§ 1. Enterprise name
The name of the foundation is CODA Oslo International Dance Festival. The enterprise is a private foundation. The foundation headquarters are in Oslo.
§ 2. Objective and founding capital
The foundation’s objective is to promote the art of dance in Norway by presenting a diversity of national and international contemporary dance through a festival of a high artistic caliber. The aim of the foundation is to produce developmental opportunities for Norwegian dance through the festival by way of performances, course activities, workshops and seminars. The festival shall spotlight Oslo and Norway as an arena for contemporary dance. The founding capital of the foundation is to be NOK 5,000.
§ 3. Organizational structure
The foundation shall have a board, a festival director for fixed terms of office and an artistic committee of experts. The board is CODA Oslo International Dance Festival’s principal body. The festival director is responsible for the daily operations of the foundation.
§ 4. The board – composition and election
The board shall have 5 members: a chair, deputy chair, and three board members.
There shall also be three deputy board members, in numerical order.
The members are elected for three-year terms and a maximum of two members can be up for election simultaneously.
The chair of the board and deputy chair are elected by the board members.
In the event a board member resigns before termination of their period of office, the first deputy board member on the numerical list fills their seat. The board selects its own nomination committee of up to three members. The board can propose candidates for the board and for the office of board chair.
§ 5. The board’s responsibility and quorum
The board shall ensure adherence to the objective of the foundation and that the accounts and asset management are in compliance with a satisfactory system of quality control. The board constitutes a quorum when at least 3 / 5 of the members are present. Board resolutions are passed by a relative majority. The chair or deputy chair must be present. In the event of a tie, the chair or deputy chair has the deciding vote. The board shall give The Foundation Authority such notice as stipulated in the Norwegian Foundations Act. The board shall procure each year to produce annual accounts and an annual report for the foundation. The board writes its own rules of procedure.
§ 6. Power of attorney
The board is empowered as the legal representative of the foundation. The board can grant power of attorney.
§ 7. General Management
CODA Oslo International Dance Festival shall have a festival director who will have responsibility and authority pursuant to the rules of the Norwegian Foundations Act and the guidelines and requirements stipulated by the board. The festival director shall take part in the meetings of the board.
§ 8. Festival Director / Artistic Director’s responsibility and authority
The festival director is responsible for the general management of the foundation’s activities and shall adhere to the guidelines and requirements issued by the board. The general management does not include matters that with respect to the objective of the foundation are of an unusual nature or significance. The festival director shall ensure that the foundation accounts are in compliance with laws and regulations, and that the management of assets is carried out in a satisfactory manner.
§ 9. Audit
The foundation shall have a registered or state-authorised public accountant who is chosen by the board.
§ 10. Amendment of the by-laws
These by-laws can only be amended by board resolution with a majority of four of the board’s five members. Proposals for by-law amendments shall constitute a separate item on the agenda and notice of such shall be sent out 3 weeks before the board meeting. Under no circumstances can the objective of the foundation be changed.
§ 11. Conversion /winding-up
Application for conversion, winding-up, merger, and splitting-up can take place after having been addressed by two board meetings and approved with a 4/5 majority. Conversion can only take place in accordance with the specific rules for conversion as established in the Norwegian Foundations Act. In the event of winding-up or other conversion resulting in the necessity to deviate from the original objective, the new objective shall ideally be sought in the realm of organizations/institutions that have an objective of promoting innovation and creative advances in the dance community.
§ 11 can only be amended by official review and approval as stipulated by the regulations of the Norwegian Foundations Act.
§ 12. Other regulations
Protocols shall be recorded of the board meetings, which are submitted to the board for approval. The protocols are signed by the chair of the board and festival director.