The Statutes of the BFF Bund Freischaffender Foto-Designer e.V. [Association of Free-Lance Photo Designers]


The German Version is the latest.

§ 1 Name, Registered Office, Financial Year
  1. The name of the Association is "Bund Freischaffender Foto-Designer e.V."
  2. The Association's registered office is in Stuttgart.
  3. The financial year of the Association shall commence on 1 April of each year and end on 31 March of the following year.

§ 2 Purpose, Responsibilities and Objectives

  1. The Association is responsible for representing and safeguarding the common professional interests of free-lance photo designers. The purpose of the Association is, in particular, to safeguard and promote the working and financial conditions of its members.
  2. Within the framework of the Association's purpose, the BFF sets itself the following objectives:
    1. To promote an exchange of experience on professional problems at the annual general meetings and at regional conferences;
    2. To represent the members by publishing a directory of members every year;
    3. To publish costing aids to enable members to determine and calculate their
      fees independently;
    4. To improve the training to become a free-lance photo designer;
    5. To support members travelling abroad (BFF passport);
    6. To set up a Commission of Experts to examine applications for membership and assess the free-lance qualifications of photo designers;
    7. To establish continuous legal advice for members and provide financial assistance for individual members during litigation which is of fundamental importance to theprofession;
    8. To represent members' interests vis-à-vis model and picture agencies;
    9. To provide an exchange of opinion and information with other visual and verbal communications associations;
    10. To promote contacts with industry and the press;
    11. To cooperate with national and international professional associations whose objects correspond to the responsibilities and objectives of the BFF.
  3. The Association is non-profit-making.

§ 3 Membership

  1. The Association has the following membership categories: ordinary, extraordinary and sponsors.
  2. Any photo designer who has been working in his/her profession on a free-lance basis for at least two years and whose works are assessed by the Commission of Experts (§ 12) as personal and intellectual creations, may become an ordinary member. A photo designer is deemed to be free-lance if he/she is not integrated within a third party business operation and if his/her income is derived from the photo designer profession either exclusively or to a considerable extent.
  3. In addition, any lecturer of photography at a university or comparable institution of tertiary education may become an ordinary member.
  4. Any photo designer who became an ordinary member of the BFF prior to 31 December 1985 without meeting the preconditions stipulated in § 3 (2) or (3) shall continue to be an ordinary member of the Association.
  5. Any photo designer working in a dependent position either as an employee or civil servant who otherwise meets the preconditions for ordinary membership stipulated in § 3 (2) or (3) may become an extraordinary member of the BFF.
  6. Photo designers who process their commissions themselves but who have not yet been working in their profession on a free-lance basis for two years may also become an extraordinary (junior) member of the BFF. A junior member may not file his/her first application for ordinary membership of the BFF until two years after becoming a junior member. The Commission of Experts shall decide upon whether the preconditions for ordinary membership have been met. Junior membership is limited to a maximum period of five years.
  7. Photo designers who are
    1. members of a handicrafts chamber/guild or
    2. members of a professional association which represents the interests of the photographic craft are precluded from membership.
  8. The preclusion pursuant to § 3 paragraph (7) of members who became an ordinary member of the BFF prior to 31 December 1985, shall not become effective until after 31 December 1987, provided that the reason for preclusion still exists at such time.
  9. Application for ordinary or extraordinary membership must be filed in writing to the Board of Management. A junior member's application to become an ordinary member is to be filed straight to the Commission of Experts which assesses the application. If such an application is rejected, the Commission of Experts must advise the junior member of the grounds at his/her request.
  10. Any natural or legal person or institution wishing to support the objectives of the BFF financially or immaterially may become a sponsor.
  11. Photo designers well-known within the industry as a creative personality may be granted ordinary or extraordinary membership by virtue of a resolution adopted by the Board of Management.

§ 4 Honorary Membership

  1. Honorary members and honorary directors are selected by unanimous resolution of the Board of Management.
  2. Honorary members and honorary directors are eligible to vote at general meetings. They are exempted from paying membership fees.

§ 5 Termination of membership

  1. Membership shall cease upon the death of a member, preclusion, cancellation from the list of members or resignation from the Association.
  2. Resignation shall be effected by addressing a written declaration to the Board of Management. Resignation shall only be effective if given with three months' notice to expire at the end of a financial year.
  3. A member can be cancelled from the list of members by virtue of a resolution of the Board of Management if he/she is in arrears in payment of membership fees despite having been sent two written reminders. Such cancellation may not be resolved until two months have elapsed after dispatch of the second reminder and provided that the cancellation of membership was threatened in the reminder. The member must be advised in writing of the resolution of the Management Board on such cancellation.
  4. If a member is culpably in gross violation of the interests of the Association, he/she may be expelled from the Association by resolution of the Board of Management. Prior to such resolution the Board of Management must give the member opportunity to comment. The resolution of the Board of Management is to be substantiated in writing and sent to the member.

§ 6 Membership Fees

  1. The membership fee shall be determined by the general meeting of members. The membership fee must be paid annually in advance by 1st May each year.
  2. If a new member joins the Association during the course of a financial year, 1/12 of the annual fee shall be due for payment in advance for each month of membership.
  3. Upon application and following a resolution by the Board of Management ordinary and extraordinary members may be fully or partially exempted and released from the obligation to pay membership fees on account of financial constraints, following a member's 65th birthday or for other reasons.
  4. The membership fee of sponsors will be determined on a case-by-case basis together with the Board of Management.

§ 7 Rights and Obligations of the Members

  1. All members are entitled to participate in BFF events.
  2. Ordinary members have the right to vote and the right to stand for election as set forth in the Statutes.
  3. Extraordinary members and sponsors do not have the right to stand for election nor are they entitled to vote, except as otherwise provided in the Statutes.
  4. A new register of members is to be compiled every financial year and sent to each member.

§ 8 Executive Bodies of the Association

The Association has the following executive bodies:

  1. Board of Management;
  2. Managing Director;
  3. Regional Advisors to the Board of Management;
  4. Commission of Experts;
  5. General Meeting of Members.

§ 9 Board of Management

  1. The Board of Management within the meaning of Section 26 of the German Civil Code [BGB] consists of three members each enjoying equal rights and acts as legal representative of the Association in and outside court. At least two of the ordinary members set forth in § 3(2) must belong to the Board.
  2. Extraordinary members of the Association as defined in § 3(5) may also be elected to the Board. They shall be entitled to vote at the general meeting of members.
  3. The Board of Management may elect a member of the Board as spokesman of the Board; such resolution must be passed unanimously. The spokesman has sole and individual authority to enter into legal transactions on the Association's behalf.
  4. The Board of Management is elected for a two year term of office by simple majority of the votes cast by members in attendance and eligible to vote at the general meeting of members. It shall remain in office until a new Board is elected.
  5. The Board of Management shall adopt resolutions unanimously. It is responsible for all matters concerning the Association, except where the Statutes of the Association allocate such responsibility to another executive body of the Association. It has the following duties in particular:
    1. preparing and convoking the general meeting of members and preparing the items on the agenda;
    2. implementing resolutions adopted at the general meeting of members;
    3. resolving on applications for membership;
    4. supervising the management and giving instructions to the managing director.
  6. The Board of Management must meet as and when necessary. The members of the Board of Management may also adopt resolutions in writing, orally and by telephone.
  7. Each member of the Board of Management is entitled to demand that the Board of Management meet and to convoke such a meeting. The invitation to a meeting of the Board of Management must be effected in writing with at least one week's advance notice and indicating the items on the agenda
  8. The members of the Board of Management conduct their office in an honorary capacity. They shall, however, be entitled to claim reimbursement of any outlays which are necessary in conducting the duties incumbent upon them as defined herein above.
  9. During their term of office on the Board, the Board members are deemed equivalent to honorary members.

§ 10 Managing Director

  1. The Association has one managing director. The managing director is responsible for administering normal business matters.
  2. The managing director must arrange for a resolution of the Board of Management on all matters of particular significance.
  3. The managing director shall run an office, the costs of which will be borne by the Association.
  4. The Board of Management shall appoint the managing director. The Board of Management shall reach an agreement with the managing director as to the term and type of his activity, the reimbursement of outlays and the remuneration payable.
  5. The managing director is to attend meetings of the Board of Management and his opinion heard prior to any resolution being passed. This shall also apply in case of resolutions adopted in writing, orally or by telephone.

§ 11 Regional Advisors to the Board of Management

  1. In individual regions the regional members may resolve to elect a regional advisor to the Board of Management and a substitute for a two year term of office. The regional advisors are "middlemen" acting between the regions and the Board of Management. Furthermore they organise regional meetings and pass on any suggestions for further activities to the Board of Management.
  2. The regional advisor and the substitute shall be elected at a meeting of the regional members to be convoked in writing by the acting regional advisor or, in the absence of any such regional advisor, by the BFF's Board of management, by giving two weeks' advance notice. Extraordinary members are eligible to vote at the elections
    of regional advisors and their substitutes. Extraordinary members are eligible to stand for election as substitute regional advisor.
  3. § 9(8) shall apply analogously to the regional advisors.

§ 12 Commission of Experts

  1. The Commission of Experts comprises the Board of Management and all of the regional advisors.
  2. The duty of the Commission of Experts is to examine all applications for membership to ascertain whether the works submitted by the applicants can be considered to be personal, intellectual creations (§ 3(2)). It decides independently on whether junior members are to be accepted as ordinary members of the Association (§ 3(9)).
  3. The Commission of Experts is furthermore responsible for providing an expertise of freelance status which individual members may require for submission to governmental authorities, courts etc.
  4. The Commission of Experts shall adopt its own rules of internal procedure containing details of the examination documentation to be applied.

§ 13 General Meeting of Members

  1. The general meeting of members must be convoked in writing by the Board of Management at least once a year by giving four months' advance notice. Extraordinary meetings must be held if required in the interest of the Association or if requested by at least fifty members in writing, such request to indicate the purpose of and the grounds for such meeting. The Board of Management shall determine the items on the agenda of the general meeting of members.
  2. Motions by members to be dealt with at general meeting are to be submitted in writing to the Association's office no later than three weeks prior to the date of the general meeting. The chairman of the meeting must advise the meeting of such motions at the beginning of the general meeting of members.
  3. The general meeting of members is responsible for the following matters:
    1. Official approval of the actions of the Board of Management;
    2. Election of the Board of Management;
    3. Election of the auditors;
    4. Stipulating the membership fees;
    5. Adopting resolutions on motions tabled to the general meeting of members.
  4. Each ordinary member has one vote at the general meeting of members. A member eligible to vote may be authorized in writing to vote on another ordinary mem ber's behalf. Such authority must be given in writing individually prior to each general meeting of members and submitted in writing to the chairman of the meeting at the
    beginning of the general meeting. Each member may only be authorized to vote on one other member's behalf.
  5. Resolutions of the general meeting of members shall be adopted by simple majority of the votes cast by members in attendance or duly authorized to cast a proxy vote of a member eligible to vote, except as otherwise provided in the terms of the Statutes. In case of parity of votes a motion shall be deemed rejected. Resolutions to amend the Statutes must be adopted by a majority of two thirds of the votes cast by members in attendance or duly authorized to cast a proxy vote of a member eligible to vote.
  6. If during elections no candidate achieves the majority of votes required, the two candidates obtaining the highest number of votes in the first ballot shall stand for election again. The candidate then receiving the majority of the votes cast at the run-off shall be deemed elected. In the event of a draw the election shall be decided by lots to be drawn by the chairman of the meeting.
  7. The Board of Management shall elect a chairman for the general meeting of members from among its members. Such chairman shall preside over the general meetings of members. During elections the chair may be transferred to a person to be in charge of the elections for the duration of the ballot and the preceding discussion.
  8. Minutes must be kept of the general meeting of members which are to be signed by the chairman of the meeting and the general manager. The minutes are to record, in particular, the resolutions adopted and the results of elections.

§ 14 Legal Counsel

  1. The Association shall appoint legal counsel. The duties of such legal counsel are to advise the Board of Management, the managing director and the BFF's members on legal matters.
  2. The legal counsel shall be appointed by the Board of Management which shall also determine the details of such assignment.

§ 15 Dissolution

  1. The Association may only be dissolved by resolution to be passed by a two-thirds majority of the members eligible to vote and in attendance at a general meeting of members convoked especially for this purpose.
  2. Upon the dissolution of the Association the general meeting of members shall appoint a liquidator whose duty shall be to allocate any assets of the Association remaining after the discharge of all obligations to a charity, preferably for the benefit of photo designers in need.

Statutes of 25 September 1986 as amended on 4 June 1993, 14 June 1997, 20 June 1998 and 11 June 1999.