Roles in a house building cooperative
Last updated: 8 January 2025.
The mandatory roles in a house building cooperative are general manager, board and auditor.
Accountant, signature and power of procuration are optional roles that can be reported.
A house building cooperative must consist of a board with a chair and at least two board members. In addition, at least one deputy board member is to be elected. It is the general meeting that elects the board, but it may be stated in the articles of association that the electoral rights is to be transferred to others. More than half of the board members must nevertheless be elected by the general meeting, unless the electoral right has been transferred to a statutory body. The electoral rights cannot be transferred to the board or to a board member.
The board elects its chair if the general meeting has not done so. The general manager cannot be the chair of the board, but may be elected as a member of the board.
When you register a board, you have to attach
- minutes of the general meeting showing the election
New board members must sign the form Coordinated register notification.
Gender balance in the board
Some house building cooperatives are required to have gender balance in the board. Check if your company must follow the new rules. If it does, you must meet the following requirements:
- If the board has three or four members, a maximum of two board members can have the same gender.
- If the board has five or more members, a maximum of three board members can have the same gender.
- If the board has seven members, a maximum of four board members can have the same gender.
- If the board has eight members, a maximum of five board members can have the same gender.
- If the board has nine or more members, a maximum of 60 per cent of the board members can have the same gender.
The rules in nr. 1 to 5 applies correspondingly for the election of deputy board members.
Gender balance and employee’s representatives
When electing two or several employee’s representatives, both sexes should be represented. The same applies to their deputy board members. It is not sufficient if the company has more than 200 employees, then the same ratio applies for board members and deputy board members elected by the employees, like the rest of the board (see information above). Board members and deputy board members must be considered separately.
Exception: If the company has 200 or less employees, and one of the genders constitute more than 80 per cent of the company’s employees at the time of the election, there are no requirements for gender representation among board members and deputy board members elected by and among the employees. The company must document this when submitting a notification to change the information about the board.
A house building cooperative must have one or several state-authorised auditors. The general meeting elects the auditor and the auditor must confirm that he or she takes on the assignment.
When you are to register an auditor, you have to attach
- the minutes from the general meeting showing the election
The auditor must confirm that they have taken on the assignment in the form Coordinated register notification.
The house building cooperative can choose to have an accountant.
It is only possible to register authorised accountants who are registered in the Register of Accountants.
The accountant must confirm that they have taken on the assignment.
A house building cooperative is obliged to have a general manager who is employed by the board.
The general manager must be a natural person who is 15 years of age or older.
Signature is an authorisation to act and sign on behalf of the house building cooperative in all circumstances.
Basically, the board jointly has signature. The board can assign signature rights to board members or the general manager or named persons, either separately or jointly.
If some of the board members have not signed the coordinated register notification, you must attach the minutes from the board meeting showing the decision of those who are to be assigned signature.
Power of procuration is an authorisation to act and sign on behalf of the house building cooperative, associated with the daily operations. The proxy cannot encumber or sell the enterprise’s real property.
The board can issue power of procuration to one or more people. If there are several people, you must state whether they are empowered to use it separately or jointly. Limitations beyond this, for instance connected to time or amount, cannot be registered.
Powers of procuration can be withdrawn by the board at any time.