Our statutes

The name of the association is Nordic Institute for AI Risk and Resilience (NIARR).

The Board may adopt and use an abbreviation, Swedish translation, secondary name or other public-facing designation consistent with the Institute’s name and purposes.

The Board of the Institute shall have its registered office (säte) in Stockholm, Sweden.

The Institute is an independent, non-profit association (ideell förening).

The Institute shall not operate for the financial benefit of its members, Board members, founders, donors or other private interests.

The Institute’s purpose is to promote the public benefit through scientific research, education, public information and other public-interest activities concerning artificial intelligence, emerging digital technologies, associated risks and societal resilience.

The Institute shall in particular seek to:

1. advance knowledge and scientific research concerning risks, impacts, safety, security, governance and resilience relating to artificial intelligence and emerging technologies;
2. strengthen society’s capacity to understand, anticipate, prevent, mitigate and respond to risks arising from artificial intelligence and emerging digital technologies;
3. advance education and public understanding concerning artificial intelligence, AI risk and resilience;
4. promote the protection of children and young people, human rights, privacy, human autonomy, safety, security, democratic institutions and other public interests affected by artificial intelligence;
5. facilitate dialogue and cooperation between researchers, educational institutions, policymakers, public authorities, civil society, technical experts, industry and the wider public; and
6. contribute to informed, evidence-based and responsible approaches to the development, deployment and governance of artificial intelligence.

The Institute shall pursue its purposes on a non-profit, independent and nonpartisan basis.

The Institute may pursue its purposes through activities including:

• scientific and interdisciplinary research;
• research reports, policy papers and other publications;
• educational programmes and materials;
• AI-risk and resilience literacy initiatives;
• activities concerning children and young people;
• conferences, seminars, lectures and workshops;
• public communication and engagement;
• research collaborations;
• cooperation with universities, research institutions, civil society, public authorities and other organisations;
• grants, research projects and public-interest initiatives;
• policy and governance research and dialogue; and
• other activities consistent with the Institute’s purposes.

The Institute may operate in Sweden, throughout the Nordic region, at European level and internationally.

The Institute shall safeguard its intellectual, research and institutional independence.

No donor, sponsor, member, founder, commercial partner or other external party shall, solely by virtue of providing funding or other support, have the right to determine or control the Institute’s research conclusions, findings or publications.

The Board shall adopt appropriate rules concerning conflicts of interest, funding transparency and research independence.

Board members and other persons acting on behalf of the Institute shall disclose material conflicts of interest in accordance with policies adopted by the Board.

The Institute may receive funding through grants, public funding, foundations, philanthropic contributions, donations, research collaborations, educational activities, events and other sources compatible with the Institute’s purposes and independence.

The Institute’s assets and income shall be used to advance its purposes.

No profits or assets of the Institute may be distributed to members merely by reason of their membership.

Reasonable compensation may be paid for work or services performed for the Institute where approved in accordance with applicable rules and appropriate conflict-of-interest procedures.

Membership may be granted to natural persons and, where determined appropriate by the Board, legal persons that support the Institute’s purposes and undertake to comply with these statutes.

Membership in the Institute is open to any individual who:

• supports the purposes and objectives of the Institute;
• undertakes to comply with the Institute’s statutes and duly adopted rules; and
• pays any membership fee determined in accordance with the statutes.

Membership shall be granted on objective, transparent and non-discriminatory grounds.

An application for membership may not be refused arbitrarily. Any restriction or refusal of membership must be based on legitimate grounds consistent with the Institute’s purposes, activities, statutes and applicable Swedish law.

Membership shall not require a particular profession, academic qualification, political affiliation, nationality, ethnicity, religion, gender, age, disability, sexual orientation or other personal characteristic, except where a particular requirement is objectively justified and lawful in relation to the nature or purpose of a specific activity.

Membership does not in itself confer any right to represent the Institute publicly, conduct research in its name, speak on its behalf, hold a Board position or otherwise exercise authority on behalf of the Institute.

A member may resign from the Institute by providing written notice.

A member may be excluded only on objectively justifiable grounds, including a material breach of the statutes, serious misconduct affecting the Institute, or conduct materially contrary to the Institute’s purposes.

Before exclusion, the member shall normally be informed of the grounds and given a reasonable opportunity to respond.

Decisions concerning refusal or exclusion shall be documented and made in accordance with the statutes, applicable policies and Swedish law.

The annual general meeting may determine an annual membership fee.

The annual general meeting may establish different membership categories and fees where appropriate and consistent with applicable law.

The general meeting (föreningsstämma) is the Institute’s highest decision-making body.

Each member entitled to vote shall have one vote unless otherwise lawfully provided in these statutes.

The ordinary annual general meeting shall be held once per year at a time determined by the Board.

Participation may take place physically, electronically or through a hybrid format where permitted by the statutes and applicable Swedish law.

The ordinary annual general meeting shall consider, as applicable:

• opening of the meeting;
• election of meeting chair;
• election of meeting secretary;
• election of person(s) to verify the minutes;
• establishment of the voting list;
• determination that the meeting was duly convened;
• approval of the agenda;
• presentation of the Board’s annual report;
• presentation of financial statements;
• presentation of the auditor’s report;
• adoption of the income statement and balance sheet, where applicable;
• decision concerning discharge from liability for the Board;
• election of Chair;
• election of other Board members and any deputies;
• election of auditor(s);
• determination of any membership fee;
• consideration of proposals from the Board and members; and
• other matters properly before the meeting.

An extraordinary general meeting may be convened by the Board when necessary.

An extraordinary meeting shall also be convened where required under these statutes or applicable principles of Swedish association law.

The notice shall specify the matters to be considered.

Notice of a general meeting shall be provided to members through email or another method determined by the Board.

Notice of the annual general meeting shall be provided at least fourteen (14) days before the meeting.

Notice of an extraordinary general meeting shall be provided at least seven (7) days before the meeting.

Unless otherwise provided in these statutes, decisions of the general meeting shall be made by simple majority of votes cast.

In the event of an equal vote, the meeting chair shall have the casting vote, except in elections, where the result shall be determined by lot unless the meeting decides otherwise.

Voting shall ordinarily be open, but elections shall be conducted by secret ballot if requested by an eligible voting member.

The Board is responsible for the Institute’s organisation, strategy, financial administration, governance and activities between general meetings.

The Board shall consist of the Chair and not fewer than two (2) and not more than six (6) additional Board members, as determined by the general meeting.

The general meeting may also elect deputies.

Board members shall normally be elected for a term ending at the conclusion of the next ordinary annual general meeting and may be re-elected.

The Board may appoint a Vice Chair, Treasurer, Secretary or other officers from among its members or otherwise organise its responsibilities as appropriate.

The Board shall meet as often as necessary.

Board meetings may be conducted physically, electronically or through another appropriate means.

The Board constitutes a quorum when more than half of the serving Board members participate.

Board decisions shall be made by simple majority.

In the event of an equal vote, the Chair shall have the casting vote.

Minutes shall be maintained for Board meetings and material decisions.

A Board member shall disclose any material personal, professional or financial interest that may conflict with the interests or independence of the Institute.

A Board member with a material conflict concerning a particular matter shall not participate in the decision on that matter where required by the Institute’s conflict-of-interest policy or applicable law.

The Board shall adopt and maintain a conflict-of-interest policy.

The Institute’s authorised signatory arrangements (firmateckning) shall be determined by the Board.

Unless otherwise decided by the Board, the Institute shall be represented by two Board members acting jointly.

The Board may grant specific authority or powers of attorney for particular matters.

The Institute shall have at least one auditor or reviewer elected by the annual general meeting.

The auditor shall review the Institute’s financial administration and the Board’s management to the extent required under applicable law and good association practice.

The auditor shall not be a member of the Board.

The Institute’s financial year shall be 1 January to 31 December.

For the first financial year, the financial year shall run from the date of establishment until 31 December of that year, subject to applicable Swedish accounting and tax requirements.

The Institute shall maintain appropriate accounts, records and internal financial controls in accordance with applicable requirements.

The Board is responsible for ensuring appropriate administration of the Institute’s funds and assets.

Amendments to these statutes require a decision of two subsequent general meetings, one of which can be extraordinary, supported by at least two-thirds (2/3) of the votes cast.

A proposed amendment shall be identified in the notice of the meeting.

A decision to dissolve the Institute requires approval by at least two-thirds (2/3) of the votes cast at a general meeting convened for that purpose.

Following settlement of the Institute’s liabilities, any remaining assets shall be transferred to one or more non-profit or public-benefit organisations pursuing purposes substantially similar to those of the Institute.

Remaining assets shall not be distributed among the Institute’s members, founders or Board members.

The general meeting deciding on dissolution shall determine the eligible recipient or recipients of the remaining assets in accordance with this provision.

These statutes shall be interpreted in accordance with the Institute’s non-profit and public-benefit purposes and applicable Swedish law and principles governing ideella föreningar.