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BY-LAWS

By-laws adopted at the Association’s founding general meeting held on 30 October 1984.
Amendments adopted in 1986, 1991, 1996, 1997, 2006 and 2014

§1 The purpose of the Association is:
To promote research, teaching and treatment of obesity.
To represent Danish obesity research in an international context.
To contribute to preventing and addressing issues of obesity in the Danish population.
The Association’s meetings are open to the public.
The Association is a member of the Danish Medical Association.
The Association is a member of the Organization of Danish Medical Societies (LVS)
The Association is a member of the European Association of the Study of Obesity (EASO) and World Obesity. As a member of the DSAF, it is possible also to be registered as a member of EASO and World Obesity via one’s e-mail address.

§2 Any individual supporting the Association’s purpose shall be admitted to the Association. Foreign nationals shall be admitted on an equal footing with Danish citizens. Groups, companies and the like cannot be granted joint membership. Any request for membership of the Association shall be made in writing to the Board of Directors and sent to the secretary.

Withdrawal of membership of the Association shall be made in writing to the secretary and sent before 1 January. Any person whose dues are in arrears for a period of two consecutive calendar years will be considered as having withdrawn his/her membership of the Association. Readmission to the Association requires payment of any dues in arrears. Exclusion of a member of the Association shall be made subject to discussion at a general meeting and the resolution to this effect based on a subsequent poll. Exclusion requires at least 3/4 of the votes cast in a poll. Motions for exclusion shall be made by the Board or by 25 members of the Board, with such a motion being received by the Board 3 weeks prior to the general meeting. The motion must be sent to the members in writing no less than 14 days prior to the general meeting.

§3 Dues shall be determined for one accounting year at a time at the annual general meeting. The accounting year runs from 1.9 – 31.8. Students are exempt from paying dues. Only members who have paid annual dues shall be entitled to vote.

§4 The Association is headed and its activities planned by a Board of Directors consisting of 6 members of the Association, of which one is the chairman of the Association. Each member of the Board as well as an alternate member shall be elected at a general meeting by a secret poll. In the case of a tie in connection with votes cast among the Board members, the chairman’s vote shall have the casting vote. The first to be elected among the members of the Board shall be the chairman.

Any member with a Master’s degree as well as a scientific background equalling at least a PhD can be elected chairman. Each member entitled to vote has 1 vote, and the candidate receiving a majority of votes shall act as chairman. In the event of a tie of votes between 2 or several candidates, the final choice of candidate shall be made by drawing lots. Following this, the remaining board members shall be elected. Each member entitled to vote shall a have number of votes equalling the number of board positions up for election. The candidates receiving a majority of votes shall be considered elected. The candidate elected as an alternate member of the Board shall be the one who received second most votes to the elected Board of Directors. In the event of a tie of votes, the alternate shall be voted by drawing lots.

The Board of Directors shall appoint a secretary and a treasurer. The Association shall be bound by signatures provided jointly by the chairman and secretary or by the chairman and treasurer. Where the chairman is absent for a long-term period, an interim chairman shall be appointed by and among the remaining members of the Board. A new chairman shall be elected for the remainder of the election period at the first-coming ordinary general meeting.

Any proposals submitted to the members of the Board and the chairman shall be received by the Board no later than 2 weeks prior to the general meeting. The Board shall be elected for a period of 2 years. Immediate re-election and new election may take place after a recess period of 2 or more years.

In addition to the chairman, the attending members shall elect an accountant and an alternate accountant by casting a voice vote. The Board shall be elected for a period of 2 years with a right to re-election.

§5 The Association shall hold its general meeting once annually at the last quarter of the year. A call for the general meeting shall be made in writing with an agenda sent out at least 3 weeks in advance. The general meeting shall be considered to form a quorum when it has been summoned in accordance with the rules set out herein.

The agenda of the ordinary general meeting shall include the following:

Election of chair
The chairman’s report
The auditors’ report.
Presentation of current list of members.
Annual dues.
Report from committees, if any.
Election of board members where required according to these by-laws.

The agenda shall be prepared by the Board.

Items will be placed on the agenda if they have been forwarded to the secretary in writing no later than 1 September.

The attending members shall elect the person to chair the meeting. He who receives a majority of votes shall be elected. An extraordinary general meeting shall be convened in writing by at least 3 weeks’ notice, either by the Board, or by at least 6 of the Association’s members after having sent such a request in writing to the Board. The request shall contain the rationale behind holding an extraordinary general meeting, which shall take place 6 weeks after submission of the request. A quorum is considered to be present at the extraordinary general meeting, irrespective of the number of attending members. All resolutions are made on simple majority of votes except issues relating to clauses 2, 7, and 9 of these by-laws. On voting, it is accepted that any attending member may have one additional vote by proxy, with such proxy specifying the item, to which the vote applies.

§6 The Board may elect members for committees. The Board shall appoint representatives for other organisations.

§7 Any amendments to these by-laws can only be adopted at a general meeting and by at least 3/4 of the votes cast. Motions to amend these by-laws shall be attached the written summons to the general meeting. Where less than 2/3 of the members are present, the motions shall be subject to a poll and the resolution made by simple majority.

§8 The Board may award honourable memberships to persons who have made a particularly laudable effort in respect of the Association’s purpose.

§9 The dissolution of the Association or merger with other associations shall be made subject to discussion at a general meeting only and followed by a poll, where at least 2/3 of the votes cast shall be in favour of the motion