Articles of Association
Articles of Association
1. revision annual meeting 15 June 2004
2. revision extraordinary general meeting 17 August 2006
3. revision annual meeting 5 June 2008
4. revision annual meeting 4 June 2009
5. revision annual meeting 24 March 2010
6. revision annual meeting 7 March 2012
7. revision annual meeting 25 March 2022
8. revision annual meeting 11 April 2024
1. Name and organizational form
The organization's name is buildingSMART Norway. The organization is structured as an association. The association is an independent legal entity with members, and is self-owned. Being self-owned means that no one, neither members nor others, has claims on the association's assets or belongings, nor are responsible for debts or other obligations.
2. Purpose
2.1. The purpose of the association is to improve the digital information flow throughout the entire life cycle of buildings, construction, and infrastructure. The association
shall work for the development of open standards related to this digitalization. Furthermore, the association shall work to ensure that these are
implemented in software and used in the industry and public administration.
2.2. The association can offer services to members and others, and can also participate in external projects within the purpose of the association.
2.3. The association shall be an independent and non-partisan interest organization. The association is non-profit and has no profit motives.
3. Members
3.1. All enterprises, organizations, and other entities that wish to support the association's purpose may become members.
A member who is itself a member organization cannot transfer its membership benefits to its own members.
Member organizations may, however, choose to appoint a person from a member as their representative in buildingSmart Norway.
Group companies may hold group membership. In such cases, the entire group is considered a member.
3.2. The following applies to buildingSMART Norway members:
3.2.1. The association's members are enterprises, organizations, and entities. Members have voting rights at the annual meeting and are
eligible for all positions and posts.
3.2.2. All members must register which person(s) will attend in the association's bodies, and changes in this must be communicated in writing.
4. Application for membership
Applications for membership must be sent in writing according to the association's instructions and must contain the information deemed necessary by the association.
5. Termination of membership
5.1. Membership ceases if the membership fee is not paid.
5.2. Resignation must be made in writing.
5.3. Upon termination of membership, all rights cease.
5.4. Termination of membership after the start of the calendar year applies only from the following year. A member resigning after the calendar year has begun is obliged to pay the fee. Resignation does not entitle to a refund of the fee for the current year.
6. Financing
The association is financed through membership fees and income from activities and operations in accordance with the association's purpose.
7. The Board
7.1. The board consists of a chair, deputy chair, and 4 to 6 ordinary members elected at the annual meeting for two years. The chair and deputy chair should preferably not be elected at the same time. It is sought that the board reflects the membership base. Diversity in the composition of the board should be pursued.
7.2. The annual meeting shall also elect up to 4 deputy members for the board. The deputy members are numbered to indicate who steps in first in case of absence among the regular board members.
7.3. The board is quorate when at least half of the board members are present. The board makes decisions by simple majority. In case of a tie, the chair's vote counts double.
7.4. The board shall appoint a general manager.
7.5. The board can delegate parts of its authority (but not responsibility) to the general manager.
7.6. The board cannot grant sole power of attorney, but must do so jointly to at least two persons.
7.7. The board may adjust the membership fee by up to 10%. The changed fee applies from the following year. Changes shall be notified to members belonging to the affected membership category at least one month before the revised fee takes effect.
8. General Manager
8.1. The general manager is responsible for the daily management of the association's operations and shall follow the guidelines and directives given by the board. The daily management does not include matters of an unusual nature or of great importance.
8.2. The general manager represents the association externally and signs the association's name in matters that fall under the daily management and are within the board's budget.
8.3. The general manager facilitates and participates in the annual meeting and board meetings.
8.4. The general manager and others in the secretariat may not be elected to positions in buildingSMART Norway.
9. Subgroups
9.1. Members of the association with common interests may form their own subgroups. The subgroups should reflect the structure of buildingSMART International.
9.2. Participation in a subgroup requires membership in the association.
9.3. The board appoints leaders for the subgroups upon recommendation from the general manager.
10. Partners
The association may enter into cooperation agreements with externals. Such agreements may include that partners shall be able to participate informally in the association's activities, including meetings in subgroups.
Partners shall have no membership rights or voting rights at the association's meetings.
11. Election Committee
The association shall have an election committee that presents suggestions to the annual meeting on candidates for the positions that are up for election, within the framework of the statutes. The committee shall consist of three members elected by the annual meeting each year.
Instructions for the election committee shall be adopted by, and can only be amended by, the annual meeting.
12. International membership
12.1. buildingSMART Norway is a Chapter in buildingSMART International.
12.2. Members of other Chapters in buildingSMART International have the right to attend meetings organized by buildingSMART Norway and its subgroups.
12.3. Direct members of buildingSMART International have rights in accordance with their relevant membership class.
12.4. Members representing buildingSMART Norway must cover their own costs for this. The board may, in special cases, grant exemptions from this provision.
13. Financial year
The financial year follows the calendar year.
14. Annual meeting
14.1. An ordinary annual meeting shall be held each year by 1 May.
14.2. The notice shall include incoming matters that the board has notified. Matters that members wish to raise at the annual meeting must be sent to the board 6 weeks before the annual meeting.
14.3. The board shall call for an extraordinary annual meeting if necessary. The board is obligated to call for an extraordinary annual meeting if 10% of the ordinary members request this.
14.4. The board shall call for the annual meeting with a minimum notice of 3 weeks.
14.5. At the annual meeting, each ordinary member has 1 vote.
14.6. The ordinary annual meeting shall address:
- Election of meeting chair and 2 representatives to sign the minutes
- Approval of the notice
- The board's annual report
- Annual accounts with auditor's report
- Budget, including membership fees and any compensation for the board
- Amendments to the statutes
- Matters submitted by the board
- Incoming matters
- The following elections:
- Chair and deputy chair of the board
- Other board members
- Deputy members of the board
- Auditor
- Election committee
15. Exclusion
15.1. The board may decide to exclude members who act against a decision made in accordance with the applicable statutes - act improperly in relation to matters concerning the association - or in another significant way default on their membership obligations.
15.2. A decision on exclusion can be appealed to the next annual meeting. Upholding the board's exclusion decision requires a 2/3 majority at the annual meeting.
16. Amendments to the statutes
Amendments to these statutes require a 2/3 majority at an ordinary or extraordinary annual meeting.
17. Dissolution
The association may be dissolved after consideration at 2 ordinary annual meetings. In case of dissolution, the association's assets shall be disposed of according to the decision made at the last annual meeting.
1. revision annual meeting 15 June 2004
2. revision extraordinary general meeting 17 August 2006
3. revision annual meeting 5 June 2008
4. revision annual meeting 4 June 2009
5. revision annual meeting 24 March 2010
6. revision annual meeting 7 March 2012
7. revision annual meeting 25 March 2022
8. revision annual meeting 11 April 2024
1. Name and organizational form
The organization's name is buildingSMART Norway. The organization is structured as an association. The association is an independent legal entity with members, and is self-owned. Being self-owned means that no one, neither members nor others, has claims on the association's assets or belongings, nor are responsible for debts or other obligations.
2. Purpose
2.1. The purpose of the association is to improve the digital information flow throughout the entire life cycle of buildings, construction, and infrastructure. The association
shall work for the development of open standards related to this digitalization. Furthermore, the association shall work to ensure that these are
implemented in software and used in the industry and public administration.
2.2. The association can offer services to members and others, and can also participate in external projects within the purpose of the association.
2.3. The association shall be an independent and non-partisan interest organization. The association is non-profit and has no profit motives.
3. Members
3.1. All enterprises, organizations, and other entities that wish to support the association's purpose may become members.
A member who is itself a member organization cannot transfer its membership benefits to its own members.
Member organizations may, however, choose to appoint a person from a member as their representative in buildingSmart Norway.
Group companies may hold group membership. In such cases, the entire group is considered a member.
3.2. The following applies to buildingSMART Norway members:
3.2.1. The association's members are enterprises, organizations, and entities. Members have voting rights at the annual meeting and are
eligible for all positions and posts.
3.2.2. All members must register which person(s) will attend in the association's bodies, and changes in this must be communicated in writing.
4. Application for membership
Applications for membership must be sent in writing according to the association's instructions and must contain the information deemed necessary by the association.
5. Termination of membership
5.1. Membership ceases if the membership fee is not paid.
5.2. Resignation must be made in writing.
5.3. Upon termination of membership, all rights cease.
5.4. Termination of membership after the start of the calendar year applies only from the following year. A member resigning after the calendar year has begun is obliged to pay the fee. Resignation does not entitle to a refund of the fee for the current year.
6. Financing
The association is financed through membership fees and income from activities and operations in accordance with the association's purpose.
7. The Board
7.1. The board consists of a chair, deputy chair, and 4 to 6 ordinary members elected at the annual meeting for two years. The chair and deputy chair should preferably not be elected at the same time. It is sought that the board reflects the membership base. Diversity in the composition of the board should be pursued.
7.2. The annual meeting shall also elect up to 4 deputy members for the board. The deputy members are numbered to indicate who steps in first in case of absence among the regular board members.
7.3. The board is quorate when at least half of the board members are present. The board makes decisions by simple majority. In case of a tie, the chair's vote counts double.
7.4. The board shall appoint a general manager.
7.5. The board can delegate parts of its authority (but not responsibility) to the general manager.
7.6. The board cannot grant sole power of attorney, but must do so jointly to at least two persons.
7.7. The board may adjust the membership fee by up to 10%. The changed fee applies from the following year. Changes shall be notified to members belonging to the affected membership category at least one month before the revised fee takes effect.
8. General Manager
8.1. The general manager is responsible for the daily management of the association's operations and shall follow the guidelines and directives given by the board. The daily management does not include matters of an unusual nature or of great importance.
8.2. The general manager represents the association externally and signs the association's name in matters that fall under the daily management and are within the board's budget.
8.3. The general manager facilitates and participates in the annual meeting and board meetings.
8.4. The general manager and others in the secretariat may not be elected to positions in buildingSMART Norway.
9. Subgroups
9.1. Members of the association with common interests may form their own subgroups. The subgroups should reflect the structure of buildingSMART International.
9.2. Participation in a subgroup requires membership in the association.
9.3. The board appoints leaders for the subgroups upon recommendation from the general manager.
10. Partners
The association may enter into cooperation agreements with externals. Such agreements may include that partners shall be able to participate informally in the association's activities, including meetings in subgroups.
Partners shall have no membership rights or voting rights at the association's meetings.
11. Election Committee
The association shall have an election committee that presents suggestions to the annual meeting on candidates for the positions that are up for election, within the framework of the statutes. The committee shall consist of three members elected by the annual meeting each year.
Instructions for the election committee shall be adopted by, and can only be amended by, the annual meeting.
12. International membership
12.1. buildingSMART Norway is a Chapter in buildingSMART International.
12.2. Members of other Chapters in buildingSMART International have the right to attend meetings organized by buildingSMART Norway and its subgroups.
12.3. Direct members of buildingSMART International have rights in accordance with their relevant membership class.
12.4. Members representing buildingSMART Norway must cover their own costs for this. The board may, in special cases, grant exemptions from this provision.
13. Financial year
The financial year follows the calendar year.
14. Annual meeting
14.1. An ordinary annual meeting shall be held each year by 1 May.
14.2. The notice shall include incoming matters that the board has notified. Matters that members wish to raise at the annual meeting must be sent to the board 6 weeks before the annual meeting.
14.3. The board shall call for an extraordinary annual meeting if necessary. The board is obligated to call for an extraordinary annual meeting if 10% of the ordinary members request this.
14.4. The board shall call for the annual meeting with a minimum notice of 3 weeks.
14.5. At the annual meeting, each ordinary member has 1 vote.
14.6. The ordinary annual meeting shall address:
- Election of meeting chair and 2 representatives to sign the minutes
- Approval of the notice
- The board's annual report
- Annual accounts with auditor's report
- Budget, including membership fees and any compensation for the board
- Amendments to the statutes
- Matters submitted by the board
- Incoming matters
- The following elections:
- Chair and deputy chair of the board
- Other board members
- Deputy members of the board
- Auditor
- Election committee
15. Exclusion
15.1. The board may decide to exclude members who act against a decision made in accordance with the applicable statutes - act improperly in relation to matters concerning the association - or in another significant way default on their membership obligations.
15.2. A decision on exclusion can be appealed to the next annual meeting. Upholding the board's exclusion decision requires a 2/3 majority at the annual meeting.
16. Amendments to the statutes
Amendments to these statutes require a 2/3 majority at an ordinary or extraordinary annual meeting.
17. Dissolution
The association may be dissolved after consideration at 2 ordinary annual meetings. In case of dissolution, the association's assets shall be disposed of according to the decision made at the last annual meeting.