Vedtægter

STATUTES OF THE LINX ASSOCIATION

1. Name
1.1 The name of the association is “Foreningen LINX” (the “Association”). The Association may also
operate under the names “LINX” or “the LINX Association”.

2. Residence
2.1 The Association isdomiciled in the municipality of Copenhagen.

3. Aim, vision and objectives
3.1 The Association isa non-profit association.
3.2 The principal aim of the Association is to facilitate materials innovations and sustainable solutions
across relevant industrial sectors by helping companies access advanced materials science,
processes and tools, including advanced neutron and X-ray techniques.
3.3 The principal vision of the Association isto be a focal point for creating commercial value through
innovative materials science and process solutions, and assisting in the green transition across
relevant industrial sectors.
3.4 The Association’smain activitiesshall concern:
3.4.l Facilitated sharing of knowledge and know-how in materials science between expert/scientific
environments and companies.
3.4.2 Project management and coordination
3.4.3 Member to member communication and networking
3.4.4 Aggregation of relevant information on the use of advanced materials science, including
X-ray and neutron technology
3.4.5 Collaboration with external interest groups and stakeholders
3.4.6 Activities creating and increasing awareness about materials science, including X-ray and
neutron technology
3.4.7 Coordinated access to experimental facilities
3.5 The work and activities of the Association is (besides membership fees) also to be co-financed by;
3.5.l external grants and sponsorships.

4. Membership
4.1 Membership shall be available to the following types of members:
4.1.l Ordinary Members
4.1.1.1 As an Ordinary Member, the following are accepted; companies, foundations,
RTOs/GTSs (Godkendt Teknologisk Servicevirksomhed), educational and other public
institutions, the Regions, municipalities, local business support offices (Erhvervsråd), etc.
if they wish to engage in the activities of the Association.
4.1.l.2 Ordinary Members will when they join the Association be allocated in to one of the
following groups:
4.1.l.2.1. Industry Members
4.1.l.2.2. Educational Members
4.1.l.2.3. Public and interest Members
4.2 Supporting Members
4.2.1.1 As a Supporting Member, the following are accepted; private persons, including PhD
students, if they wish to engage in the activities of the Association.
4.3 The Board of Directors shall decide whether the conditions for membership are fulfilled.
4.4 The Board of Directors may expel a member if the member breaches the statutes or the ethical code
of conduct of the Association or if the Member does not pay a membership fee. Exclusion under this
provision requires unanimous board decision. Such decision can be appealed at the next general
meeting.
4.5 Termination of a membership by a member may take place (i) with a full three months’ written
notice to the Association’s secretary, or (ii) effective at the due date of the increased fee if the
Association increases the membership fee with more than 20%.
4.6 Members are not liable for the Association’s obligations.

5. General meetings
5.1 General rules
5.1.l The highest authority of the Association is the general meeting. The general meeting shall
elect the Board of Directors.
5.1.2 All general meetings shall be held:
5.1.2. 1 in a place decided by theBoard of Directors, and/or
5.1.2.2 by way of electronic equipment if it is duly ensured that the general meeting is
conducted and completed in an adequate and responsible way, including that the
members may participate, speak, and vote, e.g. via Skype. The practical guidance and
instructions for such electronic general meetings will be stated on the Associations
website.
5.1.3 The ordinary general meeting shall be held each year before the end of May.
5.1.4 General meetings shall be convened, – together with information about the agenda, by the
chairman of the Board of Directors or two members of the Board of Directors together,
with at least two weeks’ notice and a maximum of four weeks’ notice by;
5.1.4. l e-mail to the e-mail address provided by each member, and
5.1.4.2 on the Associations website.
5.1.5 The notice, cf. clause 5.1.4 shall state the time and place for the general meeting and if an
amendment of the Associations statutes is proposed, the main content of the proposal
shall be stated in the notice.
5.1.6 Proposals from the members to be included on the agenda of the general meetings shall
be received by the Chairman of the Board of Directors at least one week after receiving
the notification in clause 5.1.4.
5.1.7 Extraordinary general meetingsshall be convened by the Board of Directorsif the
Associations auditor or 1/10 of the Associations members has demanded it. Such
extraordinary meeting shall be held at the latest one month after the demand has been
send to the Board of Directors.
5.2 Agenda for the ordinary general meetings
5.2.l The agenda for the ordinary general meetings shall at least include the following:
5.2.l. l The Board of Directors election of the meetings chairperson
5.2.1.2 Election of the meetings minute taker
5.2.l .3 Report from Management and the Chairman of the Board of Directors
5.2.1.4 Reports from committees regarding projects, if relevant, by their chairpersons
5.2.l .5 Consideration of proposals received duty from members
5.2.1.6 Presentation and approval of the audited accounts
5.2.1.7 Presentation of budget
5.2.l .8 Decision on membership fees
5.2.1.9 Election of the Board of Directors, cf. clause 6
5.2.1.10 Election of the Association’s auditor
5.2.1.11 Other proposals.
5.3 Agenda for extraordinary general meetings
5.3.1 The agenda for the extraordinary general meetings shall at least include the following:
5.3.1.1 The Board of Directors election of the meetings chairperson
5.3.1.2 Election of the meetings minute taker
5.3.1.3 Consideration of the proposal which has caused the extraordinary general meeting
5.3.1.4 Other Proposals
5.4 All members of the Association have the right to demand that a specific proposal is on the agenda
on a general meeting, but only if the proposal in due time and in writing is sent to the chairman of
the Board of Directors so that the proposal can be added to the agenda.
5.5 Voting rights and other resolutions
5.5.l Ordinary Members have one vote each, if duly registered as a member of the Association.
5.5.2 Supporting members are not entitled to vote.
5.5.3 All decisions on general meetings, shall be passed by a simple majority of votes, except
for decisions regarding amendment of the Associations statutes, which only can be
resolved if (i) 2/3 of the members entitled to vote, and (ii) 2/3 of the Board of Directors,
votes in favor of the proposal to change the statutes.
5.5.4 A report of the general meeting shall be recorded in the Associations minutes of
proceedings to be signed by the chairperson of the meeting.
5.5.5 The general meeting is competent to transact businessregardless how many members that
are represented at the general meeting.
5.5.6 All members can be represented by a senior employee or authorize a representative, who
may vote on behalf of the member pursuant to a written and dated Power of Attorney
given for no more than one year.

6. The Board of Directors
6.1 The Board of Directors shall lead the activities of the Association between general meetings and shall
be responsible to the general meeting.
6.2 The Board is responsible for the overall and strategic management of the Association’s business,
including risk management and internal controls. The Board of Directors consists of the board members
elected at the general meeting. The Board of Directors are responsible for that the management and the
Association’s secretary perform in accordance with guidelines and instructions given by the Board of
Directors from time to time.
6.3 The Board of Directors consists of 5-12 members, including the chairman of the Board of Directors
and a vice chairman. The vice chairman shall act as substitute for the chairman. All board members
are appointed by the ordinary general meeting by a simple majority of votes. Board members are
appointed for a one-year term, but can be reappointed. The Board of Directors elects the chairman
of the Board of Directors by a simple majority of votes.
6.4 Board meetingsshall be held at least four times annually or more frequently if so determined by the
Board of Directors. One meeting in connection with the adoption of the annual report.
6.5 The Board of Directors forms a quorum when a minimum of 2/3 of the Board members are present.
In case of absence, a board member may give another board member a power of attorney to vote on
his/her behalf.
6.5.l For the Board of Directors to pass a resolution, the vote of a simple majority of the members’
present is required. In case of a parity of votes, the chairman shall hold the casting vote.
6.6 The business transacted at the meetings of the Board of Directors shall be recorded in a minute book to
be signed by all members of the Board of Directors.
6.7 The Board of Directors can specify other rules of procedure for the work of the Board of Directors.

7. The Management
7.1 The Board of Directors hires the Chief Executive Officer (“CEO”). The CEO is responsible for the
Associations organisation and the day-to-day work.

8. Advisory Boards
8.1 The Board of Directors can choose to appoint one or more Advisory Boards, comprised of external
experts and representatives from relevant organizations.
8.2 The Board of Directors decide the Advisory Board’s tasks and organization.
8.3 Members of the Board of Directors and employees of the Association can also be members of an
Advisory Board.
8.4 The object of an Advisory Board is to provide advice and guidance to the Board of Directors. The
Advisory Board have no decision-making authority.

9. Committees
9.1 The Board of Directors may set up committees forspecific projects and determine their terms-ofreference.
9.2 The objectivesof the Association are often realized through projects, which the Board of Directors
choose to set up or participate in.
9.3 It is the Board of Directors responsibility that the Association can report and present sufficient project
accounts on time, and that the Association complies with the agreed terms and conditions for the
projects. For the daily operation this responsibility is managed by the CEO.

10. Administration
10.1 The Management is authorized to delegate administration, project management and other tasks.

11. Membership fees
11.1 The membership fee is determined by the general meeting.
11.2 The membership fee can be different for each type of membership.
11.3 Membership fees will be collected by the Associations administration. Membership fees will be
collected at the latest 30 days after 1st of January each year, first time at the latest 30 days after 1st
of January 2017.
11.4 If a member is registered during the first six month of a year, the member shall pay the full membership
fee. If a member is registered during the last six month of a year, the member shall pay half of the
membership fee.
11.5 The, at any time valid, membership fees will be stated on the Associations website.
11.6 All membership fees are used solely for the operation of the Association.

12. Power to bind the Association and disposition right
12.1 The Association shall be bound by the signatures of either;
12.1.1 the chairman or the vice chairman of the Board of Directors together with the CEO, or
12.1.2 three members of the Board of Directors together, or
12.1.3 The chairman of the Board of Directors together with another member of the Board of
Directors.

13. Auditor and fiscal year
13.1 Auditor
13.1.1 The auditor approves and signs the annual accounts and give an auditor’s statement. The auditor
shall be a state authorized auditor.
13.1..2 Within four (4) weeks after the end of the fiscal year, the auditors must have access to all
documentation necessary to form the basis of their statement.
13.1.3 The auditors have the right to access all the board’s and the Association’s documents and
to attend all the Board of Director’s meetings and the general meetings.
13.2 Fiscal year
13.2.1 The Association’s fiscal year runs from 1 January to 31 December.

14. Dissolution
14.1 Decision on the dissolution of the Association requires that at least 3/ 4 of the members are present at
the general meeting and the resolution is adopted by at least 3/4 of the votes cast. Blank and invalid
votes will be considered not to be cast and do not count. Should 3/4 of the members not be present
at the general meeting, but the proposal adopted by 3/4 of the votes represented, the Board of
Directors will convene an extraordinary general meeting at which the proposal can be adopted by
3/4 of the votes cast.
14.2 In the event of dissolution, the Association’s assets will be used in accordance with the Associations
objectives or for other charitable purposes. The general meeting will decide on the specific use of the
assets.
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As adopted at the ordinary general meeting May 23, 2024.
As chairman of the extraordinary general meeting: