Bodies & committees
The organisational structure of the ZSVR Foundation is regulated by section 28 VerpackG, together with German foundation law. Under foundation law, a foundation's management board represents the foundation in and out of court.
The Verpackungsgesetz (Packaging Act – VerpackG) provides for the following bodies in the organisational structure of the Stiftung Zentrale Stelle Verpackungsregister (Foundation Central Agency Packaging Register – ZSVR), in addition to the Management Board with its Chair:
the Board of Trustees,
the Administrative Board and
the Advisory Board for Collection, Sorting and Recycling.
If the Board of Trustees agrees, the Management Board with its Chair may also establish Expert Committees to provide specialist advice. The work of all the bodies and committees, including the Management Board with its Chair, is governed by rules of procedure. As the following chart shows, the bodies and committees are embedded in the organisational structure of the ZSVR, including oversight.
Oversight and control
In section 24 VerpackG (Packaging Act), the German legislature required the creation of an independent foundation under German civil law, called the 'Zentrale Stelle Verpackungsregister' (Central Agency Packaging Register). The Foundation had to be legally incorporated and established under German civil law, meaning lawmakers effectively decided to entrust a private organisation with carrying out governmental duties.
The legal form of a foundation under German civil law had emerged as a suitable option when discussing the 'clearing house' under the German Electrical and Electronic Equipment Act. In legal terms, a foundation is generally structured as an institutionalised asset, but in this exceptional case, the emphasis is placed on the institutionalisation rather than the asset. The Articles of Association set out a foundation's purpose, and it is the sole purpose that the foundation is permitted to pursue. In the ZSVR's case, the purpose had already been determined by the Verpackungsgesetz (Packaging Act). Section 26 (3) VerpackG restricts the ZSVR's activities to the duties listed in the Act. Because the Articles of Association require approval from the Federal Ministry for the Environment, Nature Conservation and Nuclear Safety, no licence could be taken in their drafting. Other requirements for the Articles of Association were formulated by the German Federal Cartel Office, mainly relating to information security. These related predominantly to information security.
In a foundation, the founders' influence cannot be compared to that of founders in organisations under corporate law. The ZSVR's Management Board, with its Chair, represents the Foundation in legal and non-legal matters and they are responsible for implementing the Articles of Association. Corresponding guidelines for business activities are set and monitored by the Board of Trustees. The Verpackungsgesetz sets out extensive oversight provisions for the ZSVR:
Foundation authorities – general oversight of the budget and the implementation of the foundation's purpose
German Environment Agency – legal and technical supervision in public law matters
German Federal Audit Office – oversight of the budget and/or spending, and the economical use of funds
German Federal Cartel Office – assessing the Foundation's activities with regard to its impact on competition
Enforcement authorities – requirements on the form and content of reports and agreement on interpretation decisions, where applicable
Courts – review of Foundation decisions in the context of legal remedies
The ZSVR's activities fall mainly within the public law arena. As such, internal activities are also subject to administrative law regulations, including but not limited to record keeping and information security. This framework demonstrates that the ZSVR must act as authorised, subject to regulations and oversight.
Constitution of the various bodies and committees
Section 28 VerpackG sets out the provisions governing the constitution of the Board of Trustees, the Administrative Board and the Advisory Board for Collection, Sorting and Recycling (the 'Bodies'). Drafted in agreement with the Federal Ministry for the Environment, Nature Conservation and Nuclear Safety, the Articles of Association of the ZSVR, provide more details on these provisions. The members of the Expert Committees are appointed at the discretion of the Management Board and its Chair.
The ZSVR's Articles of Association require that the members of the ZSVR's Bodies are chosen to make sure that as many stakeholder groups and other interested parties as possible are given a reasonable and equal opportunity to represent their interests.
Another important factor to consider when deciding on the members of these Bodies is that those stakeholders bearing primary responsibility for financing the private sector's waste management system should be represented accordingly. Other producers and distributors as per section 24 (1) VerpackG are also able to join the Bodies of the ZSVR. To give effect to the spirit of section 24 VerpackG, the stakeholder groups were chosen to represent as many parties under obligation under the Verpackungsgesetz as possible.