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Kuusi Palaa Rules

Rules of the Kuusi Palaa cooperative:

 § 1 Name and domicile
The cooperative's business name is 'Kuusi Palaa' and it is domiciled in Helsinki.

§ 2 Purpose and scope of the cooperative activity
The purpose of the cooperative is to provide an interface to a decentralized economic structure that pools funding by each member to produce cultural activities in a common space. The main financial activity of the co-operative is the leasing of its premises to members. The cooperative can carry out all legitimate business activities.

§ 3 Membership Application and Beginning
Membership is requested in writing from the managing director. The managing director shall decide on the approval the conditions for approval. Membership begins when the application is approved.

§ 3.1 Termination of Membership
A member may withdraw from the cooperative by notifying the cooperative in writing. A disclaimer is deemed to have been delivered to the cooperative when it has been notified to the member of the board, the chief executive officer or any other person who has the right to represent the cooperative.

A member can be dismissed if he or she has neglected his / her membership duties, no longer uses cooperative services, causes the cooperative damage or otherwise acts against the interests of the cooperative. The Board decides on the dismissal of a member.

A member shall be required to submit a written notice of the grounds for termination at least one month before the next Board meeting. The notification must be sent to the member as on the membership register or otherwise known to the cooperative. A separated member has the right to request transfer of a separation decision to be decided by the cooperative meeting. The written request for the transfer shall be communicated to the member of the board of directors of the cooperative, to the managing director or to the businessman within one month of the written notice of the separation decision to a distinguished address registered in his membership register or otherwise known to the cooperative. The Board of Directors has the right, on its own initiative, to transfer the matter to the General Meeting. A terminated person may complain about the termination decision made by the cooperative in court.

§ 3.2 Member List
The Board of Directors shall keep an alphabetical list of members and former members of the Cooperative as provided for in the Cooperative Act.

§ 4 The right of non-members to use cooperative services
The cooperative can offer its services to non-members, unless the board decides otherwise.

§ 5 Share and obligation to take part
A member must take one share. The nominal value of the share (co-payment) is 10 euros.

§ 6 Membership fee
The cooperative will charge a membership fee of 40 € / year to each member.

§ 7 Surplus
The distribution of the surplus is decided by a cooperative meeting. The cooperative meeting can not decide to split more than what the board has proposed or approved.

§ 8 Cooperative meeting
Members exercise their authority over matters governed by law or statutes at cooperative meetings.

Meetings will be held at the cooperative's domicile. A meeting may also be held in another locality where the cooperative has an establishment or cooperative members more than one-half of its registered office.

A member may also attend a meeting of a cooperative through a post or telecommunication or other technical means. The prerequisite is that the right of participation and the correctness of the counting of votes can be determined in a manner comparable to the normal cooperative meeting.

The convening of a meeting of the co-operative, the contents of the meeting invitation, the meeting invitation and the invitation and the viewing and sending of meeting documents shall be in accordance with Chapter 5 of the Cooperative Act. A meeting invitation for a cooperative meeting can also be published in a newspaper that is generally disseminated by the Board of Directors, or is sent by e-mail to a member's e-mail address or other electronic means.

§ 8.1 Annual General Meeting
The actual cooperative meeting must be held within six months after the end of the financial year.

The meeting shall decide on:

  • financial statements
  • use of the surplus as shown in the balance sheet
  • to release to the members of the Board and the Managing Director
  • the number of members of the Board (only if the rules do not have a fixed amount of the members of the Board of Directors)
  • election of the necessary board members
  • if necessary, selection auditor and deputy auditor or function auditor and his deputy

§ 9 Member's right of initiative
A member has the right to submit a matter to the agenda of a cooperative meeting if he or she so requests in writing to the Board in good time to include it in the next meeting.

§ 10 Board of directors
The cooperative board shall consist of at least three (3) and not more than nine (9) members. The term of office of a board member begins at the end of the meeting and ends with the election of the new board, mainly at the next annual General Meeting. The board elects from its members the chairman at its next meeting.

§ 10.1 Meetings of the board of directors
The chairman of the board is responsible for meeting the board of directors if necessary. The chairman shall convene a meeting of the board if a member of the board or the managing director so requests. Unless the chairman of the board, despite the requirement, convenes a meeting, a board member may be invited if at least half of the board members agree to convene the meeting. The invitation can also be delivered by the managing director.
The board of directors may decide that a member other than a board member may be present at the meeting. The managing director has the right to be present at the meetings of the board and to speak at them even if he is not a member of the board, unless the board decides otherwise.

§ 10.2 Board decision-making
The board has a quorum when more than half of its members are present. However, a decision should not be made unless all members of the Board of Directors have, as far as possible, been given the opportunity to attend.
The government's decision becomes the opinion that more than half of those present have supported. If the votes go flat, the chairman decides. If the votes are tied, the election will be settled by lot.
Minutes shall be prepared for the board meeting, signed by a member of the board, in addition to the chairman of the board. A member of the board and the managing director are entitled to have their dissenting opinions recorded in the minutes. The minutes must be numbered sequentially and kept in a reliable manner.

§ 10.3 Tasks of the board
The board must carefully take action to promote the interests of the cooperative. The board carries out the administration of the cooperative and the proper organisation of operations (general powers). The board is responsible for ensuring that accounting and financial control is properly organised.

The board may, in an individual case, decide on a decision in the general affairs of the managing director. The board may decide in a meeting of the board (or the managing director may decide) on a meeting of the cooperative.

A board member may not comply with a decision made by a general meeting or a board meeting that is in violation of the Cooperative Act or the cooperative's rules.

§ 11 Representation of the cooperative
The cooperative is represented and its name is written by the chairman of the board of directors and the members of the board together with the managing director together. In addition, the board may grant the right to write to the named person so that he is entitled to write the name of the business solely. The board may also decide on the issuance of a procure.

§ 12 Financial year and financial statements
The cooperative's fiscal year is from January to December. Accounts must be drawn up for each financial year. The financial statements must be submitted to the auditor at least one month before the meeting in which the income statement and the balance sheet are presented for confirmation.

§ 13 Changing the Rules
Changing the rules will be decided by the cooperative meeting. The decision is valid if it is supported by members with at least two-thirds of the votes cast unless a higher qualified majority has been prescribed in the Cooperative Act or in these rules.

§ 14 Distribution of cooperative net assets when the cooperative is dissolved
When the cooperative is dissolved, the net assets of the cooperative will be distributed to the holders of the shares after the dividend to be distributed in proportion to the number of members.

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