1. Name, registered office, and founder

• The name of the Association is DATACENTERINDUSTRIEN. The secondary name of the Association is DANISH DATACENTER INDUSTRY, and the abbreviation hereof is DDI.
  
  
• The registered office of the Association shall be in Viborg, Denmark.
  
  
• The Association is founded by a number of industrial, manufacturing, and service providers and public institutions engaged in the establishment, operation, servicing, and attraction of datacentres in Denmark.
  
  
• The Association is founded as an association, subject to Part 13 of the Danish Foundation Act.

2. Object

• The Association shall serve and promote the members’ mutual financial and social interests and work in order to obtain a development in terms of social responsibility of present and future datacentres in Denmark and the respective municipalities.
  
  
• The Association shall act to attract datacentres to Denmark through recognition, systemization, and development of suppliers of the associated services.
  
  
• The Association shall support and promote product development and innovation, training and attraction of the requisite labour for the benefit of datacentres in Denmark.
  
  
• The Association is a non-profit association, and the Association’s operations and activities are covered by membership fees, registration fees, sponsorships, and cost covering payments for the Association’s services. Periodically assessed profits shall be included in the Association’s continued operations.

3. The Association’s assets

• At the time of the foundation, the Association’s assets amount to DKK 240,000, paid up by the founders of the Association as their membership fee for the first year. To this amount shall be added membership fees, paid annually in advance by members.
  
  
• The Association’s capital thus amounts to the assets and liabilities at any time, which appears from the Association’s annual report.
  
  
• The Association is liable for its commitments only with the capital at any time and possible reserves.
  
  
• The members and founders of the Association are not liable for the Association’s obligations of any kind.

4. Conditions in relation to the founders

• No special rights or privileges are assigned to the founders in connection with the foundation.
  
  
• The Association’s funds may at no time be returned to the founders.

5. Members

- Companies, organisations, public or private institutions, and educational or research institutes may become members if they have an interest in promoting the establishment and operation of data centres in Denmark.
- Executive Members pay an annual fee set by the General Assembly, which for 2017 was set at DKK 30,000 plus VAT, regardless of joining date. Payment grants full membership rights.
- Business Members pay an annual fee set by the General Assembly, which for 2017 was set at DKK 5,000 plus VAT, regardless of joining date. Payment grants the right to participate in member events and the General Assembly with the right to speak.
- Membership may be refused or terminated by the Board if a member fails to fulfil its obligations or does not sufficiently contribute to the Association’s purpose. Membership fees are refunded proportionally for the remaining part of the membership year.

6. Membership fee

• According to proposals made by the Board of Directors, the ordinary general meeting of the Association shall fix the annual membership fee for both Executive members and Business members.
  
  
• The participation in general meetings, discussions, and voting at general meetings are subject to the condition that a member is not in more than two months’ arrears with payment of the membership fee.

7. The Board of Directors
(Effective until the 2026 Ordinary General Assembly)
7.1 The Association is managed by a Board of 5–20 members appointed as follows:
• Candidates are nominated by the sitting Board to ensure staggered terms.
• Only individuals representing or employed by Executive Members may be elected.
• Candidates must notify the Chairperson or the Director in writing. The Board then decides whether to appoint them as interim members under clause 7.3 or nominate them for election at the next General Assembly. Proposals must be submitted no later than 10 days after the General Assembly notice is issued.
7.2 Board members are appointed for up to three years. Re-election is possible. The term ends immediately after the General Assembly.

(Effective from the 2026 Ordinary General Assembly)
7.1 The Association is managed by a Board of 5–7 members elected by the General Assembly. Only individuals representing or employed by Executive Members may be elected.
Additionally, the Board may appoint up to two external Board Members who must be confirmed by the General Assembly.
Nominations must ensure coverage of the following competencies:
• Strategic decision-making experience in professional boards
• Executive-level experience in a member company
• Insight into political decision-making processes
• International experience in the data centre industry
• Experience from the hyperscale and/or colocation segment
Candidates must notify the Chairperson or Director in writing.
The Board may appoint up to two interim external Board Members until the next General Assembly.
7.2 Board members are appointed for two-year terms. Re-election is possible.
7.3 In case of early resignation, the Board may appoint an interim member until the next General Assembly.
7.4 Immediately after the General Assembly, the new Board elects a Chairperson and two Vice-Chairpersons. Ties are decided by drawing lots.
7.5 The Chairperson convenes Board meetings. Meetings are held as needed.
7.6 Decisions are made by simple majority. The Board has a quorum when more than half the members are present.
7.7 Minutes shall be kept and signed by all present members. Dissenting opinions may be recorded.
7.8 The Board shall adopt rules of procedure.

8. Advisory Board/ Working Grouos

• The Board of Directors have the ability to set up an Advisory Board to provide advice on specific focus areas. The Board of Directors shall issue the Rules of Procedure for the Advisory Board and establishes the period for as well as conditions of the members’ participation in such work.
  
  
• All Executive members, who want to contribute to the Advisory Board’s work, may each appoint a representative to the Advisory Board.
  
  

9. Executive director and administrator

• 9.1 The Board appoints a Director to handle the daily management of the Association.
  9.2 The Director may attend Board meetings but has no voting rights.
  9.3 The Board enters an agreement with an Administrator to manage daily operations together with the Director.
  9.4 A representative of the Administrator may attend Board meetings but has no voting rights.

10. General meeting

• 10.1 The General Assembly is the Association’s supreme authority. The Ordinary General Assembly must be held before the end of April with at least 21 days’ notice.
  10.2 Notice may be given via the Association’s website and/or email.
  10.3 The General Assembly is chaired by a Board-appointed chairperson.
  10.4 The agenda must include:
  a) Board report
  b) Presentation of audited annual report
  c) Presentation of budget for approval
  d) Approval of membership fees
  e) Consideration of submitted proposals
  f) Election of Board Members
  g) Election of auditor
  h) Any other business
  10.5 Executive Members may submit proposals at least 14 days before the General Assembly.
  10.6 Each Executive Member has one vote and may vote by written proxy.
  10.7 Decisions are made by simple majority unless otherwise provided.
  10.8 Minutes must be kept and signed by the chairperson.
  10.9 Extraordinary General Assemblies may be held if requested by the Board or at least 10 Executive Members.
  10.10 The Board must convene an extraordinary meeting within 21 days and no later than 14 days after receiving such request.

11. Investment of assets

11.1 The Board ensures that the Association’s assets are invested responsibly and securely.

12.  Remuneration of the Board

12.1 The General Assembly may decide that Board Members receive annual remuneration within reasonable limits. The amount is set by the Board and approved by the General Assembly.

12.2 The Association shall maintain customary liability insurance for the Director and Board.

13. Financial year

• The financial year of the Association shall be the calendar year.
  
  
• The first financial year of the Association runs from the foundation to 31 December 2017.

14. Annual report and auditing of the annual accounts

• The Association shall draw up the annual report to be presented in accordance with generally accepted accounting principles.
  
  
• The annual report shall give a true and fair view of the Association, including the Association’s assets and liabilities, its financial position, and profit and loss.
  
  
• The annual report shall be drawn up and signed by the Board of Directors.
  
  
• The annual report of the Association shall be audited by an approved accountant elected by the general meeting.
  
  
• The accountant shall be elected by the general meeting for one year at a time.

15. Power to bind the Association

15.1 The Association is bound by the Director jointly with the Chairperson or a Vice-Chairperson, by three Board Members jointly, or by the entire Board collectively.

16. Amendment of the Articles of Association

16.1 Amendments to clauses on purpose (2), members (5), and dissolution (17) require a two-thirds majority of Executive Members present.

16.2 Other provisions may be amended by simple majority.

17. Dissolution of the Association

17.1 Dissolution requires a two-thirds majority of Executive Members present.
17.2 A liquidator must be appointed by the General Assembly.
17.3 Upon dissolution, the Association’s funds must be used in accordance with its purpose.

18. Commencement

18.1 These Articles enter into force upon establishment.


Approved at the Ordinary General Assembly on 30 January 2025.