§ 1. IEH - Ethical Trading Initiative Norway

IEH is a membership organisation founded  by Coop Norway, the Federation of Norwegian Commercial and Service Enterprises (HSH), Norwegian Church Aid and The Norwegian Confederation of Trade Unions (LO).

§ 1. IEH - Ethical Trading Initiative Norway

IEH is a membership organisation founded  by Coop Norway, the Federation of Norwegian Commercial and Service Enterprises (HSH), Norwegian Church Aid and The Norwegian Confederation of Trade Unions (LO).

§ 2. Objective

IEH’s objective is to promote responsible supply chain management to ensure that international trade safeguards human rights, labour rights, industrial development and environment. This acheived by:

1.            Strengthening the support for ethical trade.
2.            Supporting members in developing ethical trade practices.

The aims and objectives of IEH’s activities, together with members' obligations, are described in IEH's Declaration of Principles.

§3. Membership and fee

IEH’s members include companies, organisations and public institutions. Membership applications shall be approved by the Board. The Board decides the  membership fee according to size and category of member.

The Board retain the right to exclude members according to § 8. All exclusions, withdrawals and declined membership requests shall be presented in anonymised form by the Board at the annual meeting.

§4. The Annual General Meeting (AGM)

IEH’s highest authority is the AGM. The AGM shall be held annually by the end of April. The Chairman of the Board shall convene and preside over the meeting.  

Notification of the AGM shall be sent to members a minimum of 6 weeks prior to the AGM. Incoming submissions shall reach the Board at least 4 weeks before convening. All relevant documents shall be distributed two weeks prior to the AGM.

Resolutions shall be passed at AGM when a simple majority is sustained at ballot. Modifications to IEH’s statutes and its Declaration of Principles require a qualified majority of 2/3 of members present at the AGM. Each member has one vote at the AGM.

§4.1 The Mandate of the AGM:

• The authorisation of the authority of the AGM and agenda
• The authorisation of the annual accounts and the annual statement from the Board
• Amendments to the statutes
• Amendments to the “Declaration of Principles for IEH – Ethcial Trading Initiative Norway”
• Submissions received

            Election of: 1) The chair, 2) Members of the Board, 3) Nomination committee, and 4) Auditor

§4.2. Extraordinary Annual General Meeting (EGM)

An EGM shall be called by the Board or when requested by at least one-third of the members. The Board shall convene the EGM with at least 14 days’ notice. Documents shall be distributed one week before the EGM.

§5. The Board

§5.1. Board Structure

IEH's Board shall consist of seven board members with personal deputies that shall be elected at the AGM for a for a two-year term. All founder members shall be represented on the Board.

The Board elects the vice chair from its members. 

The Chairman of the Board shall be responsible for convening to board meetings, with assistance from the Secretariat, with at least one week’s prior notice. Board meetings are to take place when determined by the Board, or when requested by at least three of the board members.

§5.2. Responsibilities of the Board

• The Board is the highest management body of IEH and shall ensure correct administration, and that activities are in accordance with its objectives as stipulated in § 2. The Board reports directly to the AGM.
• The Board shall hire a managing director, approve budgets and decide the membership fees.

§5.3. Board Resolutions

All Board resolutions require a simple majority. A legitimate quorum is 50 % of the Board. In the case of a hung vote, the chair has two votes.

 §5.4.Resignation

In exceptional circumstances board members can resign from office before the end of the term.

If a board member terminates office before AGM, and in the absence of a personal deputy, the Board shall be responsible for the election of a replacement for the rest of the period. If the Chairperson resigns, the Board will elect a new chair from amongst the current board members for the remainder of the term.

§5.5. Signatory Authority

The Chairperson and the Managing Director are signatories for IEH. 

§6. Nomination committee

The nomination committee forwards nominees to the chair and other board positions, including deputies, and the auditor.

The nomination committee and Chairperson of the nomination committee shall be proposed by the Board and elected at the AGM. The Nomination committee shall be comprised of three members, one of which shall represent a founder member.

§7. Managing Director

The managing director is responsible for ensuring that daily administration of the organisation is in accordance with IEH’s objective described in §2. The managing director shall report directly to the Board and shall participate in board meetings with the right to speak and forward proposals.

§8. Expulsion

Members who flagrantly or repeatedly act in conflict with their commitments as described in the “Declaration of Principles for IEH – Ethcial Trading Initiative Norway” shall have their membership revoked by the Board. Appeals against exclusion can be submitted to the AGM within the same deadlines as for other submissions.

§9. Liquidation

The AGM shall have the authority to liquidate IEH if at least 50% of the members are present or represented by proxy. The resolution to liquidate shall require a qualified majority of at least two thirds of the votes. The resolution to liquidate shall be confirmed at an EGM convened no earlier than two months after AGM resolution of liquation. Liquidators shall be elected at EGM. The liquidators shall ensure that any remaining funds are distributed to initiatives promoting IEH’s objective as described in §2.

§10. Audit

The annual accounts shall be inspected by the auditor elected by the AGM for this task. The auditor's report shall be presented at the AGM.