By laws

Articles of Association for the Lithuanian-Norwegian Chamber of Commerce (LNCC)
Approved by the General Meeting on 9 May 2023.


The Lithuanian-Norwegian Chamber of Commerce is a forum and network for businesses,
organisations and private individuals interested in strengthening the business cooperation between
Lithuania and Norway.


1. Name

The Lithuanian-Norwegian Chamber of Commerce is a non-profit association. The official abbreviation
of the name is LNCC.


2. Location

The LNCC’s head office will be located in Oslo or in another city in Norway, as decided by a majority of
the LNCC’s members. Regional offices, agents or representatives may be based in appropriate centres
in Norway or/and Lithuania.


3. Object

The LNCC’s objectives are the following:

a) promoting and protecting trade, commercial, financial and production interests and relations
between Lithuania and Norway.

b) promoting the interests of individual members and the LPO, and creating a network through social,
cultural and professional events among the members.


4. Membership

4.01 The association shall consist of members who can be:

a) companies or businesses with their registered address in Norway and/or Lithuania.

b) private individuals, partnerships, companies that the LNCC’s board considers to be suited for

c) LPO members with personal membership rights.

Limitations on voting rights:
• One vote per business membership
• Personal membership does not confer voting rights
Membership is registered with the company name and names of contact persons.

4.02 Membership fees

(a) The membership fee will be decided at the LNCC’s annual general meeting based on the board’s
recommendation. The membership fee falls due for payment on a date adopted by the board or within
30 days of approval of the membership. When registering for membership during the last three months
of the year, membership will be free for the remaining months of that year.

4.03 A candidate for membership must sign a written membership agreement. The membership must
be approved by the board. The LNCC secretariat shall keep a list of all its members.

4.04 A member must give written notification to the LNCC secretaria before the end of December if the
member concerned wishes to cancel their membership. Otherwise, the member will be liable for the
membership fee for the coming year. A member who has not paid the membership fee within the due
date loses their right to vote until the membership fee has been paid. If the fee remains unpaid on 30
June, all membership privileges will cease until the payment has been made.

4.05 A majority of the members who attend the association’s annual or extraordinary general meetings
in person or by proxy may, following resolution, expel a member who the majority consider to be unfit
to be a member of the association with immediate effect. This is provided that seven days’ written notice
is given to the member concerned regarding the planned vote, and that the member concerned is given
an opportunity to be present during the meeting where such a decision has been proposed, with the
possibility to defend themselves.

4.06 The LNCC may award an honorary membership to individuals that have carried out exemplary
work to promote the LNCC’s object and interests. Honorary members are given a lifelong membership
with all rights free of charge.


5. Use of resources

a) The LNCC’s income and assets shall be spent exclusively on promoting the association’s

b) In the event that the association is dissolved or wound up, after all liabilities have been met and
capital is available, such capital shall be transferred to other Lithuanian or Norwegian institutions
that promote similar objectives as the LNCC. Such an institution or institutions shall be decided by
the members of the association on or before the time of dissolution. If the aforementioned cannot
be carried out, the capital shall be donated to a Lithuanian or Norwegian charity.


6. Annual accounts

The association’s annual accounts should be evaluated by a member with accounting experience or by
a person outside the association with accounting experience.


7. The board of directors

7.01 The association is led by a board that consists of members of the association. The members of
the board will be elected at the general meeting of the association, and they will hold their office until
the next general meeting. The board members must do their utmost to participate in the board meetings.
The board shall consist of at least three, and a maximum of eight members, including the chair of the

7.02 All LNCC members have the right to nominate candidates for election to the board.

7.03 The chair of the board is elected by the general meeting for a period of two years. The board
decides its own organisation, including who will be deputy chair of the board. The chair of the board
shall have the casting vote in the event of parity of votes. The board shall appoint/hire a general
manager. The chair of the board is the general manager’s superior.

7.04 The board shall convene at least four times a year. The board members will be given at least seven
days’ notice of meetings. The board meetings shall be led by the chair of the board or the deputy chair.

7.05 Extraordinary board meetings can be convened as required by the chair of the board, or by the
deputy chair in the event of the chair’s absence. The board members must be given at least seven days’
notice of the meeting.

7.06 If a member of the board does not attend a board meeting, resigns or dies, the office is declared
vacant, and the board can elect a new member as member of the board.
A member who is elected to fill the vacant office shall hold the office until the next ordinary general
meeting, where the member concerned will be elected to the board in the ordinary manner.

7.07 At the general meeting, the board shall present the LNCC’s annual budget and the board of
directors’ report for approval.

7.08 The board shall manage the association’s capital. The day-to-day work of the association is
managed by the general manager.

7.09 The board forms a quorum when at least fifty per cent of the board members are present.


8. General meetings of the association

8.01 The association’s annual general meeting shall be held every year in May or no more than 15
months after the last annual general meeting. The general meeting shall:

a) elect two members to sign the minutes of the meeting;

b) gain an overview of the accounts;

c) elect new members to the board

d) if necessary, consider whether to implement measures proposed by members of the association;

e) approve the membership fee;

f) if relevant, expel members of the association or revise the articles of association;

g) consider the dissolution of the association;

h) other matters that naturally fall under the duties of the annual general meeting in this type of

8.02 Extraordinary general meetings can be convened by the chair of the board or, in the chair’s
absence, by the deputy chair of the board.

8.03 Written notice shall be given 21 days before each general meeting.

8.04 Each member shall have the right to vote in accordance with Article 4.01c at all general meetings.
Each member has the right to vote by proxy. Proxies can only be given to people who themselves have
the right to vote. The general meeting’s resolutions are adopted by a majority of those present, unless
otherwise agreed.

8.05 The election of board members must be decided by a majority of those present.


9. LPO – Lithuanian Professionals Oslo

9.01 LPO is a structural unit of LNCC which aims to unite individual professionals of various areas:

9.02 LPO acts based on its own LPO Charter (rules) which is approved by the LNCC board. The LNCC
Articles of Association are applicable to the LPO members where appropriate:

9.03 LPO appoints their representative to the LNCC board with regular voting rights;

9.04 LPO members are also LNCC members with personal membership rights.


10. Amendment of the articles of association

These articles of association enter into force on the first annual general meeting and can only be
amended by a qualified majority at the annual general meeting.

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