Bylaws
Bylaws of the Non-Profit Association Sons of Cyrus Motorcycle association. Adopted at the Constituent Meeting on 9 December 2023.
GENERAL PROVISIONS
§ 1
Name and Registered Office
The name of the association is Sons of Cyrus MC Sweden. The association has its registered office in the Municipality of Gothenburg, Sweden.
§ 2
Purpose
The purpose of the association is to promote Iranian culture and history, support the interests of motorcyclists, and safeguard the interests of its members in matters related to motorcycling. The association shall also promote awareness and education concerning road and traffic safety.
§ 3
Governing Bodies
The Annual General Meeting is the highest decision-making body of the association. Between Annual General Meetings, matters concerning the association shall be managed by the Board of Directors in accordance with these bylaws and the decisions of the Annual General Meeting.
§ 4
Governing Bodies
The Annual General Meeting is the highest decision-making body of the association. Between Annual General Meetings, matters concerning the association shall be managed by the Board of Directors in accordance with these bylaws and the decisions of the Annual General Meeting.
§ 5
Authorized Signatories
The association shall be represented and legally bound by the Board of Directors or by any person specifically authorized by the Board.
§ 6
Financial and Operational Year
The financial and operational year of the association shall correspond to the calendar year.
§ 7
Amendments to the Bylaws
Amendments to these bylaws require a majority decision at the Annual General Meeting, provided that at least two-thirds of the members are present, or decisions at two consecutive members’ meetings, one of which must be an Annual General Meeting.
§ 8
Dissolution of the Association
A decision to dissolve the association requires a majority decision at the Annual General Meeting, provided that at least two-thirds of the members are present. In the event of dissolution, the Annual General Meeting shall also decide how the remaining assets of the association are to be used.
Membership
§ 9
Membership
Regular membership is open to any person who supports the purpose and objectives of the association and has paid the applicable membership fee.
§ 10
Withdrawal
A member wishing to withdraw from the association shall notify the Board of Directors in writing. A member who has not paid the applicable membership fee by the end of the financial year shall no longer be considered a member of the association.
§ 11
Exclusion
The Board of Directors may exclude a member who:
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fails to pay required membership fees or other applicable fees;
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acts against the activities, purpose, or objectives of the association; or
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significantly harms the interests of the association.
§ 12
Rights and Responsibilities of Members
Regular members:
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are entitled to participate in activities and gatherings organized for members;
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have the right to receive information concerning the affairs of the association;
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shall comply with these bylaws and with decisions made by the governing bodies of the association;
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are not entitled to any share of the association’s assets or surplus upon dissolution; and
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shall pay the membership fee before the Annual General Meeting, as well as any other fees duly determined by the association.
Annual & Extraordinary General Meetings
§ 13
Annual General Meeting — Time and Notice
The Annual General Meeting, which is the highest decision-making body of the association, shall be held no later than the end of March, at a time and place determined by the Board of Directors. Notice shall be sent to members by email or post no later than three weeks before the meeting.
The following documents shall be made available to members no later than one week before the Annual General Meeting:
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the annual report;
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the auditors’ report;
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the proposed operational plan and budget;
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proposals from the Board of Directors; and
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motions submitted by members together with the Board’s comments.
§ 14
Right to Attend, Speak, Submit Proposals and Vote
Regular members who have paid their membership fees and are at least 18 years of age during the year of the meeting have the right to attend, speak, submit proposals, and vote at the Annual General Meeting. Voting rights are personal and may not be transferred. Supporting members have the right to attend, speak, and submit proposals, but do not have voting rights.
§ 15
Quorum
The Annual General Meeting shall constitute a quorum with the number of voting members present at the meeting.
§ 16
Decision-Making and Voting
Decisions shall normally be made by acclamation unless a vote is requested. Unless otherwise stated in these bylaws, decisions shall be made by a simple majority. In the event of an equal number of votes, the chairperson of the meeting shall have the casting vote.
§ 17
Eligibility for Election
​Members who are at least 18 years of age are eligible for election to the Board of Directors and the Nominating Committee. Employees of the association may not be elected to the Board of Directors, the Nominating Committee, or serve as auditors.
§ 18
Agenda for the Annual General Meeting
The following matters shall be addressed and recorded at the Annual General Meeting:
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Establishment of the voting register.
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Election of the chairperson and secretary of the meeting.
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Election of persons to verify the minutes and count votes.
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Confirmation that the meeting has been duly convened.
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Approval of the agenda.
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Presentation of the Board’s annual report, financial report, and the auditors’ report.
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Decision regarding discharge of the Board of Directors from liability.
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Determination of membership fees.
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Approval of the operational plan and budget for the coming year.
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Consideration of proposals from the Board and motions submitted within the prescribed time.
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Election of the Chairperson, half of the other Board members, one auditor and deputy auditor, and at least two members of the Nominating Committee.
No decision may be made on a matter that was not included in the notice of the Annual General Meeting.
§ 19
Extraordinary General Meeting
The Board of Directors may convene an Extraordinary General Meeting whenever it considers such a meeting necessary. An Extraordinary General Meeting shall also be convened if requested by an auditor or by at least one-third of the members entitled to vote.
Nominating Committee
§ 20
Composition and Responsibilities
The Nominating Committee shall consist of two to four members, including a convenor elected by the Annual General Meeting. The committee shall meet when convened by the convenor or when at least half of its members consider a meeting necessary.
No later than four weeks before the Annual General Meeting, the Nominating Committee shall contact members whose terms of office are due to expire and ask whether they wish to stand for re-election. Nominations shall be presented to members entitled to vote no later than one week before the Annual General Meeting.
Auditors
§ 21
Audit
The auditors shall have the right to continuously review the association’s accounts, meeting minutes, and other relevant documents, though they shall not routinely attend Board meetings. Accounts shall be made available to the auditors no later than one month before the Annual General Meeting, and the audit report shall be submitted to the Board no later than 14 days before the meeting.
Board of Directors
§ 22
Composition
The Board of Directors shall consist of the Chairperson and four to eight additional members. The Board should include both men and women. The Chairperson shall be elected by the Annual General Meeting, and the Board shall appoint its other officers from among its members, including a Vice-Chairperson, Secretary, and Treasurer.
§ 23
Responsibilities of the Board
Between Annual General Meetings, the Board of Directors is responsible for the management and affairs of the association. The Board shall comply with these bylaws and decisions of the Annual General Meeting, conduct the activities of the association in accordance with the approved operational plan, manage the association’s affairs responsibly, and safeguard the interests of the association and its members.
§ 24
Board Meetings and Decision-Making
The Board shall meet when convened by the Chairperson or when requested by at least half of the Board members. The Board shall constitute a quorum when all members have been duly notified and at least half are present. A decision requires the support of at least half of the total number of Board members; in the event of a tie, the Chairperson has the casting vote. Minutes shall be recorded for all Board meetings.
§ 25
Delegation of Decision-Making Authority
The Board of Directors may delegate decision-making authority in specific matters to a working group, an individual member, or an employee of the association. Any person or group exercising delegated authority shall report regularly to the Board of Directors.
