Articles of Association

§ 1 Name

The name of the Association is: MISSION10FORTY.

The Association works from a desire to show mercy, respect and care for others and with appreciation of every single individual worked for and with.

The Association is politically neutral and is open to everyone regardless of gender, ethnicity and any religious affiliation.

§ 2 Registered office

The Association’s registered office is in Copenhagen.

The Association operates nationwide.

§ 3 Purpose

The purpose of the Association is

• to carry out projects with practical assistance and development aid in the countries of the 10/40 area in Africa, the Middle East and Asia, as well as in Eastern Europe, that are affected by humanitarian disasters or crises;
• to work to engage volunteers in making an active contribution to the said projects, whereby relevant emergency aid brings hope of reconstruction and reconciliation between peers across the world;
• to seek to engage especially the younger part of the population, in the countries where the Association works, with a view to enabling them to use their individual human potential for the benefit of society through the rebuilding of human relationships and reconciliation with adversaries,
• to work for international understanding and reconciliation in connection with the encounter between the volunteers engaged in the projects and the population of the affected countries where work is carried out.

§ 4 Achieving the purpose

The purpose is sought to be achieved through projects with practical assistance and development aid, including in partnership with other organisations, that work for the benefit of the population of the countries in which the Association carries out projects.

Through activities, public projects and fundraising, the Association seeks to obtain the necessary financial resources for running the projects. The financial basis may furthermore be provided through special initiatives such as public grants, private contributions, donations in the form of inheritances and gifts, and financial support from companies, institutions, foundations etc.

The activities in accordance with the purpose may be promoted through the use of voluntary labour. Anyone who wishes to contribute to promoting the purpose is welcome to contact the Association with a view to making a contribution for the benefit of the purpose.

§ 5 Membership

Membership is open to all individuals, companies, organisations or the like who may wish it, who have an interest in the Association and its work and who support the Association’s purpose. It is a condition of enrolment that members, in addition to stating their name and address, provide an e-mail address to which notices concerning the Association’s affairs can be sent, that they accept that communication may take place by e-mail, and that it is solely the member’s responsibility to keep the Association informed of any changes to their e-mail address and postal address.

Corporate membership may be taken out by companies, organisations or the like. A condition for corporate membership is that a duly registered CVR number exists. Memberships taken out by companies, organisations or the like do not carry voting rights.

Enrolment in and resignation from the Association take place by contacting the secretariat, including by e-mail, or via the Association’s website. Resignation must take effect at the end of a calendar year by contacting the secretariat or via the Association’s website. The secretariat keeps a register of all memberships.

Membership is individual and all members who are individuals have the same rights.

The Association’s members pay an annual membership fee, the amount of which is set by the annual meeting. The membership fee follows the calendar year. The membership fee is paid on enrolment. In subsequent years, the membership fee must be paid before the end of the 2nd quarter.

The annual membership fee is set by the annual meeting on the recommendation of the board.

A membership ends automatically if arrears of the membership fee have not been settled no later than 2 months after a demand for payment has been made. A demand for payment may be made by e-mail to the member’s most recently registered e-mail address.

§ 6 The annual meeting

The Association’s supreme authority is the annual meeting.

The annual meeting is chaired by a chairperson elected by the members. The minutes are signed by the chairperson of the meeting and must be available on the Association’s website no later than 4 weeks after the meeting.

An annual ordinary meeting is held before the end of May. Notice of the annual meeting is given by e-mail to the Association’s members and by publication on the website, stating an agenda, no later than 4 weeks before the meeting. Proposals to be considered at an ordinary annual meeting must reach the board no later than 3 weeks before the annual meeting. Proposals to be considered at the annual meeting and the final agenda must be available on the website and may furthermore be requested by contacting the secretariat or via the website no later than 1 week before the annual meeting.

The deadline for standing for election at the annual meeting is no later than 2 weeks before it is held.

An extraordinary annual meeting may be convened if the board so wishes, and must be convened if at least one third of the Association’s members demand it, stating the items they wish to have considered. Notice must be given by e-mail to all members, stating the agenda and with at least 2 and at most 4 weeks’ notice. Notice must be sent no later than 2 weeks after a valid demand for an extraordinary annual meeting has been made.

The agenda for the ordinary annual meeting must include the following items:

1. election of chairperson and minute-taker
2. the chair’s report
3. approval of accounts and budget
4. setting of the membership fee
5. election of board members
6. election of alternates
7. election of auditor
8. proposals received
9. any other business

The annual meeting forms a quorum regardless of the number of members present.

Votes are taken by a show of hands unless the chairperson of the meeting or at least 5 members of the assembly demand a written ballot.

A member who is unable to attend the annual meeting in person may be represented by another member by written proxy. However, a member may not attend with more than 2 proxies.

§ 7 Composition of the board

The board consists of 3-5 members elected by the annual meeting.

The annual meeting also elects 2 alternates.

The board members are elected for a period of 2 years at a time. Alternates are likewise elected for a period of 2 years at a time. The aim is to elect 2 members in even years and 2 members in odd years. Re-election may take place. At the founding annual meeting, 2 members are elected for a period of 2 years and 2 members for a period of 1 year.

The board constitutes itself with a chair at the first board meeting after the annual meeting.

The board receives no remuneration.

§ 8 The work of the board

Board meetings are held when the chair considers it necessary, but at least twice a year. If 2 members of the board submit a written request, a meeting must be held.

Board meetings are chaired by the chair, who is also responsible for keeping minutes of the board’s decisions. All decisions, except amendments to the articles of association and a decision to recommend to an annual meeting that the Association be dissolved, cf. §§ 12 and 13, are made by simple majority. In the event of a tie, the chair has the casting vote.

The board forms a quorum when at least half of its members are present. Voting by proxy is not permitted. The board otherwise sets its own rules of procedure.

Notice of a board meeting is given in writing, including by e-mail, with at least 8 days’ notice where possible. Meetings are convened by the chair.

§ 9 Signing authority

The Association is bound by the chair of the board together with 1 other board member or by the entire board. The entire board authorises a Managing Director who may bind the Association alone. The purchase, sale or mortgaging of real property requires the signature of the entire board.

§ 10 Finances

The members are not liable for the Association’s obligations.

The Association’s financial year is the calendar year. The board ensures that, before each financial year, a budget is prepared and submitted to the annual meeting for approval.

The annual accounts must be prepared in accordance with good accounting practice.

The annual accounts are audited by a state-authorised or registered public accountant, who provides the annual accounts with an auditor’s report and prepares an audit book. The annual accounts are submitted for approval at the ordinary annual meeting.

§ 11 Exclusion

The annual meeting may, on the recommendation of the board, exclude a member who has acted contrary to the Association’s purpose or otherwise harms its work. The decision requires a majority of at least 3/4 of the votes cast.

§ 12 Amendment of the articles of association

If changed circumstances make an adjustment to the articles of association appropriate, this may only take place if 2/3 of the members present at an annual meeting vote in favour of the proposal.

If the proposal obtains a majority at an annual meeting, but less than 2/3 of the members present, a subsequent extraordinary annual meeting may be convened, at which the proposal may be adopted by simple majority.

The extraordinary annual meeting is held as soon as possible after the annual meeting at which the proposal obtained a majority.

§ 13 Dissolution

The Association may be dissolved when it is considered that continued activity no longer serves any purpose. This requires that 3/4 of all members vote in favour of the proposal at an annual meeting.

If a proposal to dissolve the Association is considered at an annual meeting at which it is not adopted by 3/4 of the votes of all members, but nevertheless obtains a majority of 3/4 of the votes cast at the annual meeting, final adoption may take place at an extraordinary annual meeting, provided that 3/4 of the votes cast there are also in favour of the proposal.

On the dissolution of the Association, the assets must be realised as well as possible and any remaining assets of the Association must be used for a charitable purpose that lies within the Association’s purpose, cf. § 2, by supporting one or more charitable organisations based in Denmark.