Organisation
Articles of Association
Articles of association
§1 1 NAME, LOCATION AND BOARD
Art. 1. The self-governing institution’s name is Art Music Denmark and was founded 10.04.2000.
Art. 2. The location is in Copenhagen, Denmark.
Art. 3. Art Music Denmark is exempt from the act on commercially-driven foundations with reference to paragraph 3, art. 1, no. 4, in which it is determined that independent institutions which, as a condition for approval or subsidy from the public sector, are subject to supervision and financial control by a public authority in accordance with other legislation or regulations issued pursuant to other legislation, are not covered by the law.
§2 PURPOSE
Art. 1. Art Music Denmark is part of a joint effort across the existing musical genre organisations at any given time. The common purpose across the organisations is to contribute to developing, strengthening and supporting the Danish music sector. The joint purpose of the musical genre organisations is also to disseminate expertise and knowledge-sharing with all relevant stakeholders, including other genre organisations and the Danish Arts Foundation. The musical genre organisations contribute to the promotion of the music sector in Denmark and Danish music abroad.
Art. 2. Art Music Denmark primarily works within new music composition, sound art, classical music and related genres. Art Music Denmark contributes to the Danish music sector by disseminating, developing, exploring and challenging within its area of operations to the benefit of the Danish music sector and Danish music internationally. This is achieved in various ways, for example by creating value through projects, interpersonal meetings, collaborations within and related to the relevant musical genres and their respective scenes as well as internationally.
§ 3. FINANCE
Art. 1. Art Music Denmark’s operations are funded by an operating grant from the Danish Art Foundation’s Committee for Music Project Funding.
Art. 2. Art Music Denmark can receive grants from private foundations and companies, as well as sponsorships.
Art. 3. Art Music Denmark can also enter into collaborations with other actors regarding projects that are fully or partially financed by personal income or subsidies from other parties.
§ 4. BOARD
Art. 1. The board is Art Music Denmark’s highest authority.
Art. 2. The board consists of seven members.
Art. 3. The board is self-appointing and is composed on the basis of competencies that reflect Art Music Denmark’s purpose and strategy.
Art. 4. Members of the board are appointed on the basis of their personal and professional profile, and those appointed must support the organisation’s statutory work and ensure independence, relevance, diversity and development.
Art. 5. Three board members must have current experience from within each musical genre represented by Art Music Denmark. Based on the recommendations set out in the Danish Culture Ministry’s publication “Good management in self-governing institutions”, four board positions must demonstrate a competence profile with a specialised focus on one of the organisation’s purpose-driven activities. The organisation must ensure that the selection process is open. Therefore, individuals, institutions and organisations can propose board candidates to the existing board of the organisation.
Art. 6. The board constitutes itself with a chairperson and deputy chairperson.
Art. 7. The board receives remuneration in accordance with the four genre organisations’ joint guidelines on the subject.
Art. 8. Board members are appointed for a period of four years.
Art. 9. Re-election is possible, but a board member can only serve a maximum of eight years.
§ 5 THE BOARD’S RESPONSIBILITIES AND MEETINGS
Art. 1. The board determines the institution’s strategic goals and has overall responsibility for Art Music Denmark’s operations.
Art 2. The board has the power to hire and dismiss Art Music Denmark’s director, who, with accountability to the board, oversees the institution’s administrative and operational matters, including hiring and dismissal of other staff.
Art. 3. The board of directors establishes rules of procedure for its work. The rules of procedure contain, at a minimum, provisions regarding:
- Constitution
- Election of two board members to underwrite the institution in the event of the resignation of the chair and/or director cf. §6, subsection 1.
- Division of labour
- Dialogue with and supervision of management.
- Notice of meeting, meeting minutes and conditions for ordinary and extraordinary meetings. Also responsible for an annual meeting with the genre organisation’s relevant sectors as well as annual meetings with the other genre organisations’ boards.
- Accounting, budget follow-up, annual reporting and nomination of an auditor.
- Ability.
- Confidentiality.
- The board’s self-evaluation and reporting on goals, activities, results and future plans
- Underwriting and speaking on behalf of the board.
Art. 4. The board holds a minimum of four annual meetings, excluding seminars. The chairman of the board or management can call for additional meetings as necessary. A majority of the board can, at any time, call for a board meeting. The managing director can, at any time, request a board meeting.
Art. 5. The board has decision-making capacity where a majority of the board’s members are present during the consideration of the current agenda item – and among these either the chairman of the board or the deputy chairman of the board are present. Two of the annual minimum four board meetings can take place online if the chairman approves. In addition, members can ask the chairman for permission to participate in ordinary meetings online where special circumstances apply.
Art. 6. Decisions are made by simple majority vote. In the event of a tie, the vote of the chairman of the board, or in their absence, the deputy chairman of the board, is decisive. Only members present have the right to vote at the meeting in question under the conditions described in §5, subsection 5.
Art. 7. The board can set up committees and working groups to resolve or inform regarding special tasks.
§ 6 UNDERWRITING AND POWER OF ATTORNEY
Art. 1. The board is jointly undersigned by the chair of the board and the director. In the event that one of these parties steps down or is dismissed, the deputy chair takes over the task of the defaulting party.
Art. 2. The board can imbue the director with the power of attorney to cover all ongoing expenses and enter into the binding agreements that relate to the institution’s ongoing operations and activities.
Art. 3. The board of directors can delegate its right to underwrite concrete dispositions to the director in accordance with the decision protocol (power of attorney).
§ 7 LIABILITY
Art. 1. With respect to Art Music Denmark’s financial obligations, only the institution’s assets are liable.
§ 8 BUDGET, ACCOUNTING AND AUDITING
Art. 1. Art Music Denmark is covered by the provisions in law and executive order regarding financial and administrative conditions for recipients of operating subsidies from the Danish Ministry of Culture.
Art. 2. Art Music Denmark’s financial year follows the calendar year.
Art. 3. Art Music Denmark must submit a budget to the supervisory authority for approval before the end of October of each year.
Art. 4. Art Music Denmark must submit an annual report approved and signed by the board to the supervisory authority no later than six months after the end of the financial year. The annual report must be audited by a state-authorised auditor.
§ 9 ARTICLES OF ASSOCIATION
Art. 1. The articles of association are determined by Art Music Denmark’s board of directors. The objectives of the articles of association must be comparable to other musical genre organisations.
Art. 2. Amendments to the articles of association can be decided by a qualified majority of two thirds of the board’s membership.
Art. 3. Amendments to the articles of association come into force when they have been approved by the Danish Arts Foundation’s Committee for Music Project Funding.
§ 10 DISSOLUTION
Art. 1. A decision to dissolve Art Music Denmark can only be decided when three-quarters of the total board members vote in favour.
Art. 2. The decision to dissolve Art Music Denmark’s is made by the board. The Danish Arts Foundation’s Committee for Music Project Funding must be informed beforehand.
Art. 3. In the event of dissolution, any excess funds must be used to promote the purposes mentioned in § 2, upon recommendation by Art Music Denmark’s board of directors and approval by the National Art Foundation’s Project Support Committee for Music.
The articles of association have been approved by Art Music Denmark’s board of directors on 9 December 2021. The articles of association have then been approved by the Danish Arts Foundation’s Committee for Music Project Funding.