Articles of Association of the Schweizer Stiftung Pro Aero (Swiss Pro Aero Foundation)

dated 20 October 1989

¹ A Foundation under the name «Schweizer Stiftung PRO AERO», had been formed on 19 May 1938 on the initiative of the Swiss Aero Club with the support of the Federal Aviation Office.

² The Foundation has its registered office in Zurich.

³ The purpose of the Foundation is the promotion of Swiss aviation, in particular among young people and in the area of sporting activity; in addition to promoting flight safety, it also pays proper regard to the concerns of environmental protection.

⁴ The Foundation is non-aligned in political and religious matters.

⁵ The Foundation strives for close collaboration with the Swiss Aero Club [AeCS] and also seeks to promote understanding of the needs of Swiss aviation among public authorities at all levels and among other institutions.

⁶ The assets of the Foundation consist of the foundation capital and the management fund. The foundation capital of originally CHF 100,000 (including a foundation contribution of CHF 15,000 by the AeCS) is currently CHF 500,000 and may not be reduced to less than CHF 300,000. The management fund comprises the other funds of the Foundation.

⁷ The assets of the Foundation are invested in accordance with the provisions of a set of investment rules.

⁸ To procure further funds special campaigns are carried out, according to the circumstances; the Foundation Board engages actively with the responsible bodies, in particular over the periodic issue of special stamps carrying a supplementary charge for the benefit of the Foundation.

⁹ The funds available at any time are made available in annual quotas in order to achieve the purpose of the Foundation. A set of expenditure rules, issued after hearing the views of the Federal Office for Civil Aviation and the Swiss Aero Club, determines the basic principles; in detail, expenditure is governed by the expenditure programme to be drawn up annually, to which the Swiss Aero Club submits to the Foundation Board proposals broken down into categories.

1. The Foundation Board

¹⁰ The Foundation Board consists of at least seven members; in addition to one representative from the Federal Office of Civil Aviation and one from the Swiss Aero Club, the board should include prominent figures from aerial sport, other areas of aviation, the scientific community and the business world; here due consideration is to be given to the linguistic regions.

¹¹ The Foundation Board decides on its own constitution and makes its own additional appointments to itself.

¹² The Board chooses from among its members the Chairman, the Vice-Chairman and the Management Committee; it designates the Audit Board and Executive Office.

¹³ The Foundation Board issues separate sets of regulations for the conduct of business, for expenditure and for investment; it can if necessary issue other sets of regulations.

¹⁴ The Foundation Board takes decisions in all matters which are not assigned to other organs by the Articles of Association or the regulations for the conduct of business, in particular questions of fundamental importance; it issues guidelines for activity in the coming year.

¹⁵ The Foundation Board takes decisions concerning the budget, the annual accounts and the annual report.

¹⁶ The Foundation Board designates those people who have legal signature authority on behalf of the Foundation.

2. The Management Committee

¹⁷ The Management Committee consists of the Chairman, the Vice-Chairman and one other member of the Foundation Board.

¹⁸ The Management Committee supervises the conduct of business and prepares the meetings of the Foundation Board.

3. The Executive Office

¹⁹ The Executive Office carries out the decisions of the Foundation Board and the Management Committee, supports the preparation of meetings, keeps the minutes and deals with other current business.

4. The Audit Board

²⁰ The Audit Board examines the annual accounts, carries out further checks and submits a report to the Foundation Board.

²¹ Changes to these Articles of Association are subject to the provisions of Article 85 et seq. of the Zivilgesetzbuch (ZGB) [Swiss Code of Civil Law], dissolution of the Foundation to the provisions of Article 88 et seq. of the ZGB.

²² In the event of dissolution the assets of the Foundation pass to the Swiss Aero Club, which uses these in the spirit of the purposes of the Foundation.

²³ In accordance with Article 84 of the ZGB, the Foundation is subject to the supervision of the federal government.

²⁴ These Articles of Association come into force after their approval by the Federal Department of Home Affairs and supersede the Articles of Association dated 28 October 1971, which in their turn followed those dated 19 May 1938 and 29 September 1945.

Agreed by the Foundation Board on: 20 October 1989

Approved by the Federal Department of Home Affairs on: 17 January 1990