BYLAWS FOR WIKIMEDIA NORGE
This is a translation of Vedtekter. If there is any divergence between this translation and the original, the original takes precedence.
Adopted by the founding meeting, 23 June 2007
Updated by the general assembly, 21 June 2008
Updated by the general assembly, 19 April 2010
Updated by the general assembly, 26 April 2012
Updated by the general assembly, 26 April 2014
Updated by the general assembly, 17 April 2015
Updated by the general assembly, 7 April 2016
Updated by the general assembly, 9 March 2019
§ 1 Introduction
a) The name of the organisation shall be Wikimedia Norge, with the names Wikimedia Noreg and Wikimedia Norga having equal status.
b) Wikimedia Norge shall be a membership organisation.
c) Norwegian Bokmål, Norwegian Nynorsk and Northern Sami shall have equal status within the organisation. The bylaws shall be published in four languages and language forms – Norwegian Bokmål, Norwegian Nynorsk, Northern Sami and English – with the same content. The bylaws shall be translated from the Norwegian Bokmål version, which shall therefore be considered the original version.
§ 2 Mission
a) The mission of Wikimedia Norge is to strengthen Wikimedia projects, particularly in the Norwegian and Sami languages, through:
- the collection of economic resources through gifts and grants, and the distribution of these funds.
- participating in coordinating cooperation between the projects, and cooperating with third parties where this can serve Wikimedia projects.
- strengthening cooperation with Wikimedia projects in other Nordic countries, and internationally.
- promoting Wikimedia projects.
- being a party of hearing in relation to authorities and organisations regarding copyright issues and when the interests of the Wikimedia projects are affected.
§ 3 Membership
a) Membership is open to all who support the aims of the organisation.
b) An annual membership fee shall be decided by the general assembly.
c) The board can suspend membership of any member deemed to be damaging the work or reputation of Wikimedia Norge. All formal decisions on expulsion shall be taken at a general assembly, and appeals against such decisions shall be put to the general assembly. Suspended and expelled members do not have voting rights, as they are no longer considered members, and cannot hold positions of responsibility within Wikimedia Norge.
§ 4 General assembly
a) The ordinary general assembly of Wikimedia Norge shall be held annually before the end of April. The board shall decide the time, procedure and venue for the assembly.
b) The general assembly shall be required to consider the following items:
- The annual report and the audited accounts.
- The budget and membership fee.
- Items proposed.
- Elections, as described in § 6.
c) The general assembly shall be announced on the organisation’s webpages no less than two months in advance. Proposed items must have been received by the board no less than two weeks before the general assembly. All supporting documents shall be officially made available no less than one week before the assembly.
d) The electoral committee (see § 7) shall be responsible for the conduct of elections.
e) Members who have paid their membership fee this year and have been a member for at least one month before the general assembly are entitled to vote. Voting by proxy is permitted.
f) Any member with voting rights is entitled to propose items for consideration at the general assembly. A suggestion must have the support of five members with voting rights in order to be considered.
g) On the demand of at least twenty members or of the board, an extraordinary general assembly shall be called, in accordance with the rules for an ordinary general assembly. The extraordinary general assembly can only consider the issues set out in the notice.
§ 5 The board
a) The board of Wikimedia Norge shall consist of five to nine members as decided by the general assembly. In addition up to three deputy members are elected by the general assembly.
b) The board shall consist of a chairperson, deputy chairperson, treasurer and between two and six additional board members. The chairperson and deputy chairperson shall be elected by the general assembly. Other positions and responsibilities shall be assigned by the board.
The board's chairperson and two board members are elected one year, and the deputy chairperson and the rest of the board members the next year. All board members are elected for two year terms, except when a shorter term is necessary to keep the rotation outlined in this paragraph.
Deputy board members are elected for one year terms.
c) The administration of the organisation is the board's responsibility. The board will make sure that the affairs are organised in a justifiable manner. The board shall present a revised budget proposal for the general assembly.
d) The board will conduct board meetings at least three times annually.
e) Decisions shall be made by an ordinary majority. The quorum for meetings of the board shall be the presence of at least half of its members with voting rights. In the case of a tied vote, the Chairperson shall have a casting vote.
f) The employees are entitled to have an observer elected by and from the employees present at board meetings. The observer has the right to speak and make suggestions, but does not have voting rights or board responsibilities. The observer will be dismissed by the board when the board decides, when cases involving staff are discussed and when staff policy is decided.
g) The Executive Director is entitled to and obliged to participate in the board meetings. The Executive Director has the right to speak and make suggestions, but does not have voting rights or board responsibilities. The Executive Director will be dismissed by the board when the board decides.
h) The audit committee is entitled to have an observer elected amongst and by the committee present at board meetings. The audit committe's observer has the right to speak and make suggestions, but does not have voting rights or board responsibilities.
i) If the board for the current period loses board members and does not have a quorum, the rest of the board must convene an extraordinary general assembly to elect a new board.
§ 6 Elections
a) The general assembly shall elect a board as described in § 5a and § 5b, an electoral committe as described in § 7b and an audit committe as described in § 8b.
b) Candidacies should be announced two weeks before the holding of an ordinary election.
§ 7 Electoral committee
a) The task of the electoral committee is to propose candidates for vacant positions in the organisation. The proposal is given to the board, which will submit it to the general assembly.
b) The committee shall consist of at least three members of the organisation.
c) The guidelines of the electoral committee are decided by the general assembly.
§ 8 Audit committee
a) The task of the audit committee is to audit accounts and the work of the board against the bylaws of the organisation.
b) The committee shall consist of at least two members of the organisation.
c) The guidelines of the audit committee are decided by the general assembly.
§ 9 Amendments to the bylaws
a) Proposals for amendments to the bylaws may be made at the web pages of Wikimedia Norge by members. A suggestion supported by at least ten other members shall be put forward to the general assembly for voting according to the rules for proposed items. The board may also suggest amendments to the bylaws.
b) Amendments to the bylaws require support from no less than 2/3 of the votes cast.
§ 10 Dissolution
a) Dissolution of Wikimedia Norge can only be decided in an ordinary general assembly. If dissolution is decided by at least 3/4 of the votes, an extraordinary general assembly shall be convened as per § 4 g). In order for dissolution to happen, the decision needs to be repeated here by 3/4 of the votes. If the organisation is dissolved, any surplus money shall be transferred to the Wikimedia Foundation.
b) To meet any possible claims upon the organisation, the transfer of funds shall happen no earlier than six months after the decision to dissolve, if all claims have been met by that date. In the event that there are outstanding claims on the organisation, the transfer of any funds remaining shall take place no earlier than six months after all outstanding claims are resolved.