Bylaws

Bylaws of Verein Grubenstrasse
Founding meeting, 14 February 2026

These bylaws are also available in German. In case of any discrepancy, the German version shall prevail.

1. Name and Registered Office

1.1 Under the name «Verein Grubenstrasse», an association of its residents is established, subject to these bylaws and the provisions of Art. 60 et seq. of the Swiss Civil Code (ZGB).

1.2 The registered office of the association is at the respective domicile of the President.

2. Purpose

2.1 The purposes of the association are the protection of Grubenstrasse from Schönried to Gstaad, along and adjacent to the road, for all authorised users of the road and of its present character.

2.2 Priorities are safety and preventing unauthorised use of the road as through-traffic.

2.3 Compliance with the maximum speed of 40 km/h as signposted. Consideration (slowing down, and driving at walking pace where necessary) towards all pedestrians, animals and other authorised users of Grubenstrasse.

2.4 Compliance with the driving ban, with access traffic for deliveries permitted.

2.5 The association advocates for compliance with the driving ban (with permitted access traffic) and for control measures by the municipality and police, in particular to enforce the 40 km/h speed limit and to prevent through-traffic.

2.6 The association is politically and denominationally neutral.

2.7 The association is also established to provide a legal voice and standing towards the municipality and authorities, should legal steps become necessary in special circumstances.

2.8 Any amendment to the association's purpose or dissolution of the association requires the approval of at least 75% of all registered members (see clause 9.1).

3. Members

3.1 Members of the association may be natural persons and legal entities, in particular residents or property owners within the perimeter along Grubenstrasse who are authorised users of Grubenstrasse and who recognise and support the purpose of the association.

3.2 The Board reviews and decides on the admission of members following a written application. The Board's decision is final. A rejection need not be justified.

4. Membership Fee

4.1 The membership fee is set annually by the General Assembly. At the time of the association's founding, it amounts to CHF 40.– per year.

4.2 Members owe the full membership fee for the calendar year in which their admission takes effect or their membership ends.

5. Termination of Membership

5.1 Membership ends through a) resignation, b) exclusion, c) death in the case of natural persons, or loss of legal capacity in the case of legal entities.

5.2 Resignation may be declared in writing to the Board, subject to three months' notice to the end of a calendar year, and takes effect upon expiry of that notice period.

5.3 The Board may exclude a member if the member fails to pay the membership fee despite a reminder, seriously acts against the interests of the association, or if other important reasons justify exclusion. Exclusion takes place after the member has been heard by the Board and is communicated to the member in writing. Exclusion takes effect immediately.

6. Organisation of the Association

6.1 The bodies of the association are:

a) the General Assembly, b) the Board, c) the Advisory Board if required, d) the Auditors if required
e) the Board consists of the President, the Vice-President, the Secretary, the Treasurer, and up to 4 further members.

6.2 In the event of a tie, the President has the casting vote; failing that, the Vice-President, or a chairperson elected by the Assembly for that meeting.

6.3 The General Assembly elects the President; otherwise the Board constitutes itself and determines signing authority. As a rule, joint signature by two Board members applies.

6.4 The Board is responsible for the management and representation of the association. It may pass resolutions on all matters not assigned by law or these bylaws to the General Assembly, in particular:

a) Management of ongoing business and organisation of the association, and representation of the association towards third parties.
b) Preparation and conduct of General Assemblies.
c) Admission and exclusion of members.
d) Bookkeeping.

6.5 Term of office: 4 years. The Board remains in office until its members are re-elected or confirmed by the General Assembly.

6.6 Advisory Board: The Advisory Board is an advisory body of the association. It supports the Board as needed, in particular on technical, legal, traffic-related or safety-related questions connected with the purpose of the association. Members of the Advisory Board are appointed by the Board. The Advisory Board may also include persons external to the association who have particular expertise required for special matters relevant to the association's purpose.
The term of office is 2 years; reappointment is permitted. The Board may remove Advisory Board members at any time for good cause.
The Advisory Board has neither signing authority nor decision-making power. It may be invited to Board meetings and may issue recommendations.

7. General Assembly

7.1 The supreme body of the association is the General Assembly. It has the following powers:

a) Approval of the minutes of the previous General Assembly.
b) Approval of the annual report, the annual accounts and budget, and the auditors' report (if required).
c) Discharge of the Board and the Auditors (if required).
d) Setting the membership fees and the annual budget.
e) Election and removal of the Board and, where applicable, the Auditors.
f) Consideration of motions from the Board and from members.
g) Amendment of the bylaws.
h) Dissolution of the association.
i) Resolutions on matters reserved to the General Assembly by law or these bylaws.

7.2 The ordinary General Assembly takes place within the last 3 months of the calendar year. Invitations are issued 30 days in advance, in writing or by email, by the Board, and include the agenda, the Board's motions, the annual report, the annual accounts and the auditors' report (if required).

7.3 Motions from members for the General Assembly must be submitted in writing or by email to the Board at least 3 weeks in advance. Such motions are generally dealt with under "Miscellaneous". Video conferences may be held where needed, unless a Board member requests an in-person meeting.

7.4 An extraordinary General Assembly may be convened as needed by resolution of the Board. Invitations are issued in accordance with clause 7.2.

7.5 The General Assembly is chaired by the President, or, in the President's absence, by the Vice-President. One, or if necessary two, members are appointed from among those present to act as vote counters.

7.6 Minutes shall be kept of the resolutions of the General Assembly and signed by the chairperson and the minute-taker. Members are entitled to inspect the minutes.

7.7 Votes and elections are held openly, or in writing if the General Assembly so resolves.

7.8 Each member has one vote and may be represented by another member by means of a written proxy.

7.9 The General Assembly passes its resolutions and conducts its elections and decisions by a simple majority of the members present, unless mandatory law or these bylaws provide otherwise.

8. Assets, Liability and Obligation to Make Additional Contributions

8.1 The association's assets consist of membership fees, surpluses from operations, donations and bequests.

8.2 The association finances itself in order to fulfil its purpose, not to accumulate assets.

8.3 Where extraordinary special financing is required (e.g. a special levy), an extraordinary General Assembly is convened to organise the financing accordingly, or the necessary amount falls within the Board's authority. The amount is determined by the General Assembly.

8.4 The financial year coincides with the calendar year.

8.5 The association's liabilities are secured exclusively by the association's assets. Personal liability and any obligation of members to make additional contributions are excluded.

9. Dissolution and Liquidation

9.1 Dissolution of the association may only be resolved by a General Assembly convened exclusively for this purpose. A resolution requires a majority of at least 75% of all registered members.

9.2 If the association is dissolved with liquidation of its assets, the Board carries out the liquidation and prepares a report and final statement of accounts for the General Assembly.

9.3 Upon liquidation, any remaining assets shall pass to another tax-exempt legal entity with a charitable or public purpose, pursuing the same or a similar purpose, domiciled in the Saanen district. This is determined by the General Assembly.

9.4 A return of the association's assets to its members is excluded.

10. Entry into Force

10.1 These bylaws were approved at the founding meeting on 14 February 2026 and enter into force immediately.

Adopted at the founding meeting on 14 February 2026 in Saanenmöser.