Rules for the Yarn Purchasing Association of 1998

§ 1 Name and domicile of the Association
The name of the Association is “Garnindkøbsforeningen af 1998” (The Yarn Purchasing Association of 1998). The domicile of the
Association is Copenhagen.

§ 2 Purpose

The purpose of the Association is to further the interests of members as professional users of yarn. Working together and in
dialogue with producers of yarn and others, the Association shall purchase and sell, exclusively to members, goods and services in
order to give members an influence over which textile materials and services shall be available to members, both for unique works
and industrial product development.

§ 3 Membership, member’s joining fee and subscription

A member of the Association may be an individual person or a legal entity. Membership shall be granted only to persons who can
be expected to support the purpose of the Association and contribute to its development.
The joining fee and the annual subscription is a once-and-for-all amount, which shall not be paid back. The size of the joining fee
and of the annual subscription may be changed at a general meeting and comes into effect immediately after adoption. Members
are obliged to pay the joining fee and annual susbcription determined by the general meeting. The subscription is due for payment
on 15th January at the latest. Members in arrears cannot use the Association’s sales and services.

§ 4 Ordinary general meeting

Subsection 1. The general meeting is the highest authority of the Association.
Subsection 2. Every year, before the end of April, a general meeting shall be held, with the following agenda:
1. Election of
a) Chairman
b) Secretary
2. Chairman’s report
3. Presentation of the audited accounts with balance, for approval.
4. Discussion of proposals handed in.
5. Elections
a) Election of the committeemembers shall be for a 2-year period (see § 4. Subsection 3) and the substitute committee for
a 1-year period (see § 4. Subsection 3)
b) Election of two internal auditors (every year)
c) Election of one internal substitute auditor (every year)
d) Election of a state authorized or registered auditor (every year)
6. Decisions on budget, including honoraria, member’s joining fee and annual subscription.
7. Any other business
Subsection 3. The date for the general meeting shall be published through the Newsletter, or similar, 6 weeks at the latest before
the general meeting. The general meeting shall be called by mail at 3 weeks’ notice and the agenda, the chairman’s report,
proposals that have been handed in, budget proposals, and the audited accounts will be sent to members. Members are personally
responsible for providing the committee with a valid mail address. For election each year, alternately 2 or 3 members are up for
election for the committee, together with 2 substitute members (see agenda pt. 5.a.). Committee members and substitute members
can be re-elected.
Subsection 4. Proposals to be discussed at the general meeting shall be in the hands of the committee no later than 4 weeks
before the meeting.
Subsection 5. It is only possible to vote in person, or through a written proxy. Only members who are not in arrears are permitted
to vote. Voting must be in writing if just one member or the chairman wishes it. A legal entity may vote through its representative. In
addition, a member present in person or their representative may vote by proxy for not more than one member. When votes are
taken, each member has one vote. The result of a vote shall be decided by simple majority among the voting members present or
represented except for votes taken under § 9 and § 11 subsection 2 and §12. If there are equal numbers of votes for and against a
proposal that can be decided by a simple majority, the proposal has not been adopted.

§ 5 Extraordinary general meeting

Subsection 1. An extraordinary general meeting shall be held when the committee or 1/5 of the members have requested it, with
the forwarding of a motivated agenda.
Subsection 2. An extraordinary general meeting to deal with a specific topic shall be called by the committee no later than 4 weeks
after it has been requested. The general meeting shall be called by mail with 3 weeks’ notice. The agenda and proposals shall be

§ 6 The committee

Subsection 1. The Association shall be run by a committee of 7 members. One yarn buyer shall be elected directly by the
committee; the other 6 members shall be elected directly by the general meeting. Only members of the Association can be elected
by the general meeting.
The Association’s manager, as an employee of the Association, cannot be part of the committee or participate in decisions of the
committee. Nor can sales and decisions about the purchase of yarn be handled by the same person.
Subsection 2. After the general meeting, the committee shall form itself with a chairman, deputy chairman and treasurer. It is for
the committee to decide its order of business, and to establish working parties and rules for these. Should a member of the
committee step down before time, the committee shall supplement itself. Supplementing the committee may also take place by
including external people if, in the opinion of the committee, this will further its work. In both cases this is until an election can take
place at a general meeting. Committee meetings shall be held when this is considered necessary, usually at the initiative of the
chairman. The committee may take on staff, direct and distribute the work, and dismiss staff and enter into agreements about the
running of the Association when this is thought to be necessary.

§ 7 Auditors

The Association’s accounts shall be audited by a state authorized or registered auditor and the 2 internal auditors elected by the
general meeting.

§ 8 Finances, liability and power to sign for the Association

Subsection 1. The accounting year of the Association is the calendar year.
Subsection 2. The Association is only liable towards its obligations with the funds belonging to the Association at any given time.
Neither the members nor the committee are personally liable except regarding subscription fees that are already due.
Subsection 3. The Association may in all respects be signed for by two committee members, of whom one must be the chairman
or deputy chairman. The committee may grant powers of procuration.

§ 9 Changes to the rules of the Association

Changes to the rules of the Association may only take place at a general meeting, when the proposal submitted has already been
given in writing and sent out with the agenda. For a proposal for changes to the rules to be carried, at least 4/5 of all those present
must vote in favor.

§10 Cancellation and Exclusion

Subsection 1 Cancellation can take place on December 1, to take effect on December 31.
Subsection 2 A member who acts in violation of the Association’s rules, against the Association’s decisions, or in contradiction to
the interests of the Association, can be immediately excluded by the committee, but has the right, after a written request to the
committee, to have his or her case considered at the ordinary general meeting, or an extraordinary general meeting may be called
for this purpose.

§ 11 Distribution of profit and handling of a deficit

Subsection 1. At a general meeting the committee shall present its proposal, with respect to distributing and handling a profit or
deficit, after reserves have been set aside (see agenda pt. 4). No special requirements concerning the contents of the proposal
have been decided upon. The final distribution of profit or handling of a deficit shall be decided by the general meeting.
Subsection 2. Financial support from foundations and sponsors, including financial support given to the Association by the Design
Fonden/The Ministry of Culture, shall be used as requested by the sponsor in question, including the Designfonden.

§ 12 Dissolution of the Association

Subsection 1. The Association can be dissolved either following a unanimous decision by all members with the right to vote in an
ordinary general meeting, or when at an extraordinary general meeting, called specifically for the purpose, and where at least 2/3 of
the members of the Association are present or represented by proxy, at least 4/5 of all those present vote for the dissolution in
Subsection 2. In the general meeting that decides to dissolve the Association, a decision shall be made regarding the use of the
capital of the Association.

Translation: In the event of any inconsistency between this document and the Danish language version, the Danish language
version shall be the governing version.

The rules were carried at the General Meeting the 7th April 2018

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