Wikimedia Sverige/Bylaws

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This is an archived version of this page, as edited by StefanB (talk | contribs) at 17:34, 29 August 2007 (→‎8 § Auditors). It may differ significantly from the current version.

Translation

This i a translation of the Bylaws for Wikimedia Sverige.

1 § The association's name and purpose

Wikimedia Sverige non-profit association independant of political parties and religious attachments, based in Sweden. The association shall function as a legally independant chapter of the Wikimedia Foundation Inc. The association shall work in order to make knowledge freely accessable for all humans, especially by supporting the projects of the Wikimedia Foundation. The association shall also work to spread knowledge about such projects, promote the use of them, and support technology essential for such projects.

2 § Membership

The association is open for every natural and juridical person who likes to become a member; Wikimedia Sverige addresses mainly people who live in Sweden, but welcomes persons living abroad aswell. A person who declares that s/he wants to work in accordance with the purpose of the association, and pays the association's membership fee, can become a member.

Membership in the association can be terminated immediately by sending the board a written message. A member who has not paid his/her membership fee for two subsequent years of activity, is regarded as seceded, and shall be removed from the membership list.

A member, who activly oppose the association, can be expelled, by decision of the board.

3 § Annual general assembly

Wikimedia Sverige's top deciding body, is the annual general assembly. The annual general assembly shall be held annually, before the end of March. The assembly is quorate if its attended by at least three persons, and a writ has been sent to the members at least six weeks before the assembly; the writ shall contain information about time and place for the assembly, and information about assembly documents. The assembly shall be held at a place, easy to go, for most of the association's members.

Every member has got the right to submit a motion to the assembly. The motions shall be submitted to the board no later than 31 December, the year before the assembly. The board shall write an explanatory statement about every motion and recommend the assembly to approve or reject the motion's demand, or regard the motion as responded to. Every motion containing at least one apparent demand, submitted in time, shall be dealt with at the assembly.

A member, who is a natural person, has paid his/her memberships fees that are due, and during the year of the assembly becomes at least 13 years of age, has the right to vote at the assembly. The right to vote a member who is a juridical person also has, if the member has paid memberships fees that are due. Every member, who is a natural person, has got one vote each. Every member, who is a juridical person, has got 1/10 vote each. Every member of the association has got the right to attend the assembly, to speak at it, and to make suggestions to it. The association's auditors also have got the right to attend and speak at the assembly. A member does not have the right to vote regarding his/her own freedom from liability or remuneration, and is, when dealing with such matters, regarded as neutral. Natural persons cannot vote by proxy.

A decision is made through simple majority, if nothing else is stipulated.

Eligible for the board is every member, who has the legal capacity to handle him/herself and his/her own property. Eligible as auditor is a major person with a good reputation, who is not akin with any member of the board, or has any other close affiliation with such member.

Questions to be dealt with during every annual assemby is

  • The opening of the assembly
  • The establishing of an electoral register
  • The election of an assembly praesidium
  • The election of vote counters and journal adjustors
  • The question whether or not the assembly is auspicated in accordance with the bylaws
  • The establishing of an agenda
  • Annual report and economical report
  • The question about the board's freedom from liability
  • Budget
  • Motions and propositions
  • Membership fee/s
  • The election of a chairperson
  • The election of board members
  • The election of two auditors and an alternate auditor
  • The election of a nominating committee
  • Other questions
  • The ending of the assembly

Questions of grave economical importance to the association or its members cannot be dealt with at the assembly, if they are not included in the writ, or are directly brought about by something included there.

4 § Additional general assembly

Additional general assembly shall be held is some of the ordinary auditors, the board, or at least 50 % of the members demand so. Additional general assembly shall be held within five weeks from the day the demand was submitted to the board. A writ shall be sent at latest to weeks before the additional assembly, and it shall contain the information a writ to an ordinary assembly should contain. If the board won't call for an assembly, the persons who demanded such assembly can call for it. An additional assembly can only decide about matters included in the writ, or matters directly brought about by something included there.

5 § The board

The board is the association's deciding body between the general assemblies. It is responsible for the ongoing activity and are able to delegate parts of this responsibility to individual members or work-groups. The economical responsibility and the overbridging activity responsibility cannot be delegated.

The board shall consist of an uneven amount of members, and cannot exceed 17 persons.

The chairperson is Wikimedia Sverige's official representative. The board appoints a treasurer and other needed posision holders, within itself. If a member resigns the rest of the board elects an acting board member, as a replacement for the resigned.

The board can elect one or a few co-opt board members. Such a member has the right to speak and make proposals at board meetings, and can be elected to hold a position within the board, but does not have the right to vote.

Styrelsen kan utse en eller flera adjungerade ledamöter. En sådan ledamot har yttrande- och förslagsrätt på styrelsemöten och kan utses till befattning inom styrelsen, men har inte rösträtt.

6 § Board meeting

The board shall hell at least four meetings where journal is kept, every year of activity. The board shall gather when the chairperson has summoned it to, or when half of the board demands to. The board is competent to act only when more than half of the members are present.

At board meetings voting by proxy is not allowed. Decisions by the board are made though simple majority. When equal votes are passed, the chairperson has the decisive vote, if it is not a matter of an election of a person - if so, lots will be drawn.

7 § Membership fee

The membership fee/s are established by the general assembly, and shall be over 50 öre. The membership fee is valid for one calendar year, which begins when the fee is paid.

8 § Auditors

The auditors shall at the annual general assembly hand in a written report about the association's economy, and about the board's administration during the financial year.

The auditors shall, no later than four weeks before the annual assembly, get access to all documentation upon which the auditor's report shall be based.

The auditors have the right to, during the year of activity, acquire accounts and other documents regarding the board's administration, and to be present at the boards ordinary and additional meetings.

9 § Financial year and year of activity

Wikimedia Sverige's financial year and year of activity is the same as the calendar year.

10 § Authority to sign for the firm

The chairperson and the treasurer have each authority to sign for the firm.

11 § Changing of the bylaws

The association's bylaws can be changed only at ordinary annual assembly, with simply majority. Changes regarding the association's name or purpose, rules about the changing of the bylaws or the dissolution of the association can only be done after two alike decisions made at two ordinary general assemblies in a row, with 2/3 majority.

12 § Dissolution

A decision about dissolving the association is made at the ordinary general assembly, with 2/3 majority. The property of the association is, when it's dissolved, given the Wikimedia Foundation Inc. (founded in 2003) with residence in Florida, United States.

Comment on the translation

The following is a rough English translation of the proposed bylaws for the planned Swedish chapter of the Wikimedia Foundation, as of August 29, 2007. The proposed bylaws in Swedish are written to comply with Swedish law and tradition. The following dictionary has been used for the English translation:

Swedish English
enkel majoritet simple majority
extra årsmöte additional general assembly
firmateckning authority to sign for the firm
fysisk person natural person
förening association
juridisk person juridical person
justerare adjustor
kassör treasurer
revisor auditor
revisionsberättelse auditor's report
räkenskapsår financial year
stadgar bylaws
styrelse board
verksamhetsår year of activity
årsmöte annual general assembly