Stofnunarreglur

Stofnunarreglur are the founding rules or articles of association by which a legal entity, such as a foundation or a non-profit association, is established and governed under Icelandic law. They define the entity’s name, legal form, registered office, and purpose or object, along with the scope of its activities. They may specify the duration of the entity, if applicable, and lay out key governance and operational principles.

Typical contents of stofnunarreglur include membership rules, the rights and duties of members, and the governance structure (such as the composition, powers, and appointment of the board and officers). They establish decision-making procedures, including notice requirements, quorum, and voting at general meetings or member assemblies. Financial provisions are commonly included, covering funding sources, budgeting, accounting practices, auditing, and the handling of assets upon dissolution. Other common elements address internal controls, conflicts of interest, and any committees or subsidiary rules necessary for administration.

In Icelandic practice, stofnunarreglur are binding on the entity and its members and must comply with applicable laws. Amendments to the rules typically require a formal resolution at a general meeting or an equivalent decision-making body, following procedures stated in the rules themselves. If the entity seeks formal recognition or registration by authorities, the stofnunarreglur may need to be filed together with other formation documents.

Stofnunarreglur are most commonly used for non-profit associations and foundations, though the term can apply to other contexts where a formal set of founding rules is required to establish a legal entity under Icelandic law.