Articles of Association of Clydesdale.dk
Chapter 1. General Provisions:
1. The name of the association is Clydesdale.dk and have cvr. Number 38791788
The registered office of the Society is that of the address of the Chairman.
2. The primary aim of the Society, is to promote the breeding of thoroughbred Clydesdale horses in Denmark. In addition, the Society aims to stimulate interest in the riding and driving of Clydesdale horses, and spread both knowledge and awareness of the breed in general.
3. The Society shall always follow the breeding goals and directions of the Clydesdale Horse Society Scotland.
Chapter 2. Operations
1. Only the Chairperson or, in his / her absence, 2 members of the Board of Directors, is authorised to sign on behalf of the Society.
2. The Society is managed by a Board of Directors composed of up to 5 board members with a minimum of 3 persons elected at the Annual General Meeting (AGM) of the Society. 2 or 3 board members are also elected every year.
3. The Chairperson and Deputy Chairperson are elected at the AGM, but not both in the same year. The Chairperson is elected every even number year.
4. Board members are elected for a period of 2 years at a time.
5. The Treasurer and Secretary of the Society are elected at the first meeting of the Board of Directors after the AGM. A committee may also be established to work on the Society’s programme of activities for the forthcoming year. This committee may be composed of ordinary members of the Society, under the direction of a member of the Board.
6. The financial year is the calendar year.
Chapter 3. Activities
1. The Board shall publish and distribute a programme of activities via the Society’s website, Facebook page and e-mail to Society members.
2. The Society is required to hold at least one meeting of members of the Society every year, in addition to the AGM.
3. The Board should support all activities relevant to the Clydesdale breed of horse and / or Clydesdale.dk, including those arranged by other organisations and / or individuals.
Chapter 4. Membership
1. Membership of the Society is open to all persons who are interested in the Clydesdale horse breed.
Membership can be registered at any time. Cancellation of membership must be made to the societys e-mail in writing before the AGM.
2. The Board of Directors is authorised to expel any member of the Society that works against the interests of the Society.
An appeal may be made against an expulsion to the next scheduled Annual General Meeting (AGM) of the Society. An appellant will need to secure the votes of 2/3 of those in attendance to overturn the decision of the Board.
An appeal must be received by the Board no later than 14 days before the next scheduled AGM.
3. Membership subscriptions must be paid prior to the AGM in order to obtain the right to vote at the meeting. A personal membership gives 1 vote. Family Membership also gives 1 vote.
4. There can be no discrimination against any breeder, as per Veterinærdirektoratets bekendtgørelse nr. 442 af 28. maj 1996.
Chapter 5. Annual General Meeting (AGM)
1. The AGM will be held before March 1st of every year.
Notification of the meeting shall be sent in writing via e-mail to Society members, as well as posted on the Clydesdale Horse Society, Denmark's website, with at least 30 days’ notice.
The AGM is the Society’s highest authority.
2. Agenda for the AGM:
a) Election of meeting co-ordinator.
b) Report from the Chairperson on the activities of the Society during the past year.
c) Presentation of the audited accounts.
d) Determination of membership subscription rates.
e) Plans for the Society during the coming year.
f) Election of Chairperson (every even number year).
Election of Deputy Chairperson (every odd number year).
Election of up to 3 board members.
Election of up to 2 board member substitutes.
g) Appointment of expenses administrator and expenses administrator substitute.
h) Agenda items received.
i) Any other business.
3. Voting takes place in person and is carried out by a show of hands, unless one of those present at the meeting requests that voting is carried out in writing.
4. Voting at the AGM is only open to members who have paid their membership subscription for the current year.
5. Voting by proxy is possible, and the designation of authority as proxy is personal. A participating member of the AGM can only exercise a proxy vote on behalf of one other member, whilst also retaining their own separate individual right to vote. The exercise of the right to vote by proxy shall be conferred by Clydesdale.dk's board.
6. Decisions at the AGM are taken on a majority vote basis.
7. Voting by letter / post is not permitted.
8. The Society is required to keep records of both the AGM and meetings of the Board of Directors.
9. Proposed items for the agenda must be submitted to the Board of Directors no later than 14 days before the AGM. Thereafter, the agenda will be circulated to Society members via e-mail at least 1 week before the AGM.
Chapter 6. Extraordinary Annual General Meeting (AGM)
1. An extraordinary AGM may be held at the request of the Board of Directors, or if at least 1/3 of the members of the Society request such a meeting and state, in writing, the subject of the meeting.
Chapter 7. Dissolution of the Society
1. A decision to dissolve Clydesdale.dk can be taken at two consecutive general meetings of the Society occurring with an interval of at least 30 days. At the first general meeting, at least 2/3 of members present with voting rights must vote for dissolution and, at the second general meeting, at least 4/5 of the members present with voting rights must vote for dissolution, for the resolution to be carried.
2. At the final general meeting of the Society, a decision will be taken as to the future use of any of the Society’s assets, following a 4/5 majority vote for dissolution of the Society.
Suggestions as to the future use of Society assets, must be presented to the second general meeting at which the dissolution of the Society is proposed. Decisions on these suggestions shall be decided by a simple majority vote. These suggestions must be submitted in accordance with the procedures pertaining to the submission of ordinary agenda items to the general meeting.
Adopted at the AGM February 18th 2018.
