transferred to a new association that also pursues charitable or benevolent purposes within the meaning of §§34ff of the Federal Fiscal Code. In any case, the remaining assets shall be used for the purposes specified in Section 2 of these statutes that are eligible under § 4a paragraph 2 of the Income Tax Act (EStG) 1988. Any other utilisation, in particular distribution among the members of the Association, is excluded.
  4. The Board must notify the competent association authority in writing of the voluntary dissolution within four weeks of passing the resolution.The Board must notify the competent association authority in writing of the voluntary dissolution within four weeks