Statute of the Marine Hydrogen and Fuel Cell Association (MHFCA) e.V. i.Gr.

§1 (name, seat and financial year of the federation): The federations name is "Marine Hydrogen and Fuel Cell Association (MHFCA)" with the suffix "e.V.". Seat of the association is in Leipzig. Financial year is the calendar year. The association pursues exclusively and directly non-profit purposes in the sense of the section "tax-privileged purposes" of the tax code.

§2 (purpose): Purpose of the Marine Hydrogen and Fuel Cell Association is the general introduction of hydrogen as a source of energy into the maritime sector, predominantly on the basis of renewable primary energy to foster and arrange by away-preparing and coordinating activity, approximately with the creation of the required set of rules. The association aims to bring forward science, research and environmental protection in these domains to contribute to the environmentally friendly solution of the energy problems of the future and to the derivation of our natural bases of life. This covers the prevention of air and water pollution and the abatement of noise.

§3 (public utility): The MHFCA serves exclusively and directly for non-profit purposes in the sense of the section “non-profit purposes” of the general tax code. It fosters selfless the commonality and does not serve self-economical purposes. It performs its work politically, religiously and neutrally worldwide.

§4 (functioning of the federation): The MHFCA wants to bring specialists, companies, research establishments and other interested parties together from all branches of the hydrogen technology sector in order to exchange experiences; to support and affect research, development, standardization and rule setting. Furthermore to contribute to the spreading of the results and to increase the public interest in this domain.

These goals, by supporting the introduction of the hydrogen primarily in the maritime sector of the energy and traffic economy for the promotion of environmental protection, pursuing it particularly in accordance with condition of its means:

• Research and development solutions identified by safety and economy problems within the maritime range and to compile suggestions for application projects
• Influence on the basic conditions as well as on standardization and rule setting on safety-relevant domains
• Advance interdisciplinary communication between economics, science, politics and public life etc.
• Co-operation with other federations and institutions of all kinds at home and abroad, whose goals stand in a meaningful connection with its own
• To foster the new technical generation
• Spread information among its members, which are important in general or for the hydrogen technology 
• Foster specialized formation

As well as in other suitable activities.

For the execution of these tasks special work groups can be set up to support the executive committee.

§5 (membership): The MHFCA comprises ordinary or corresponding members as well as honorary members. The ordinary or corresponding membership is open to all contractually capable natural and corporate bodies, who agree with the associations goals and guarantee sufficient that they will support these in a statutory way. The admission as a ordinary or corresponding member must be requested in writing at the executive committee. The executive committee can reject the request, if the conditions specified above are not fulfilled or another important reason is present. It is possible to object to a refusal at the executive committee within three weeks after entrance of the rejecting decision; on this administrative appeal the general meeting has to decide.

The executive committee informs the members about the enrolment of new members. If at least one tenth of the members complain against a newly enrold member, then the general meeting decides.

Honorary members can be only natural persons. They are taken up on suggestion of the executive committee by the general meeting.

With statutory corporations, which accomplish expert congresses, seminars or similar meetings, a non-contributory membership on mutuality can be agreed upon; which makes it possible to visit the meetings of different organization in each case to the reduced sentence.

§6 (end of the membership): The membership ends:

a) by death and/or with corporate bodies by liquidation

b) by written withdrawal explanation of the member, which can take place in each case with one period  from two months to the end of the calendar half-year, or

c) by formal exclusion by the executive committee, if the member

• a full year long despite written reminder contributions did not carry out or
• apparently or as can be prove in serious way counteracts the federation goals

The resolution over the exclusion of the member requires writing and reason. The executive committee is not authorized to the exclusion of a board member or the auditor; these decisions are incumbent on the general member in accordance with §9.

If an excluded member inserts complaint within three weeks after entrance of the resolution over his exclusion because of special or procedural errors in writing at the executive committee, then the general meeting has to decide on it. The general meeting can decide an exclusion also without initiative of the executive committee; against it no complaint is possible.

In each case a member has to be listened to before it gets excluded.

§7 (financing): The MHFCA raises regular contributions from its members, which become due 31 January for the calendar year. On the height of the contributions for natural and corporate bodies the general meeting decides. Honorary members are non-contributory.

In addition conferences or other meetings are financed by special participant contributions; with public meetings the members have requirement on a reduced sentence, on whose height the executive committee decides. Also members of statutory corporations can require these, with which a membership insists on mutuality.

The MHFCA accepts donations from members and outsiders, which it uses statutory for the promotion of the federation purposes.

§8 (elements of the association): Elements of the association are the executive committee, the general meeting and the auditors.

§9 (authority of the general meeting): The general meeting is the highest element of the association. The decisions of the general meeting are made with simple majority of the voices of the present or represented ordinary members, as far as this statute instructs nothing different; with equality of votes the voice of the chairman decides. Members can leave themselves represented by mandate in writing, however no member, that does not belong to the executive committee, can represent more than three other members.
Corresponding members do not have the right to vote. Each ordinary member has a vote. Corporate bodies as ordinary members have the following right to vote:

• Companies with annual turnover over 50 million euro: 10 voices
• Companies with annual turnover over 5 to 50 million euro: 6 voices
• Companies with annual turnover over 1 to 5 million euro: 4 voices
• Companies with annual turnover to 1 million euro and companies within the first two years after establishment: 2 voices
• Members on mutuality: 1 voice
• Other corporate bodies: 4 voices

The general meeting can remove each member of the executive committee or the auditors at any time from office, by selecting a successor for the remainder of the term of office.

The general meeting agrees in particular on the acceptance of minutes of the last general meeting, receives the report on the activities of the executive committee and the report of the auditor, agrees on the credit of the executive committee, conducts if necessary the reelection of the executive committee and determines the auditor.

Urgent affairs can be submitted by the executive committee to the members for decision by means of written tuning. It must submit a justified written suggestion to all members and set a date for the answer. At least a month must lie between the suggestion and the date for the answer. The answers are to be addressed to the executive committee, which counts them out and let it control by the keeper of the minutes of the last general meeting or by the auditor. The result is notified to all members in writing.

§10 (convening and quorum of the general meeting): The general meeting will be called up in writing from the executive committee once in the calendar year with one period of at least six weeks under report of place, time and agenda. The time between two general meetings is to be at least ten and at the most fourteen months.

An extraordinary general meeting can be called up by the executive committee for important reason. It must be called up by the executive committee on written demand at least one tenth of the members. This must happen in writing with one period of at least three weeks under report of place, time and agenda.

The general meeting is quorate, if it has been called up correctly and half of the voices of the members is properly represented at least. If this condition is not fulfilled, a further general meeting is called up in writing with one period by three weeks at least, for whose quorum no quorum is necessary.

The conductorship of the general meeting is incumbent on the chairman of the board. The resolutions of the general meeting require writing. Minutes are to be made by each meeting, which are to sign from the keeper of the minutes and the conductor of the general meeting and have to be delivered to all members afterwards. The chairman determines a keeper of the minutes before the beginning of the general meeting. The keeper of the minutes may not belong to the executive committee. The resolutions of the general meeting must be shown in wording in the minutes.

§11 (executive committee): The general meeting selects among the ordinary members of the federation the members of the executive committee for the one but next general meeting. Re-election is permissible. The executive committee consists of the chairman, the deputy chairman, the secretary, the treasurer and at least two assessors. It gives itself an agenda, which requires the agreement of the general meeting.

The executive committee meets at least once a half-year and makes its decisions with majority. The federation is represented by two members of the board. The executive committee refunds a written report to the general meeting on the activity of the federation and its financial situation.

If a member of the executive committee quits earlier than six months before expiration of its term of office by death, legal incapacity, federation withdrawal or resignation, so that the executive committee is no longer cast in accordance with paragraph 1, the remaining members of the executive committee suggest a successor for the remaining term of office, on whom the members of the association co-ordinate in writing or on an extraordinary general meeting.

§12 (auditors): The general meeting selects an auditor for the time up to the next general meeting; Re-election is permissible. It controls the finances of the federation for the end of the financial year for correct record keeping and statutory use of the means and can for important reason also at every other time of the executive committee require to reveal the books. It refunds in writing report to the general meeting on the results.

If the auditor quits earlier than three months before expiration of his term of office by death, legal incapacity, federation withdrawal or resignation from the office, so that the executive committee is no longer cast after Abs. 1, the executive committee suggests a successor for the remaining term of office, on whom the members of the association co-ordinate in writing or on an extraordinary general meeting.

§13 (use of the funds): The federation capital consists of the cash balance and the acquisitions and existing consumption goods paid by the funds.

Federation capital or facilities or the name Marine Hydrogen and Fuel Cell Association (MHFCA) may be used exclusively in the context of the regulations valid for non-profit associations for statutory purposes.

The members do not receive allowances from Mitteld of the association. All association functions are honorary offices. Reimbursements of costs must move in the generally usual framework. No person may be favoured by expenditures, which are strange to the purpose of the federation, or by disproportionately high remuneration.

With dissolution of federation or omission of tax-privileged purposes the federations capital falls to the agreement of the tax office to a corporate body of the public right or another tax-privileged statutory corporation for use for the promotion of environmental protection within the maritime range, which has the goal to make a contribution for the environmentally friendly solution of the energy problems of the future and to the derivation of our natural bases of life.

§14 (amendment of the by-laws and dissolution of the federation): Amendments of the by-laws must be decided by a meeting of the members with a majority of at least three quarters of the voices of the published or represented ordinary members. The same majority resolutions over membership of the MHFCA in other associations or their completion require.

The dissolution of the MHFCA must be decided by the general meeting with a majority of at least three quarters of the voices of the published or represented ordinary members. Before the dissolution a resolution is to be seized, that the accumulation-entitled of the federations capital. For this the simple majority of the present ordinary members is sufficient.

Leipzig, 01.05.2006