ARTICLES OF ASSOCIATION FOR
WOMEN IN GAMES DENMARK
CVR No.: 46143140
1. Name and contact information
1.1. The name of the association is Women in Games Denmark.
1.2. The association is located in the municipality of Copenhagen.
2. Purpose and goals
2.1. The association is a non-profit organization dedicated to fostering a safe and inclusive community for historically oppressed genders in the Danish Games Industry.
2.2. The association's main activity is planning and executing events that support women and gender minorities in the games industry.
2.3. With approval from the association 's board, the association can support, plan and execute other activities that align with the association's purpose and goals.
3. Board Membership
3.1. The association consists exclusively of its board members. There are no general members. Board membership is granted by co-option, requiring approval by a simple majority of the existing board members.
3.2. Board members must support the association's purpose and activities and be committed to fostering a safe and inclusive community for historically oppressed genders in the Danish games industry.
3.3. The annual membership fee is DKK 100.00 per calendar year, payable during the period of August through November.
3.4. The board may expel a board member if the member, after receiving a written warning, continues violating the association's articles or code of conduct or otherwise acts to the detriment of the association. Expulsion requires a two-thirds (⅔) majority of the remaining board members.
3.5. Board membership duration is one (1) calendar year. Resignation must be submitted in writing to the chairperson.
3.6. The association may engage volunteers and event participants who support the association's activities. Such volunteers are not board members, have no voting rights, pay no membership fees, and have no governance role in the association. However, volunteers are encouraged to share their insights and take active part in meetings and organizational discussions as the association’s activities are shaped with the volunteers’ work.
3.7 The association’s aim with limiting its member base to the board is to ensure a strong foundation for stable growth at the beginning of its formation. The question of membership shall be revisited at the ordinary general assembly following the association’s first year.
4. Annual General Meeting
4.1. The annual general meeting is the association's sovereign authority and consists exclusively of board members. The annual general meeting is held every year between the middle of August and the middle of October. The meeting must be announced to all board members at least two (2) weeks in advance.
4.2. Voting at the annual general meeting requires a paid membership fee for the financial year before the meeting. No votes can be cast via power of attorney.
4.3. All board members can submit suggestions to be discussed at the annual general meeting. Suggestions must be submitted to the board chairperson at least ten (10) days before the meeting. The chairperson is required to send the submitted suggestions to all board members at least five (5) days before the meeting.
4.4. The annual general meeting decides on suggestions via simple majority vote by hand raise. If requested by at least one (1) board member, the voting session may be performed in writing to allow secrecy.
4.5. The agenda for the annual general meeting must contain the following points every year:
1. Election of meeting chair
2. Election of secretary of the general meeting
3. Chairperson’s report
4. Treasurer presentation of accounts for approval
5. Proposals (if any)
6. Determination of membership fee
7. Co-option of new board members and confirmation of continuing board members (minimum three (3), maximum five (5) board members in total)
8. Election of officers (chairperson and treasurer)
9. Election of accountant
10. Other business.
5. Extraordinary General Meeting
5.1. If deemed necessary, an extraordinary general meeting shall be called if requested in writing by either a majority of the board members or the accountant. The meeting must take place within six (6) weeks from the original request.
5.2. The extraordinary general meeting is held in compliance with the rules in Section 4, but the agenda does not need to contain items three (3), four (4), six (6), seven (7), eight (8) and nine (9) if the reason for the extraordinary general board meeting does not require these points.
6. Board Governance
6.1. The board is responsible for the day-to-day management of the association's activities. The board consists of a minimum of three (3) and a maximum of five (5) board members.
6.2. The board appoints officers from amongst its members, including a chairperson and a treasurer. These appointments are made at the annual general board meeting as specified in Section 4.5.
6.3. The board has the authority to co-opt new board members during the year if vacancies arise, subject to confirmation at the next annual general board meeting. Co-option requires a simple majority vote of the existing board members.
6.4. The board decides on other rules of procedure for its operations.
6.5. All board members must have paid their board membership fee before the end of the fiscal year.
6.6. The board meets as often as necessary to fulfil its duties, and at least four (4) times per year. Board meetings are convened by the chairperson or, in the chairperson's absence, by the treasurer.
6.7. The board is quorate when at least half of the board members are present. Board decisions are made by simple majority vote unless otherwise specified in these articles.
7. Accountant
7.1. The accountant is elected by the annual general board meeting and has the right to access all board and association documents and to participate in all board meetings as well as the annual general board meeting.
8. Finance
8.1. The association's financial year runs from the 1st of January to the 31st of December.
8.2. Board members are only liable for the association's obligations with their board membership fee. A board member has no individual rights whatsoever to the assets of the association.
9. Signatory Rules
9.1. The association is officially represented by the treasurer. The chairperson alone or the treasurer alone has authority to enter binding agreements on the association’s behalf.
9.2. The treasurer alone or chairperson alone or two board members together can use the association’s funds up to an amount maximum decided by the board.
9.3. The board can approve that the treasurer alone or the chairperson alone has access to the association’s bank account (and online banking).
10. Changes
10.1. Changes to these articles can only be made at an annual or extraordinary general board meeting with at least two-thirds (⅔) majority of the board members present voting in favour of the changes.
10.2. Changes to these articles are valid from the general board meeting where the changes were implemented.
11. Dissolution
11.1. Deciding to dissolve the association requires that at least three-quarters (¾) of all board members are present at a general board meeting and that the decision receives at least three-quarters (¾) majority of the votes cast. Blank and invalid votes will be seen as non-votes and not counted. Should three-quarters (¾) of the board members not be present at the general board meeting, but the suggestion be voted for by three-quarters (¾) of the board members present, the board must call an extraordinary general board meeting within six (6) weeks, where the suggestion can be approved with three-quarters (¾) of the votes given without regard to the number of board members present.
11.2. In case of dissolution, the association's assets will be donated to an organisation that supports historically oppressed genders in the Danish games industry or any organisation that helps gender minorities, as determined by the board members at the dissolution meeting