Statutes

STATUTES FOR THE BRITISH-SWEDISH CHAMBER OF COMMERCE IN SWEDEN

NAME AND OBJECT

1. The name of the Chamber is “The British-Swedish Chamber of Commerce in Sweden”.


2. The principal office of the Chamber shall be located in Stockholm. The official language of the Chamber shall be English except in case of communication with the Swedish authorities.


3. The Chamber is non-political and its legal standing is determined by Swedish law.


4.1 The object of the Chamber is to promote, study, extend, advance and protect Commercial and industrial relations between the United Kingdom of Great Britain and Northern Ireland and Sweden.


4.2 For the attainment of this object the Chamber and/or its subsidiary company shall:


a) procure relevant information in matters pertaining to commerce, industries, trades, agriculture, shipping, customs and transportation,


b) make representations or render, upon request, information on such matters to governmental or other proper authorities,


c) give members advice and assistance in making business connections and studying conditions in Sweden,


d) arrange for arbitration, if requested by the parties concerned, in the settlement of disputes arising out of commercial transactions between British and Swedish corporations, companies or persons.


The above on the understanding that the activities of the Chamber shall be exercised only for promotion and protection of commerce in a general sense, without discrimination.


5. Information, advice and assistance in matters pertaining to the normal sphere of activities of the Chamber are to a reasonable extent free of charge for members of the Chamber. A specification of services, free of charge or chargeable, is available to the members. When the Chamber undertakes to execute a commission for at non-member, a fee shall be charged therefore.

MEMBERSHIP AND SUBSCRIPTIONS

6. Any corporation, company or person engaged or interested in commerce be- tween the United Kingdom and Sweden shall be eligible for election as a Member of the Chamber.


7. Application for membership shall be made to the Board of the Chamber.


8. Persons who have been especially deserving of the Chamber or its object or who through their membership will honour the Chamber may upon the recommendation of the Board be elected Honorary Members at the Annual General Meeting.


9. The Annual General Meeting shall determine the annual subscriptions and service fees to be paid to the Chamber by the Members. The annual subscriptions and service fees shall be paid within the first month of the financial year. Honorary Members pay no subscription.


New Members, joining after July 1 of any given year, will be charge full subscription and 50 per cent of the service fee to the BSCC.


A Member who has not paid his subscription and service fee, when falling due, is liable for the interest incurred, amounting to the official Swedish discount rate plus four per cent.


10. A Member whose conduct renders him unfit to be a Member of the Chamber, may be called to resign.


11. A Member may resign from the Chamber by sending his resignation in writing to the Board. This must, however, be done no later than three months before the end of the financial year, or the Member shall be obliged to pay the subscription and service fee for the following year.

BOARD AND SECRETARY

12. The Board of the Chamber shall consist of maximum 28 Members. The Members of the Board shall be elected from among the Members of the Chamber at the Annual General Meeting for a period of two years, reelection being permitted.


13. The Board shall each year elect within itself a Chairman, as well as one first and one second Vice-Chairman. Five Members of the Board constitutes a quorum.


14. The Chairman shall preside at all General and Board Meetings. In his absence the meetings shall be presided over by one of the vice-chairman or by another member of the Board elected by the Board Members present.


15. The Board shall appoint a suitable person as Secretary of the Chamber who shall conduct all current business of the Chamber and of its subsidiary company and who shall act as the secretary at the meetings of the Board. The general duties of the Secretary shall be fixed by the Board.


16. The Board may appoint such committees and with such powers as it may deem.


17. The Board decides who shall be authorised to sign on behalf of the Chamber and its subsidiary company.

GENERAL MEETINGS

18. The Annual General Meeting of the Chamber shall be held in Sweden or Great Britain during the fifth or sixth month after the end of the financial year, and summons to such meeting shall be dispatched at least 30 days prior to the meeting.


19. Special General Meetings may be held if the Board so decides, or else upon written request of at least 25 members, provided, however, that summons to a Special General Meeting shall be dispatched at least 15 days prior to the meeting. At such meetings no business other than that stated in the call to the meeting shall be transacted.


20. The Agenda of the Annual Meeting shall be as follows:


a) the election of two Adjusters who together with the President shall verify the minutes of the meeting;


b) the confirmation that the meeting has been duly convened;


c) the approval of a voting list of members present in person or by proxy;


d) the report of the Committee of Administration on the activities of the Chamber and the Committee’s statement of the accounts of the Chamber.


e) the report of the Auditors;


f) the adoption of a resolution discharging the Committee of Administration from liability regarding their administration;


g) the electing of Members of the Board and of the Auditors and Deputy Auditors;


h) any other business stated in the call.


21. Voting at General Meetings shall be open unless otherwise requested. In the case of a tie the Chairman has the deciding vote unless it concerns an election, when the decision shall be by lot.


A decision on alteration of these Statutes or on dissolution of the Chamber re- quires, however, special majority as stated in Section 24 below.


An absent member may vote by a power of attorney in the possession of a member of the Chamber present at the meeting. No member, however, shall have the right to vote for more than 20 absent members.

AUDITORS

22. There shall be two Auditors, each with one personal Deputy Auditor, to follow the activities of the Board and to examine the accounts of the Chamber and its subsidiary company. One of these auditors and his deputy shall be from among the auditors authorised by the Swedish Chambers of Commerce.


23. The report of the Board on the activities of the Chamber, and the Board’s statement of the accounts of the Chamber and its subsidiary company shall be handed to the Auditors not later than the second month after the end of the Financial Year. The Auditor’s report shall be submitted to the Chairman not later than one month thereafter.

ALTERATION OF STATUTES AND DISSOUTION OF THE CHAMBER

24. A decision on alteration of these Statutes or on dissolution of the Chamber shall not come into force unless passed by an Annual General Meeting, and confirmed by a consecutive Special or Annual General Meeting, the resolutions at both meetings to be supported by at least two thirds of the voters. One week at least must elapse from the date of the first meeting before the notice to attend the second meeting is dispatched.


25. Should the Chamber be dissolved, the assets remaining after all debts have been paid shall be given to “Internationella Handelskammarens Svenska Nationalkommitté” to be used by them for a purpose corresponding with the aims of the Chamber.

BY-LAWS

26. Former Chairman of the Chamber shall be ex officio, Vice Chairman and ex officio members of the Board.