The rules of the Ehrensvärd Society

1 § Name, registered office, and language

The name of the association is Ehrensvärd-seura r.y., Samfundet Ehrensvärd r.f., referred to as the association in these rules.

The registered office of the association is in Helsinki.

The languages of the association are Finnish and Swedish, which are equal. The language of the Association’s minutes is Finnish.

2 § Purpose and Activities

The purpose of the association is to preserve and maintain the memories of Suomenlinna and to promote knowledge of its history.

To fulfill its purpose, the association:

1. promotes Suomenlinna’s status as a World Heritage Site,
2. maintains the Ehrensvärd Museum,
3. engages in other museum activities and collects and presents materials that illuminate the history of Suomenlinna,
4. organizes lecture, discussion, and course activities for its members as well as trips deepening the understanding of the history and cultural significance of Suomenlinna to domestic and foreign destinations,
5. conducts research, guidance, publishing, and communication activities utilizing various channels, directed towards both researchers and experts as well as the public,
6. finances its activities by conducting store, café, restaurant, and kiosk operations.

To support its activities, the association may accept donations and bequests, own real and personal property necessary for its operations, and organize cultural and entertainment events, lotteries, and sales events, as well as engage in serving alcoholic beverages in connection with these events after obtaining the appropriate permit.

3 § Members and Membership Fees

The association may admit as members individuals who accept the purpose of the association. The decision on admitting members is made by the association’s board, except for honorary members, who may be individuals proposed at the association’s ordinary or extraordinary meetings by at least ten members of the association in writing, and whose admission is supported by a simple majority of the board.

The association has the following types of members, each having one vote at the association’s meetings:

1. Ordinary members, who pay the annual membership fee determined at the association’s autumn meeting each year,
2. Life members, who pay the life membership fee determined at the association’s autumn meeting, after which they are exempt from annual membership fees,
3. Donor members, who pay the donor membership fee determined at the association’s autumn meeting, after which they are exempt from annual membership fees,
4. Honorary members, whom the association wishes to honor by their selection and who are not required to pay an annual membership fee.

A member who fails to pay their membership fee for three consecutive years is considered to have resigned.

The board may expel a member if there is a justified reason for it.

4 § The institutions of the association

The institutions of the association are the association’s meeting and the board.

5 § Operating and Financial Year

The association’s operating and financial year is the calendar year.

The association’s financial statements must be ready by the end of February to be submitted to the auditors, who must provide their audit report to the board by the end of March.

6 § Regular Meetings of the Association

The association holds two regular meetings annually: a spring meeting, which shall be held no later than the end of April, and an autumn meeting, which shall be held no later than the end of November. The venue and time of the meetings are determined by the association’s board.

The following matters shall be addressed at the association’s spring meeting:

1. opening of the meeting
2. election of the chairperson, secretary, two scrutineers, and if necessary, two vote counters
3. confirmation of the legality and quorum of the meeting
4. approval of the agenda of the meeting
5. presentation of the financial statements, annual report, and auditor’s report
6. decision on the approval of the financial statements and granting discharge from liability to the board and other accountable persons
7. discussion of other matters mentioned in the meeting notice.

The following matters shall be addressed at the association’s autumn meeting:

1. opening of the meeting
2. election of the chairperson, secretary, two scrutineers, and if necessary, two vote counters
3. confirmation of the legality and quorum of the meeting
4. approval of the agenda of the meeting
5. approval of the action plan, budget, and membership fees for the following calendar year
6. election of the chairperson and other members of the board
7. election of one or two auditors and a deputy auditor
8. discussion of other matters mentioned in the meeting notice.

If a member of the association wishes to have a certain matter addressed at the association’s spring or autumn meeting, they must notify the board in writing well in advance so that the matter can be included in the meeting notice.

Unless otherwise specified in the rules, the decision of the association’s meeting shall be based on the opinion supported by more than half of the votes cast. In the event of a tie, the chairperson of the meeting shall have the deciding vote, except in elections, where a draw shall be resolved by lot.

7 § Extraordinary Meeting of the Association

An extraordinary meeting of the association may be convened when the association’s meeting so decides, the board deems it necessary, or when one-tenth (1/10) of the eligible voting members of the association request it in writing for the consideration of a specific matter determined by the board.

8 § Calling of Association Meetings

The notice of an ordinary or extraordinary meeting of the association shall be sent to the members to their registered email address or by post at least one week before the meeting.

Members may also participate in the association’s meeting via electronic means if decided by the association’s board or the meeting itself.

9 § Board of the Association

The affairs of the association are managed by a board consisting of the chairperson and eight other members elected at the association’s autumn meeting. The term of office for the chairperson and each member is three years. An outgoing board member may be re-elected.

From among its members, the board elects a vice-chairperson and appoints a secretary, treasurer, and other necessary officials either from within or outside the board. The association’s executive director has the right to hire employees for terms shorter than seven months.

The board convenes at the invitation of the chairperson or, in his/her absence, the vice-chairperson, when they deem it necessary or when at least half of the board members demand it.

The board is quorate when at least half of its members, including the chairperson or vice-chairperson, are present. Decisions are made by an absolute majority vote. In the event of a tie, the chairperson’s vote shall decide, except in elections, where a draw shall be resolved by lot.

10 § Authority to Sign

The authority to sign on behalf of the association is held by the chairperson of the board alone, the vice-chairman, the executive director acting as the secretary, the treasurer, or a person authorized by the board, two together.

The association’s board may also grant signing authority alone to another person authorized by the board, in addition to the chairperson.

11 § Association’s Celebration Days

The association’s main celebration day is May 12 th. On May 12 th,1748, the foundation stone was laid for the fortification project led by Augustin Ehrensvärd, and on the same day in 1918, the national flag of independent Finland was raised on the flagpole of Viapori Fortress.

The second celebration day of the association is September 25th, which marks the birthday of Augustin Ehrensvärd. The manner of celebrating these days is determined by the association’s board.

12 § Amendment of the Rules and Dissolution of the Association

A decision to amend the rules and to dissolve the association must be made at an association meeting by a majority of at least three-fourths (3/4) of the votes cast. The meeting notice must mention the amendment of the rules or the dissolution of the association.

In the event of the association being dissolved or becoming defunct, its assets shall devolve to the Finnish Antiquarian Society, and if it no longer exists at that time, the association’s assets shall be used for furthering the purpose of the association in the manner determined by the meeting deciding on the dissolution. In the event of the association becoming defunct, its assets shall be used for the same purpose.