REGULATIONS of PINCOLLECTORS INTERNATIONAL NETWORK

[version of 06/03/1998] [Binding is the German version]

1. NAME AND LOCATION, FINANCIAL YEAR

(1) The club is named PINCOLLECTORS INTERNATIONAL NETWORK (short: PIN) and has its center of activity in Dusseldorf/Germany

PIN shall be registered, according to German law. The name will then be supplemented by 'eingetragener Verein' (e.V.') [(registered club]

(2) Financial year starts on August 01 and ends on July 31.

2. PURPOSE

(1) PIN aims at supporting the hobby of collecting HARD ROCK CAFE memorabilia, especially lapel pins, and at maintaining gregariousness and friendship among its members.

(2) PIN's purpose is aimed at the unselfish promotion of lapel pin collecting exclusively and directly by common means as stated by 'Abgabenordnung' (German Law of Taxes). PIN funds, including any surplus, may be used only for purposes according to these regulations.

(3) PIN's purpose shall be accomplished by the following:

a) initiating and maintaining international friendships with like-minded
b) assisting new members and collectors who are interested in joining;
c) spreading information and background stories about the subject especially to members, who are not online;
d) carrying out a Pin March at least once a year, with the aim to maintain and intensify international friendships and contacts. Funds raised on such occasions will be fully donated to a recognized charity organization, chosen by PIN and the host of the event;
e) practicing of tolerance and fairness.

3. MEMBERSHIP

(1) Every well-reputated person with an interest in collecting HARD ROCK CAFE memorabilia, especially lapel pins, may join the club
(2) The Board is entitled to nominate honorary members.
(3) Membership is to be applied for to the Board in writing. The Committee decides within three months after receipt of the written application. The Committee's decisions require simple majority.
Membership starts on the first day of the month following the month in which the approval of the application was granted.

4. MEMBER'S RIGHTS AND DUTIES

(1) Every member has the right to vote at General Assemblies and may be elected to the Board and to the Committee after having reached the age of 18.
(2) Every member has the right to file an application with the Board, with the Committee, and with the General Assembly. Every member has the right to participate in all club events.
(3) Members holding an honorary office may receive compensation only for actual expenses.
(4) Members do not receive shares of profits and, as members, no other allowances out of PIN funds. In the event of resignation, or of the dissolution of PIN, no member may receive more shares or more than the common value of their investment in goods.

5. END OF MEMBERSHIP

(1) Membership ends by
a) resignation
b) expulsion
c) death.
(2) Resignation must be presented to the Board in writing.
(3) Member will be expelled
a) if yearly membership fees are two months overdue,
b) on serious violation or repeated violations against PIN regulations or concerns of the club,
c) on disreputable conduct within PIN,
d) on other serious reasons concerning PIN discipline.
(4) The Committee decides with simple majority and immediate effect about the expulsion of a member. When membership fees are overdue, no extra decision is required. Member shall be
informed about the expulsion in writing.
(5) If the member does not appeal, or does not appeal in time, against the
expulsion, legal steps against the expulsion can no longer be taken.

6. FEES
(1) Yearly membership fees are determined by the General Assembly.
(2) Yearly membership fees are also due if a member resigns in the course of the financial year, is expelled in the course of the financial year, or is granted membership in the course of the financial year.
(3) Members do not pay dues until the end of the year, in which they turn 18 years of age. Proof of age is required.
(4) Yearly membership fees are due until January 1st of the fiscal year.
(5) Honorary members do not pay membership fees.

7. ORGANS
Organs of the club are
(1) The Board,
(2) The Committee,
(3) The General Assembly.

8. THE BOARD
(1) The Board consists of President,Vice-President, Secretary, Treasurer, and Pin Warden. All members of the Board must be members of PIN. They hold an honorary office, and they are
elected by the General Assembly for a period of two years. They stay in office, however, until election of the new Board. Should a member of the Board resign during term of office, the
remaining members of the Board appoint a replacement person, until regular elections are held.
(2) PIN is jointly represented at court and outside court by the President, or in the event of the President's unavailability, by the Vice-President and the Treasurer together unless the President determines two other board members at the beginning of his presidency.
(3) The Board attends to the current matters of PIN. It is incumbent on the Board to administer PIN's funds and to implement PIN's decisions.
(4) The Secretary
a)draws up and maintains a membership list,
b) Elaborates or observes the elaboration of PIN's newsletters, P.INFO, on paper, or electronically, in German and English versions.
(5) The Treasurer
a) holds in trust PIN's funds and keeps records of income and expenditure. Checks require the signature of the Treasurer and a second member of the Board;
b) sets up a financial report for every financial year;
c) presents a financial plan for the upcoming financial year.
(6) The Pin Warden
a) advises members in general matters of trading, PIN ethics, and behavior among collectors,
b) advises members about pins and their history,
c) coordinates various "Pins-At-A-Smiling-Price programs of members.

(7) The Board is elected by the General Assembly for a period of two years. They stay in office, however, until election of the new Board. Reelection is possible.

(8) The Board decides at Board meetings with simple majority. In the event of equality of votes, the Board member presiding the meeting gives the casting vote. Meetings are called forth by the President and, if President is prevented, by Vice President. The Board constitutes a quorum of at least three members of the Board are present. If attending a Board meeting requires unreasonably high efforts for a Board member, this member may send her/his decision in single issues to the other members of the Board in writing. Such statement replaces the presence of the Board member for this individual matter.

9. COMMITTEE

(1) The Board and three more club members, nominated for a period of two years by the Board, form the Committee. Members of the Committee, which are not members of the Board, are in office, however, until a new Committee is formed.
(2) The Committee is responsible for decisions on new member applications and expulsion of members.
(3) The Committee may install subcommittees for specific purposes and/or a limited period. For calling the Committee and for its decisions, 8.(8), is valid.

10. GENERAL ASSEMBLY

(1) The Board is to invite all members once a year to a General Assembly which should preferably take place in the third quarter of the calendar year. The General Assembly is
held in Dusseldorf/Germany.
(2) Invitations must include the agenda and must be mailed six weeks prior to the assembly date.
(3) The Board can at any time invite the club members to an extraordinary General Assembly. On demand of one tenth of the voting members the Board must invite to a General Assembly; the demand must be forwarded to the Board in writing and must include the purpose and the reasons.
(4) The General Assembly is competent to pass resolutions,regardless of the number of members present.

11. RESPONSIBILITIES OF THE GENERAL ASSEMBLY

The General Assembly has in particular the following responsibilities:
(1) Election of the board;
(2) Election of two Financial Auditors for a period of two years. Financial Auditors may perform audits on the club's account and book keeping at any time. Financial Auditors report the results of their audit(s) to the yearly General Assembly.
(3) Acceptance of the yearly report of the Board, of the yearly report of the Treasurer, of the yearly report of the Financial Auditors, and exoneration of the Board Members;
(4) Approval of the yearly financial plan;
(5) Voting on amendments to PIN regulations and all other issues presented by the Board, as well as all issues assigned by these regulations;
(6) Voting on the dissolution of PIN.

12. DECISIONS OF THE GENERAL ASSEMBLY

1) Chairperson of the General Assembly is the President or the Vice President, if the President is not available; if both are unavailable, the President nominates a chairperson.
(2) General Assembly may add items to the agenda by simple majority until the opening of the general assembly.
(3) Decisions of the General Assembly are reached by simple majority, unless required differently by German laws or PIN's regulations. In general, voting is informal but if one quarter of the participating voting members requires so, votes have to be passed in writing.
(4) On elections, votes may be passed by mail (not: electronic mail). Votes must be received before the opening of the General Assembly.
(5) Delegation of voting power to another person is inadmissible.

13. RECORDING OF DECISIONS; MINUTES

(1) Decisions of the Board, the Committee, and the General Assembly are to be made in writing and are to be signed by the Chairperson and the recording Secretary.
(2) General Assemblies are recorded in writing and the minutes are signed by the Chairperson and the Secretary.

14. ALTERATIONS OF REGULATIONS

These regulations can be altered only by the General Assembly. The agenda of the General Assembly must include the paragraph, which is subject to change. Decisions on alterations
of the regulations must be reached by a majority of three quarters of the passed valid votes.

15. MEANS
(1) All membership fees, income, and means of PIN may solely be spent for the benefit of PIN's purposes.
(2) No person may be given preferential treatment by expenses not being subject of PIN's purpose, or by unduly high expenses.

16. DISSOLUTION

(1) Dissolution of PIN is decided upon by the General Assembly; three quarters of the passed
valid votes are to be in favor of the dissolution.
(2) General Assembly nominates the persons to liquidate PIN's funds.
(3) On dissolution, extinction, or if the purpose of PIN no longer applies, funds exceeding the members' shares and the common value of investment in goods go to <insert name of a
registered charity organization>, which must use these funds solely for its purposes as stated in its regulations.