striped.one Foundation Statute
Version 1
Valid from
28 February 2024
The striped.one Foundation Statute defines our core mission, values, and guidelines, focusing on promoting sustainable, ethical living. By engaging with us, you commit to these principles, aiding our mission for a better world. This document embodies our commitment to transparency and collaboration, guiding our community’s efforts towards our shared goals.
Interested in founding a similar initiative? Reach out! We’ll help you set up a foundation aligned with our ethical and sustainable values, joining our mission for a better world.
Preambule
The appearing party, by the grace of The Golden Rule (etcetera, etcetera, etcetera).
All, who see this, greetings! Make it known:
Whereas I foresee that humanity lives in a world where actions are carried out with compassion, where purposeful actions bring about meaningful and universally beneficial change, encouraging individuals and communities while simultaneously upholding ethical standards and logical decision-making.
Thus, it is, that I have found and understand, just as I find and understand hereby that I, acting as the appearing party, have declared by this deed to establish a Foundation and to set forth this statute for it:
Statutes:
Article 1. Application of The Golden Rule.
We act according to the transformative power of purposeful, meaningful universal actions guided by logic and ethics. We cultivate a world where empathy and compassion are the foundation. We decide and interact according to the Karmic Path of The Golden Rule. As competent rebels, creative contrarians, and positive critics, we know what we want. By embracing constructive criticism and continuous improvement, we form a platform where the universal life philosophy of the future, based on unity instead of ‘every man for himself’, is empowered in purposeful life.
According to the striped.one application of the Charter for Compassion, we create a lasting impact that transcends boundaries, with respect for ethical standards. We value the well-being of all people and forge a future where purposefulness and responsibility guide our decisions. We promote sustainability and equality. We make a difference that benefits communities, the global society, and the environment.
We think and act according to, among other things, the Leuk philosophy and The Earth Testament.
We facilitate the change towards a future driven by compassion and understanding. We also focus on the principles of the purpose economy. As advocates for change, we welcome positive critics who challenge and inspire us to continuously improve our lifestyle. By constantly exchanging ideas, we improve our solutions for diverse challenges and promote inclusiveness. We unite in creating a future where compassion is the driving force behind that transformation to purposeful life.
Article 2. Definitions.
In these statutes, the following terms shall be understood as:
- Board: the board of the Foundation;
- Written: by letter, fax, or e-mail, or by a message conveyed through another common means of communication and can be received electronically or in writing, provided that the identity of the sender can be determined with sufficient certainty;
- Statutes: the statutes of the Foundation, as they may be from time to time;
- Foundation: the legal entity to which the Statutes apply.
Article 3. Name and seat.
- The Foundation is named: Stichting striped.one.
- It has its seat in the municipality of Zeist.
Article 4. Purpose.
- The Foundation aims to:
- Serve as a beacon for individuals, organizations, and communities that wish to transition from a profit-only approach to an approach that maintains logical standards and ethical decision-making simultaneously. This goal is rooted in, among other things, the purpose economy, the Leuk philosophy, and The Earth Testament. The result is purposeful life.
- Perform all further actions that are related to the aforementioned in the broadest sense or that may be conducive to it.
- The Foundation seeks to achieve its goal:
- By developing and maintaining a platform to create a community where the principles and ideals from paragraph 1 are shared, nurtured, and acted upon. The Foundation facilitates collaboration with natural persons and legal entities that wish to coexist according to the goal.
- The Foundation supports the goal and the means associated with it by establishing, collaborating with, and managing the board of foundations that have recorded the same goal in their statutes.
- The Foundation supports and finances foundations that have recorded the same goal in their statutes.
- The Foundation promotes the quality and continuity of pursuing and complying with its statutory goal. In accordance with this objective, the Foundation explicitly has the authority to intervene in the activities and management of other foundations that have the same statutory goal, if they deviate from this goal. The Foundation then invokes the following legal provisions: articles 2:285, 2:294, 2:297, and 2:298 of the Civil Code.
- The Foundation’s possibilities also include: accepting (or rejecting or not accepting) acquisitions by way of inheritance or donation, even if they are subject to a burden or obligation.
- The Foundation states:
- That its purpose is not to make a profit.
- Not to hold more assets than is reasonably necessary for the continuity of the anticipated activities for the benefit of the Foundation’s objective.
- That the costs of fundraising and the management costs of the Foundation should be in reasonable proportion to the expenditures for the purpose of the institution.
- That the Foundation must actually spend its assets in accordance with the statutory objective on its objectives.
- The Foundation will maintain a policy plan, whether multi-year or not, that provides insight into how the Foundation’s objective is implemented.
- That a Board member or another policy maker of the Foundation may not dispose of the institution’s assets as if they were his own.
- The Foundation is a public benefit organization.
Article 5. Assets.
- The assets of the Foundation shall be constituted by:
- subsidies and other contributions;
- donations, bequests, and legacies;
- all other acquisitions and benefits.
- The Foundation may only accept bequests under the benefit of inventory.
Article 6. Management and board membership.
- The Board consists of a number of members to be determined by the Board, with a minimum of three (3) members.
- The Board members are appointed by the Board and for the first time by this deed.
- At the start of the board membership, the board member confirms in writing to comply with the Statute both within and outside the board membership.
- The Board (except for the first Board, whose members are appointed in function) elects from among its members a chairman, a secretary, and a treasurer.
The roles of secretary and treasurer may also be fulfilled by one person. - The Board members are appointed for an indefinite period.
- In the event of one (or more) vacancy(ies) arising in the Board, the remaining Board members shall, by unanimous vote (or the sole remaining Board member), fill the vacancy(ies) by appointing one (or more) successor(s) within three months of the vacancy(ies) arising.
- In case of disagreement among the remaining Board members regarding the appointment, as well as when at any time all Board members might be lacking before the vacancy(ies) was filled, and furthermore if the remaining Board members fail to fill the vacancy(ies) within the period mentioned in paragraph 4 of this article, the vacancy will be filled by the court at the request of any interested party or at the demand of the public prosecutor.
- The Board member who has a direct or indirect personal interest that conflicts with the interest of the Foundation and the organization connected with it, shall immediately notify the other Board members and provide all relevant information.
The other Board members decide in the absence of the involved Board member whether there is an interest conflicting with the interest of the Foundation and the organization connected with it.
A Board member does not participate in the deliberation and decision-making if the respective Board member has a direct or indirect personal interest that conflicts with the interest of the Foundation and its connected enterprise or organization.
If this would prevent a board decision from being made, the decision is nonetheless made by the Board with the reasons for the decision being recorded in writing.
Article 7. Board Meetings and Board Resolutions.
- Board meetings shall be held at locations to be determined by the Board from time to time.
- At least one meeting shall be held every six months.
- Meetings shall also be convened whenever the chairperson deems it necessary or if one of the other Board members so requests in writing, specifying precisely the points to be discussed.
If the chairperson fails to act on such a request in such a way that the meeting can be held within three weeks after the request, the requester is entitled to convene a meeting himself, observing the required formalities.
- Except as provided in paragraph 3, the call for a meeting is made by the chairperson, at least seven days in advance, not counting the day of the call and the day of the meeting, in writing.
- The call shall specify the location and time of the meeting, as well as the subjects to be discussed.
Board meetings may also be held via telephone or video conference, or by any other means of communication, provided that each participating Board member can be heard simultaneously by all others.
- Even if the statutory requirements for convening and holding meetings have not been observed, valid decisions on all matters arising can still be taken in a Board meeting, provided that all serving Board members are present at the meeting in question and provided that the decisions are made unanimously.
- Meetings shall be chaired by the chairperson of the Board; in their absence, the meeting shall appoint its own chairperson.
- Minutes of the proceedings at the meetings shall be kept by the secretary or by one of the other attendees, as appointed by the chairperson.
The minutes shall be confirmed at the next meeting and signed as evidence thereof by the chairperson and the secretary of that meeting.
The signing of the minutes may also be done electronically, provided the identity of the signatories can be sufficiently verified.
- The Board can only make valid decisions in a meeting if the majority of its serving voting members are present or represented.
A Board member may be represented at the meeting by another Board member upon submission of a written proxy, which must be deemed sufficient by the chairperson of the meeting. A Board member may act as a proxy for only one other Board member.
- The Board may also make decisions outside of meetings, provided all Board members have cast their vote in writing. This provision also applies to decisions to amend the Statutes or to dissolve the Foundation.
The provisions of the preceding sentence apply to decision-making outside meetings as apply to decision-making in meetings.
A report of a decision made outside a meeting, together with the votes received, shall be drawn up by the secretary and, after being co-signed by the chairperson, added to the minutes.
- Each Board member has the right to cast one vote. Unless the Statutes prescribe a larger majority, all decisions of the Board are taken by an absolute majority of the valid votes cast.
If the votes are tied, no decision is made.
One or more Board members have the right to request the Dutch Arbitration Institute to appoint an advisor within ten days after the day of the meeting in which the votes were tied, in order to make a decision on the proposal. The decision of the advisor shall then be considered a decision of the Board.
- A Board member is authorized to participate in the meeting, to speak, and to exercise voting rights in person or by a written proxy, through electronic means of communication.
For this purpose, it is required that the Board member can be identified via the electronic means of communication, can directly follow the discussions at the meeting, and can exercise the right to vote.
The Board member can also participate in the deliberations via the electronic means of communication. The board may set further conditions for the use of the electronic means of communication, which conditions must be made known in the call for the meeting.
- All votes at the meeting shall be oral unless the chairperson deems a written vote desirable or one of the voting members requests it before the voting. Written voting shall be by unsigned, sealed ballots.
- Blank votes shall be considered as not having been cast.
- In all disputes concerning votes, not provided for by the Statutes, the chairperson shall decide.
- Access to the board meeting is granted to the serving Board members and those who have been invited by the board.
Article 8. Board Authority and Compensation.
- The Board is charged with the governance of the Foundation.
- The Board is authorized, provided that the respective decisions are made with unanimous votes of all serving Board members, to decide on entering into agreements for the acquisition, alienation, and encumbrance of registered goods, and to enter into agreements whereby the Foundation commits itself as a guarantor or joint and several co-debtor, binds itself on behalf of a third party, or commits to providing security for a debt of another.
- In the performance of their duties, Board members shall act in the interest of the Foundation and the organization connected with it.
- In the event of the absence or hindrance of one or more Board members, the remaining Board member(s) shall be charged with the entire board’s duties.
The Board shall ensure that a person is designated who, in the event of absence or incapacity of all Board members or the sole Board member, temporarily governs the Foundation.
In these statutes, “hindrance” shall at least be understood to mean the circumstance in which a Board member is unreachable for a period of more than seven days due to illness or other causes.
- No compensation may be awarded to the Board members.
Expenses will be reimbursed to the Board members upon presentation of the relevant documents.
Article 9. Representation.
- The Foundation is represented by the Board, unless otherwise provided by law. Furthermore, the Foundation can be represented by two Board members acting jointly, including at least the chairperson, the secretary, or the treasurer.
- The Board may grant power of attorney to others to represent the Foundation in and out of court within the limits described in that power of attorney.
Article 10. Termination of Board Membership.
The membership of the Board terminates:
- by the death of a Board member;
- upon loss of free control over a Board member’s assets;
- by written resignation (resignation letter);
- by dismissal pursuant to Article 2:298 of the Civil Code;
- by a decision taken unanimously by the other Board members.
Article 11. Fiscal Year, Annual Accounts, and Distributions Register.
- The fiscal year of the Foundation is the same as the calendar year.
- The Board is obliged to maintain an administration of the Foundation’s state of assets and of all matters concerning the activities of the Foundation, in such a manner as required by these activities, and to keep the related books, documents, and other data carriers in such a way that the rights and obligations of the Foundation can be known at all times.
- At the end of each fiscal year, the treasurer shall prepare a balance sheet and a statement of income and expenses for the concluded fiscal year, which annual accounts must be presented to the Board within six months after the end of the fiscal year and, if the subsidizers so desire, accompanied by a report from a chartered accountant or an accounting consultant.
- The annual accounts are established by the Board.
Establishment of the annual accounts by the Board serves as a discharge for the treasurer for the management conducted. - The Board keeps a register in which the names and addresses of all persons to whom the Foundation has made a distribution that does not exceed twenty-five percent (25%) of the distributable amount in a given fiscal year, as well as the amount of the distribution and the date on which this distribution was made, are included.
- The Board is obliged to keep the books, documents, and other data carriers referred to in the preceding paragraphs of this article for seven years, without prejudice to what is determined in paragraph 7 of this article.
- The data recorded on a data carrier, with the exception of the balance sheet and statement of income and expenses set out on paper, may be transferred to and stored on another data carrier, provided that the transfer is done with an accurate and complete representation of the data and these data are available throughout the entire storage period and can be made readable within a reasonable time.
Article 12. Committees.
- The Board is authorized to establish one or more committees, the tasks and powers of which shall then be determined by regulation.
Article 13. Advisory Council.
The Board may establish an Advisory Council, which shall then have the task, among others, of advising the Board both upon request and unsolicited.
The further tasks and powers shall then be determined by regulation.
Article 14. Director.
The Board may appoint a Board member and entrust him with the daily operations of the Foundation.
If a Board member is appointed, he may be dismissed by the Board in accordance with the relevant statutory provisions.
The Board member has an advisory vote in the meetings of the Board.
Article 15. Regulations.
The Board is authorized to establish one or more regulations, which govern subjects not covered in the Statutes.
A regulation must be in accordance with the law and the statutes.
The Board is obligated to optimize regulations as soon as possible, if necessary. The Board is thereby authorized at all times to amend or repeal the regulations.
The establishment, amendment, and repeal of the regulations shall be subject to the provisions of Article 16, paragraphs 1 and 2 correspondingly.
Article 16. Amendment of Statutes.
- The Board is authorized to amend the Statutes.
Notwithstanding the provision in Article 7, paragraph 10, the decision to do so must be taken with a majority of at least two-thirds (2/3) of the votes cast in a meeting of the Board, in which all voting Board members are present or represented.
- If not all Board members are present or represented at a meeting in which a proposal as referred to in paragraph 1 of this Article is discussed, a second meeting of the Board shall be convened, to be held no earlier than seven days but no later than twenty-one days after the first, at which such a decision can be taken with a majority of at least three-quarters (3/4) of the votes cast, and in which meeting at least a majority of the voting Board members in function are present or represented.
- Every Board member is authorized to execute the notarial deed of amendment of the statutes.
Article 17. Dissolution and Liquidation.
- The Board is authorized to dissolve the Foundation. The decision to do so is subject to the provisions of Article 16, paragraphs 1 and 2.
- The Foundation shall continue to exist after its dissolution to the extent necessary for the liquidation of its assets.
- The liquidation shall be carried out by the Board, unless others have been designated as liquidators in the dissolution decision.
- The liquidators shall ensure that the dissolution of the Foundation is registered in the register referred to in Article 2:289 of the Civil Code. Otherwise, the provisions of Title 1, Book 2 of the Civil Code apply to the liquidation.
- During the liquidation, the provisions of the Statutes shall remain in effect as much as possible.
- Any surplus from the dissolved Foundation shall be allocated to a public benefit organization with a similar objective as the Foundation’s objective or to a foreign institution that exclusively or almost exclusively seeks the public benefit and has a similar objective as the Foundation.
- After the liquidation is concluded, the books, records, and other data carriers of the dissolved Foundation shall be kept by the most recent liquidator for seven years.
Article 18. Final Provision.
In all cases not provided for by either the law or the Statutes, the Board shall decide.
striped.one Foundation
P.O. Box 1
3700 AA Zeist
The Netherlands