Statutes

Statutes

§ 1. Varefakta is a self-governing organisation, founded on November 5th, 1957 by means of a partnership between organisations and institutions within trade, crafts, industry and consumers. Varefakta is further entitled to conduct business under the secondary name Dansk Varefakta.

Varefakta is based in Roskilde Municipality.

§ 2. Varefakta’s objective is to work for voluntary use of informative labelling on suitable consumer goods or services.
The labelling must consist of a declaration of the content and/or features or the like. Varefakta is entitled to handle the administration of other labelling systems, other than those registered by Varefakta in accordance with the applicable rules of the respective labelling systems.

§ 3. Varefakta must verify that the stated information is correct, and that the used labelling is prepared in a uniform manner.
Varefakta must participate in determination of the required labelling terminology and the testing and analysis methods, required for the purpose of control.
Varefakta cooperates with national and international authorities, organisations and institutions, handling informative labelling, standardisation and testing.
Varefakta must participate in consumer education as to labelling of consumer goods.

§ 4. Varefakta may give permission for use of a registered collective mark in accordance with the regulations of the Collective Marks Act no. 342 of June 6th, 1991, used by Varefakta for goods or services, complying with Varefakta’s labelling requirements, if the products for which Varefakta labelling is applied, are subject to Varefakta’s control.

§ 5. The customers of Varefakta, using a registered collective mark, are automatically registered as members of Varefakta. Organisations, institutions and other (including persons) with relation to trade, crafts, industry and consumers, can further upon decision of the Board, be registered as members of Varefakta. The Board’s decision on registration of new members is made with a majority of 3/4 among all board members.

§ 6. Varefakta’s main authority is the Board. The Board consists of 3-8 members. The Board is responsible for management of Varefakta and supports the CEO and administration in terms of principle questions about administrative affairs, work planning and implementation within the adopted framework of the Board. The Board must approve Varefakta’s budget prior to the beginning of every fiscal year. Varefakta’s board is co-opting.
When appointing new members, the Board aspires to select members with relations to trade, crafts, industry and consumers, and create a balance in the Board between members, representing consumer and business aspects respectively. Members of the Board are appointed deferred of each other two years at a time. All members can be re-elected up to a maximum of three times. The chairman of the Board is elected among all members of the board by means of simple majority. The Board further elects a vice-chairman among all members of the board by means of simple majority.

§ 7. The Board calls for meetings upon request of the chairman, CEO or at least two board members. The Board is competent when half of the board members are present.
The board meetings are convened by the chairman with a notice period of eight days by means of letter, e-mail or another form of communication. The convocation includes an agenda along with the required documentation.
The decisions of the Board are made by means of simple majority among the present board members, except for decisions described in §§ 5, 11, 16 and 17. In the event of a tie, the chairman’s (and if not present, the vote of the vice-chairman) vote is decisive. However, the chairman’s vote is not decisive when electing the chairman. Decisions that require votes from all board members can be made by means of a letter of attorney, issued for the respective decision. The Board itself adopts the rules of procedure.
A summary of the board meeting is forwarded to all board members.

§ 8. The chairman receives a fee and the board members can receive a fee.

§ 9. A managing director is employed for the day-to-day business of Varefakta, supported by an administration.
The managing director is employed by the Board and participates in the board meetings, but has no voting right.

§ 10. Varefakta signs for the complete Board or for the chairman or vice-chairman or the managing director, two jointly.

§ 11. Proposals for initiating Varefakta systems can be submitted to Varefakta by all interested parties. If the managing director decides to initiate a Varefakta system for a specific type of good or service, or implement larger revisions of existing Varefakta systems, the managing director can appoint a Regulation Committee, responsible for determining the regulations for use of the Varefakta label for the specific type of good or service.
A Regulation Committee must to the extent possible represent interests within manufacture, trade, consumer and test activities. The appointed Regulation Committee can upon approval by the managing director be supplemented by further members, if the respective Regulation Committee requires further competences.
Members of the Regulation Committee are normally not entitled to a fee. Regulatory proposals are subject to a hearing with the relevant parties. The administration assesses and incorporates the incoming proposals in the regulation, whereupon the regulation is sent to the Board for approval. The Board’s decisions about approval of regulations are made with a majority of 3/4 among all present board members. Regulations can be circulated for written approval among the board members, in which case approval requires a majority of 3/4 among all board members.
Approved regulations can be revised, if the technical development or other conditions require so, normally resulting in a transition period for the labelling holders. Revised regulations must be approved by the Board in accordance with § 11, sec. 5.

§ 12. Permission to use the Varefakta label upon application to the administration is granted to anyone, who manufactures and/or distributes goods or offers services in compliance with the requirements of the regulations, defined by the Board.
The Board defines the terms – including payment of fees – for use of the Varefakta label and for control of compliance with the regulations, as well as the rules for revocation of the right to use the Varefakta label in case of abuse.

§ 13. The decisions made in accordance with § 12 as to revocation of the right to use the Varefakta label, revocation of the right to use the label or changed terms for the use – apart from changes of the fee – can be brought before an arbitration body within four weeks after the Board’s decision by companies, organisations and institutions with interest in the decision. The arbitration body consists of arbitrators, one appointed by Varefakta and one appointed by the complainant (complainants), as well as an agreed conciliator. If the arbitration body is unable to reach an agreement, the conciliator is appointed by the President of the Maritime and Commercial Court in Copenhagen. The arbitration body decides on the procedure. The ruling of the arbitration body is final. The company, organisation or institution (or possibly a collective entity), wishing to bring an issue before an arbitration body, must inform Varefakta about the choice of arbitrator by means of registered letter and request Varefakta to name the choice of arbitrator no later than 14 days after receipt of the letter, in order for the two arbitrators to appoint the conciliator immediately thereafter.

§ 14. Varefakta’s inventories are financed by:
1. The fees for use of the Varefakta label as defined by Varefakta.
2. Earnings from consultant and counselling activities as to labelling and other business, related to Varefakta’s competences.
3. Earnings from administration of other labelling systems than those, registered by Varefakta.
4. Sales of labelling-related services.
5. Earnings from institutions and others, who may be interested in purchasing and/or using labelling-related services.
6. Grants and/or investments from institutions and others, who may be interested in Varefakta’s work and services, including from public authorities.
Prior to implementation of new regulatory work, negotiations between Varefakta and the interested parties should define who is responsible for paying the costs. The costs should to the extent possible be paid by the companies, interested in implementation of the Varefakta system.

§ 15.Varefakta’s fiscal year is equivalent with the calendar year. The accounting is audited by an auditor, appointed by the Board for one year at a time.
The Board must annually prepare a statement of income and expenditure and an annual report about Varefakta’s business in the past fiscal year. The annual report and statement are presented to the members no later than three months after the fiscal year has ended. Possible profits or deficits are transferred to the next year.

§ 16. Changes to these statutes require a majority of 3/4 among all board members.

§ 17. Varefakta can – regardless of the regulations in § 16 – be dissolved with a 12 month notice upon a majority of 3/4 among all board members. Members of Varefakta, who are customers of Varefakta, are automatically withdrawn from Varefakta when the signed cooperation agreement expires. Other members, registered at Varefakta after July 1st, 2015, must terminate their membership in writing with a six month notice. Members, registered at Varefakta before July 1st, 2015, can withdraw from Varefakta with a 24 month notice and are obliged to pay for their membership in Varefakta during the termination period, as defined by the Board.

§ 18. In the event of Varefakta’s dissolution, assets are paid to non-profit organisations and the state, in a ratio equivalent with the size of the contributions made by members and the state for the past three years prior to the time of dissolution. The share of Varefakta’s assets, associated with contributing members, is paid to non-profit organisations. Varefakta’s members are not allowed to receive shares of Varefakta’s assets, neither directly or indirectly. The Board is left to make the final decision which non-profit organisations will receive contributions in case Varefakta is dissolved.

Adopted on June 17th, 2015.