General
§ 1.1 Name of the organization
The name of the organization is Top of Europe, abbreviated as ToE.
The organisation was founded the 16th of May 1992.
§ 1.2 Objectives
The organisation’s objectives, as an independent non-profit organization, are to foster bonds of unity and brotherhood between clubs for men who have sex with men (MSM) with an interest in masculine fetishes like leather, rubber, sport, skinhead, uniform, etc.
The organization do not allow display, manifestation, or execution of racist, fascist, or anti-democratic symbol, gestures, clothes, and equivalent.
§ 1.3 Home location
The organisation’s home location is in Stockholm, Sweden where it also is registered as a non-profit organization.
§ 1.4 Financing
The organisation’s operational costs are covered by membership fees, donations, and grants.
Membership
§ 2.1 Requirements
Only non-profit organizations and clubs that accept and follows ToE statutes and values can be members of ToE.
The member club must have clear objectives stated in its statutes and organizes at least one meeting for its members each year. The club should have at least fifteen (15) full year members.
§ 2.2 Annual fees
ToE Secretary General proposes a membership fee which is decided by ToE AGM.
Each member club shall before 31st of March submit a record of its total amount of full year members per 31st of December the previous year. The club’s member fee is based on this record.
Each member club shall, no later than 31st of October transfer its member fee to ToE bank account.
If needed extra grants can be requested from member clubs to cover extra operational costs.
§ 2.3 Exclusion
Organizations and clubs who do not adhere to ToE statutes and values, or actively acts against ToE objectives, can be excluded from ToE by decision with a minimum 2/3 majority vote at a General Meeting.
Member club candidate
§ 3.1 Minimum requirement
A candidate club must accept and follow ToE objectives.
A candidate club can apply for membership at earliest 12 months after its founding date. The date of the club’s constitutional meeting is to be considered as the founding date of the club.
§ 3.2 Application
An application for membership shall consist of no less than:
- a short description of the club,
- a signed declaration that the applying club accepts ToE statutes and values,
- a copy of its statutes,
- number of members per 31st of December, and
- necessary contact information.
Application is submitted to Secretary General.
§ 3.3 Use of name
If an applying club wishes to use the name Scandinavian Leather Men (SLM), the name must be followed by the name of the club’s home city.
§ 3.4 Approval
Application shall be prepared by Secretary General and Under Secretary and presented at a General Meeting.
Applying club should be invited to send a maximum of two (2) observers to that General Meeting.
Application is approved by simple majority vote at the General Meeting.
Executive powers
§ 4.1 Annual General Meeting (AGM)
The ToE AGM is the highest authority in the organization.
§ 4.2 Secretary General
The AGM appoints a Secretary General to act as its representative with full authorisation to act for ToE in business, legal, and financial matters.
Secretary General can delegate tasks to the Under Secretary for which he has full authorisation to act for ToE in business, legal, and financial matters. Such delegation must be documented and agreed on by both parts.
The Secretary General must follow decisions by the AGM.
§ 4.3 Under Secretary
The AGM appoints an Under Secretary to act as its complementary representative.
If the Secretary General should be incapable of fulfilling his duties, the Under Secretary will step in as acting Secretary General until a new Secretary General can be elected at a General Meeting.
The Under Secretary must follow decisions by the AGM.
§ 4.4 Auditor
The Auditor is to review the organization’s operations to certify it has been executed for the benefit of Top of Europe and its member clubs, and in accordance with statutes and values.
The Auditor is also to review that the ToE finances has been handled with care and that the bookkeeping complies with the laws in the country where ToE finances is managed.
§ 4.5 Proxy
The Proxy acts on behalf of ToE, when elected Secretary General and Under Secretary are in another country than ToE home location. The Proxy have powers to execute actions necessary to facilitate transfer of power to elected Secretary General and Under Secretary.
A Proxy also has the right to act on behalf of ToE when so explicitly requested by the Secretary General or the Under Secretary concerning business, legal, and financial matters.
§ 4.6 Signatories
Secretary General and Under Secretary can individually sign for ToE in any business, legal, and financial affairs and matters as defined in §§ 4.2 and 4.3.
A Proxy can sign for ToE when transfer of Powers to elected Secretary General or Under Secretary cannot be done by residing Secretary General or Under Secretary.
A Proxy can sign on behalf of ToE in any business, legal, and financial matters when explicitly requested by Secretary General or Under Secretary.
AGM – Annual General Meeting
§ 5.1 Date, location, and summons
An AGM shall be held during May, June, July or August each year, and if possible, in connection to a ToE event arranged by the hosting club.
Summons to the AGM shall be sent by the Secretary General or Under Secretary no later than three (3) months in advance of the AGM. The AGM can be held as a physical meeting, a digital meeting, or as a combined physical and digital meeting.
The ToE member clubs take turns in hosting the AGM.
§ 5.2 Elections
At the AGM the following elections must be held:
- One (1) Secretary General, on odd years, or if needed on by-election.
- One (1) Under Secretary, on even years, or if needed on by-election.
- One (1) Auditor.
- One (1) Proxy, when so needed.
Secretary General and Under Secretary are elected for a term of two (2) years. Each be re-elected for another term of two (2) years. For any additional terms the election must be with a unanimous vote by all member clubs.
Auditor, and Proxy when needed, are elected for a term of one (1) year.
§ 5.3 Nominations
A candidate for the position of Secretary General, Under Secretary, Auditor, or Proxy should be nominated by his own home club.
§ 5.4 Representation
Each member club can be represented by up to two (2) delegates and one (1) observer. The club hosting the AGM may have two (2) observers.
Secretary General and Under Secretary are not included in these numbers.
§ 5.5 Voting
Unless otherwise stated decisions are made by simple majority.
Each represented member club, who has paid the annual fee, has one (1) vote. One member club can represent maximum one (1) other member club by written proxy.
§ 5.6 Validity
An AGM is decisive if minimum half of the member clubs are represented.
XGM – Extra General Meeting
§ 6.1 Date, location, and summons
An XGM can be called upon by the Secretary General or Under Secretary if need arises. It should, if possible, be in connection to an event arranged by one of the member clubs.
Summons to the XGM shall be sent by the Secretary General or Under Secretary no later than two (2) months in advance of the XGM. The XGM can be held as a physical meeting, a digital meeting, or as a combined physical and digital meeting.
§ 6.2 By-elections
By-elections for Secretary General, Under Secretary, Auditor, or Proxy are normally held at the Annual General Meeting but can, when needed, be held at an Extra General Meeting.
Elected positions are always for the remainder of the current term.
§ 6.3 Representation
Each member club can be represented by up to two (2) delegates and one (1) observer. The club hosting the XGM may have two (2) observers.
Secretary General and Under Secretary are not included in these numbers.
§ 6.4 Voting
Unless otherwise stated decisions are made by simple majority.
Each represented member club, who has paid the annual fee, has one (1) vote. One member club can represent maximum one (1) other member club by written proxy.
§ 6.5 Validity
An XGM is decisive if minimum half of the member clubs are represented.
Statutes
§ 7.1 Change of statutes
Change of statutes can be made at General Meeting. The proposed changes shall be presented to the member clubs no later than two (2) months before the meeting.
Decision to change the statutes is taken by a 2/3 majority vote at two (2) consecutive general meetings, after which changes comes into effect.
Dissolvement
§ 8.1 Decision to dissolve
The organization Toe can only be dissolved on an AGM.
On dissolvement any ToE financial balance, positive or negative, is shared proportionally between the clubs based on the number of members per 31st of December previous year.
Miscellaneous
§ 9.1 Records of member clubs
Each member club are to keep the Secretary General and Under Secretary updated regarding:
- The club’s name.
- The club’s official address (if available).
- The club’s official email address (if available).
- The club’s official web site (if available).
- The club’s official phone number (if available).
- Name and email to a minimum of one (1) appointed ToE contact person.
Legend
- 16th May 1992, Approved statutes at constitutional meeting.
- 10th October 1998, Changes approved at ToE AGM Zürich.
- 4th September 1999, Changes approved at ToE AGM Copenhagen.
- 13th June 2015, Changes approved at ToE AGM Gothenburg.
- 10th June 2017, Revised statutes approved at ToE AGM Tallinn.
- 7th July 2018, Changes approved at ToE AGM Copenhagen.
- 29th January 2022, Revised statutes approved at ToE XGM Stockholm.