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Statutes

STATUTES OF THE BARRY FOUNDATION OF THE GREAT SAINT BERNARD


Name - Headquarters - Duration

Art. 1

Under the name

Barry Foundation of the Great St Bernard

hereinafter referred to as the Foundation, a foundation is established as provided for in article 80 and the following articles of the Swiss Civil Code. It is recorded in the Lower Valais commercial register.

Art. 2

The headquarters of the Foundation are located in Martigny.

Art. 3

The Foundation is recognised as a non-profit making organisation and a charity.

Art. 4

The Foundation is subject to the usual supervision by the Valais canton.

Art. 5

The Foundation shall be of unlimited duration.
 
Purpose

Art. 6

The Foundation shall pursue the following aims:

  • 6.1    Preserving the original St Bernard dogs from the Great St Bernard pass
  • 6.2    Maintaining the breed in its place of origin on the Great St Bernard pass
  • 6.3    Allowing the public to meet the dogs from the Great St Bernard breeding kennels solely on the pass (from the beginning of June until the beginning of October, when the pass road is officially opened by the Valais and Aosta Valley local authorities) and in the breeding kennels in Martigny (all year round) and all year round at the St. Bernard Dog Museum (Bernard and Caroline de WATTEVILLE Foundation) in Martigny.
  • 6.4     Taking all the necessary measures to protect, support and preserve the Great St Bernard dog breed
  • 6.5     Cultivating agricultural land

 

Assets and resources

Art. 7

The endowment capital is made up of the sum of CHF 750,000.— (seven hundred and fifty thousand francs), provided by Mrs Christine CERLETTI.

This sum shall be used exclusively for the acquisition of the following property by the Foundation:

a)    Property no. 16121, sheet 204, Les Prises, 3309 m², located in the commune of Martigny, consisting of buildings used as breeding kennels and the surrounding land, for the sum of CHF 500,000 (five hundred thousand francs)

b)       the equipment and all other movable assets found on the premises used as breeding kennels, as stated above, in accordance with the attached list, and the breeding stock, in other words all the dogs found in the breeding kennels on the date of the transfer of ownership (1st April 2005), in accordance with the list drawn up on this date, together with the goodwill associated with the dogs in question, for the total sum of CHF 250,000 (two hundred and fifty thousand francs)

Art. 8

The Foundation’s resources originate from:

a)    the sale of dogs

b)    the sale of fan articles (knickknacks, literature, postcards etc.)

c)    the annual sum paid by the Hospitality House of the Great Saint Bernard in accordance with the agreement signed on 28th January 2005

d)    the annual sum paid by the St. Bernard Dog Museum of the Bernard and Caroline de WATTEVILLE Foundation in accordance with the agreement signed on 23rd December 2004

e)    all other sums paid by other establishments wishing to contribute to the work of the Barry Foundation, in accordance with agreements signed on an individual basis

f)    all other receipts (donations, legacies, subsidies, partnerships etc.)

g)    receipts from the general operation of the Foundation.

 

Obligations

Art. 9

The founders refer specifically to the agreement signed with the Bernard et Caroline de WATTEVILLE Foundation on 23rd December 2004 and the agreement signed with the Hospitality House of the Great Saint Bernard on 28th January 2005 which specifies that dogs from the Great St Bernard breeding centre are to be made available to the two above-mentioned establishments by the Barry Foundation of the Great St Bernard.
 

Organs and administration  
 

Art. 10

  • 10.1     The Board of Advisors of the Foundation (hereinafter referred to as the Board) is the Foundation’s administrative body.
  • 10.2     The Board consists of at least nine members. It shall always comprise the following people:
    -    A representative of the Lower Valais region who must be either the Prefect or the Sub-prefect of the Entremont district
    -    A representative of the Grand-Combin Mountain Community
    -    A representative of the commune of Martigny
    -    A representative of the commune of Bourg-St-Pierre
    -    A representative of the regional tourism association
    -    A representative of the Pro Grand St Bernard Association
    -    At least two representatives from German-speaking Switzerland
  • 10.3    It is self-constituting. The Board may co-opt additional members itself.
  • 10.4    Members of the Board shall hold their position for four years. They may subsequently be re-elected.
  • 10.5     Members of the Board may be represented by deputies.
  • 10.6    If a member of the Board no longer wishes to belong to the Foundation, the name of a successor shall be submitted to the President of the Board. The President shall put the suggestion to the majority vote of Board members at the next Board meeting.
  • 10.7     The number of Board members, its configuration and the names of the authorised signatories as well as any modifications made are to be notified to the commercial register and the proper supervisory authorities within three months.

Art. 11

The Board shall hold meetings on the invitation of the President or at the request of one third of its members as often as is necessary to conduct its business, but at least once a year.
 
Art. 12

The Board shall make its decisions by a simple majority vote of the members present. In the event of a deadlock, the President shall have the casting vote. Minutes shall be kept to record the resolutions and decisions made by the Board.

Responsibilities of the Board

Art. 13

The Board shall carry out the following tasks:

a)    It shall appoint the President, the Vice-President and the Secretary, whereby the latter can be chosen from outside the Board.  

b)    It shall appoint the Managing Director.

c)    On suggestion of the Managing Director, it shall appoint the remaining members of the Management.

d)    It shall appoint an external auditor.

e)    It shall approve the budget and the resolutions made.

f)    It shall make decisions regarding the investment and use of the Foundation’s assets in conformity with its purpose.

g)    It shall ensure that the aims of the Foundation are pursued and implemented.

h)    It shall monitor the administration of the Foundation’s assets and resources.

i)    It shall submit a statement of accounts and financial statement to the supervisory authorities each year.

j)    It shall draw up the organisational regulations and any other compulsory regulations regarding the organisation and administration of the Foundation and its staff.

 

The Management

Art. 14

The Management consists of four to six members who do not have to be chosen from amongst the Board. The Management is responsible for its own organisation.

Management responsibilities

Art. 15

The Management of the Foundation shall carry out the following tasks:

a)    It shall be in charge of protecting the interests of the Foundation.

b)    It shall be responsible for the economic, financial and administrative management of the Foundation.

c)    It shall determine the budget of the Foundation.

d)    It shall keep the accounts of the Foundation.

e)    It shall employ staff, with the exception of members of the Management, subject to approval from the Board.

Representation

Art. 16

The Foundation shall be validly bound by the joint signature of the President or Vice-President of the Board and the Secretary of the Board or by the joint signature of the President or Vice-President of the Board and the Managing Director or by the joint signature of the Managing Director and one other member of the Management.

Liability

Art. 17

Only the assets of the Foundation may be used to meet its commitments. Members of the Board and members of the Management have no individual responsibility, nor may their personal assets or the assets of any associations, community institutions or other organisations that they represent be used to meet the commitments of the Foundation.
Persons entrusted with the administration and supervision of the Foundation shall be held liable for any damage they cause, be it intentionally or as a result of negligence.
 
Accounts and Statutory Auditors

Art. 18

  • 18.1     The Board shall appoint a certified accountant to act as an external auditor to check the accounts. The auditor shall inform the Board of the results of his verifications in writing.
  • 18.2     The external auditor is always appointed for one year. This term may be renewed.
  • 18.3     The external auditor must be independent. In particular, he must not be a member of the Board or of the Management, and must not be employed by the Foundation.

Art. 19

  • 19.1     The financial year of the Foundation always ends on 31st December of each year. The Board can alter the beginning and end of the financial year, in which case the supervisory authorities must be informed.
  • 19.2    The annual financial statements are presented to the external auditor. The auditor’s report and the annual report must be submitted to the supervisory authorities within six months of the end of the financial year.

 

Changes to the Statutes

Art. 20

The Statutes may be changed by the Board at any time. Suggestions for modifications must be sent to the members of the Board and the members of the Management in writing at least 15 days before the next Board meeting.

The modifications proposed will be adopted if they are approved by the majority of Board members. Permission is also required from the supervisory authorities. Any changes made to the organisation and purpose of the Foundation shall be without prejudice to Art. 85 und 86 of the Swiss Civil Code.

Dissolution of the Foundation

Art. 21

In the event of the dissolution of the association (Art. 88 of the Swiss Civil Code), the Management shall take on the role of liquidating body, unless otherwise decided by the supervisory authorities. The supervisory authorities shall be responsible for deciding how to allocate the assets available in accordance with the aims pursued by the Foundation (Art. 6). Until they reach a decision, all available assets shall remain in the custody of the Lower Valais region (formerly ARM) and the Grand-Combin Mountain Community or similar establishments, who shall administer them in accordance with the aims of the Foundation.

Benefactors

Art. 22

Benefactors may be natural persons, associations, foundations etc. In certain circumstances, they may have to pay a set subscription fee. Such legal or natural persons have no voting rights.

Adopted by the members of the Board of Advisors of the Foundation at the meeting held on 20th August 2010.


The President of the Board of the Barry Foundation of the Great St Bernard

Jean-Maurice Tornay


The Secretary of the Board of the Barry Foundation of the Great St Bernard

André Devanthéry




Bourg-St-Pierre, 20th August 2010