Name of the Non-profit Association and Relations to Other Organisations

The name of the non-profit association (hereinafter the Association) is non-profit association Worldloppet Ski Federation (Mittetulundusühing Worldloppet Ski Federation – in Estonian).

The non-profit association Worldloppet Ski Federation is a sovereign non-profit association that is independent of any other associations.

Location and Financial Year of the Association

The Association is located in the Republic of Estonia, City of Tartu.

The financial year of the Association begins on April 1 and ends on March 31.

Objectives of the Association

The objectives of the Association are the following:

To promote the popularity of cross-country skiing by organising quality long- distance popular races throughout the world.

To recognise dedicated long distance cross-country skiers who have completed the required number of Worldloppet races during their lifetime and have become Worldloppet Masters.

To encourage the elite cross-country skiers to participate in Worldloppet races.

To promote friendship among skiers of different nations, thereby strengthening peace in the world.

To annually determine, in conjunction with the International Ski Federation (FIS), the best long-distance cross-country skiers in the world.

To grant trainee and/or sports scholarships to support the purposeful development of the Association.

The Association shall achieve these objectives through the following:

By supervising and co-ordinating provision of well-organised races to large numbers of participants of various ages and abilities by the members of the Association.

By selling Worldloppet passports to the skiers to be stamped for each completed race as a confirmation of the completion of the race and as an attractive memento of the race to each participant.

By awarding Worldloppet Masters with medals of merit, in order to recognize that the skier has fulfilled all requirements to Worldloppet Masters.

Membership, Admission of New Members, Membership Fee

The members of the Association shall be legal entities who organise long-distance cross-country races, applying a principle that only one member per nation is admitted.

The applicant shall be an organiser of a traditional long-distance cross-country skiing race in its country that has gained sufficient popularity among local skiers.

New members shall be admitted on the condition that they demonstrate as high standards in organising long-distance races as the founders, and do not have permanent financial difficulties.

The membership application and the annexes thereof provided for in the document "Worldloppet Rules and Regulations", approved by the General Meeting, shall be presented to the Secretary General.

The General Meeting shall decide the acceptance of new members.

The Association shall have a one-time entry fee, the amount and terms of payment of which shall be laid down by the General Meeting.

The General Meeting shall lay down the amount and terms of payment of the membership fee for the next year.

Departure from the Association

Any member of the Association shall have the right to leave the Association on the following conditions:

After expiration of a term of two years for advance notice to the General Meeting (handing in one's written resignation to General Meeting) and settlement of potential debts to the association.

Before the expiration of a term of two years for advance notice in case such proposal has been made by the Executive Committee and approved by the General Meeting.

Exclusion from the Association

A member may be excluded from the Association with the resolution of the General Meeting for the following reasons:

Upon failure to adhere to the Constitution.

Upon causing significant damage to the reputation of the Association.

Upon non-payment of the annual membership fee for two years.

Rights and Obligations of the Members

A member of the Association shall be entitled to:

Participate in the activities of the Association in the manner provided for the present Constitution.

Submit proposals and/or inquiries to the Management Board, Secretary General, Executive Committee and/or the General Meeting in the matters concerning the activities of the Association.

Promote Worldloppet passports and symbolics.

A member of the Association shall be obliged to:

Adhere to the present Constitution.

Pay entry and membership fees in the amount and on the terms as specified in the Constitution.

When organising Worldloppet long-distance cross-country skiing member races, be guided by the "Worldloppet Rules and Regulations" and the rules established by the International Ski Federation, in case the latter are applicable to the Worldloppet race and are not at variance with the requirements laid down in the "Worldloppet Rules and Regulations".

General Meeting and Calling of the General Meeting

The General Meeting shall be the highest body of the Association. The Association shall hold one regular annual General Meeting, hereinafter referred to in this Constitution as the Annual General Meeting. Other general meetings of the Association shall be called Special General Meetings.

The members of the Association shall organise the Annual General Meeting in rotation.

As a rule, the Annual General Meeting is held in June. The members participating in an Annual General Meeting shall approve the country and proposed time of the Annual General Meeting to take place in two years' time by simple majority.

The General Meeting is competent to adopt resolutions if at least two-thirds of the members of the Association are present.

Only a member of the Association shall have the right to participate in the General Meeting. Each member of the Association shall have one vote.

The General Meeting shall decide all matters concerning the management of the Association, which have not been placed in the competence of the Management Board, Secretary General or the Executive Committee by the present Constitution or law.

Notice of the Annual General Meeting along with the exact time and location shall be given by the Secretary General (Management Board) at least 60 days in advance. The agenda approved by the Management Board shall be sent to the members at least 30 days in advance of the Annual General Meeting.

A Special General Meeting shall be called by the Secretary General (Management Board) at his/her discretion or if this is requested in writing by at least 1/10 of the members of the Association. The Management Board shall give notice of the Special General Meeting to the members at least 30 days in advance of the Special General Meeting.

Competence of General Meeting

The General Meeting is competent to:

Admit new members.

Amend the Constitution.

Adopt and amend the "Worldloppet Rules and Regulations".

Establish the amount of the entry and membership fees for the Association.

Decide on dissolution, merger and division of the Association, as well as decide upon proposal of the Executive Committee on foundation of a branch office of the Association - the Representative Office of Worldloppet Ski Federation.

Approve of the reports of the Secretary General (Management Board) and the budgets.

Evaluate the work of the Management Board (Secretary General).

Remove and appoint the Secretary General and members of the Management Board.

Approve of the members of the Executive Committee nominated by the regions.

Approve Departure from the Association.

Exclude from the Association

Resolution of General Meeting

A resolution of the General Meeting is adopted if at least two-thirds of the members of the Association present at the meeting vote in favour.

The resolution of dissolving the Association is adopted if over two-thirds of the members present at the General Meeting are in favour.

Amendments to the Constitution

A resolution of amending the Constitution is adopted if over two-thirds of the members present at the General Meeting are in favour.

The resolution of altering the objective of the Association is adopted if all members of the Association are in favour. The consent of the members who were not present at the General Meeting shall be submitted in writing.

Management Board and Secretary General

Member(s) of the Management Board shall be elected by the General Meeting for a term of four years.

The Management Board shall have one or two members, one of whom shall ex officio be the Secretary General. In case the Management Board of the Association has two members, the Secretary General shall be the Chairman of the Management Board. One Member of the Management Board shall by Law be a permanent resident of Estonia.

The Secretary General shall be elected by the Annual General Meeting for a term of four years.

The precise procedure for putting up candidates to the office of the Secretary General and electing the Secretary General is laid down in the "Worldloppet Rules and Regulations".

Competence of the Management Board (Secretary General, in case the Management Board has only one member):

Hear the opinions and suggestions of the Executive Committee and implement its decisions.

Set up working parties for dealing with and solving joint tasks and problems.

Provide the members of the Association with necessary information concerning management of the Association.

Present annual account of the Association to the General Meeting for approval.

Present the activity plan and draft budget for the coming year to the General Meeting for approval.

Implement the resolutions of the General Meeting and manage the business of the Association.

Manage the assets of the Association.

Decide on which jobs shall be paid for, define salaries of the employees and decide on the payment of bonuses according to and not overcoming the budget.

Perform other tasks, which are not placed within the competence of the Executive Committee or the General Meeting pursuant to the present Constitution or law.

Make efforts for finding and contracting potential sponsors.

Resolutions of the Management Board

The Management Board is competent to adopt resolutions if over one-half of the members of the Management Board are present at the meeting of the Management Board.

A resolution of the Management Board is adopted with a majority of votes of the members of the Management Board present at the meeting of the Management Board.

Executive Committee

The Executive Committee shall be set up for supervising, supporting and assisting the Secretary General (Management Board).
The Executive Committee shall be an advisory body for the General Meeting.

The Executive Committee shall have three members who are not elected to the office but are appointed by the members of the Association from the regions as follows:

• One member of the Executive Committee shall be appointed by the member associations registered in the Scandinavian countries (Finland, Sweden, Norway, Estonia and other members in that region);
• One member of the Executive Committee shall be appointed by the member associations registered in the Central European countries (Germany, France, Italy, Switzerland, Austria, the Czech Republic and other members in that region);
• one member of the Executive Committee shall be appointed by the member associations registered in the overseas countries (USA, Canada, Australia and Japan and other members from outside Europe).

The members of the Executive Committee shall be appointed for a term of four years. A principle is applied that changing of the membership shall take place two years after the election of the Secretary General.

The Executive Committee may propose to the General Meeting to found a branch office of the Association - the Representative Office of Worldloppet Ski Federation - to the country of residence of the elected Secretary General.

The branch office of the Association - Representative Office of Worldloppet Ski Federation - shall not be an independent legal entity. The duration of activities of the Representative Office of Worldloppet Ski Federation shall be the duration of office of the elected Secretary General in the country of his residence.

The managing bodies of the Representative Office of Worldloppet Ski Federation shall be the managing bodies of the Association (Secretary General, Management Board, Executive Committee and General Meeting), who fulfil their duties towards both, the branch office as well as Worldloppet Ski Federation, according to their power of authority

Supervision

The General Meeting shall supervise the activities of the Secretary General, the Management Board and the Representative Office.

The General Meeting may call for an audit to audit the financial activities of the Association.

Assets of the Association

The assets of the Association shall be composed of:

Entry and membership fees.

Donations and grants having pecuniary value. The Association shall not be entitled to alter the purpose of any purpose-oriented donations and grants.

Income gained in publishing and distributing publications of the Association and income gained in organising gainful events and other activities in compliance with the statutory objectives of the Association.

The assets of the Association shall be managed, used and disposed of by the Management Board.

Dissolution of the Association

The Association shall be dissolved:

Upon decrease of the number of members of the Association to below three.

Upon the inability of the General Meeting to elect the Secretary General.

Upon the inability of the Association to execute its statutory objectives.

Dissolution of the Association may always be decided by a resolution of the General Meeting.

Distribution of Assets of the Association upon Dissolution

After satisfaction of all claims of creditors and depositing the money, the remaining assets shall be transferred to any non-profit association that has similar statutory objectives. The Secretary General and the Executive Committee shall lay down the procedure for transferring the remaining assets.

Name: The name of this organization shall be Worldloppet Ski Federation. (Hereinafter referred to as Wordloppet).

The official languages of the organization shall be English and German. Internal communication shall be in English.

Logo: The Worldloppet shall have a Logo that has been approved by at least two-thirds of its members who may change or modify this Logo from time to time at the General Meeting.

Flag: The Wordloppet shall have an official flag that displays its logo and shall be shown at all Wordloppet races and at the General Meeting as well as at any other official Wordloppet gathering or function. The flag shall be attractively designed and may be changed from time to time at the General Meeting.

Worldloppet shall be independent of any other organization.

In order to keep a consistently high standard and uniformity in cross-country ski racing, the member races shall recognize and honour FIS rules, when applicable, and not in conflict with the Worldloppet rules.

The Worldloppet shall consider membership of only one race from any nation. The race organization must meet the high standards of quality, which are evidenced by the other Worldloppet races. Any member must demonstrate financial stability and the popularity among its local skiers.

If a Worldloppet member has not fulfilled the intent for admission to Worldloppet (article 4.03) for 3 consecutive years, it will have to comply with the Executive Committee's corrective action plan. This includes, but is not limited to, the quality of the events, geographic inclusion, growth in participants, fulfillment of financial and reporting obligations, etc.

If a Worldloppet member has not fulfilled the Executive Committee's corrective action plan, the AGM will decide on its Worldloppet membership.

Any new member admitted shall be required to pay an initial once-only fee which shall be established by the General Meeting.

Each member shall be charged an annual fee in order to cover the financial interests of the Worldloppet organization. This fee shall be set forth annually at the General Meeting. Any member, who has outstandings in the payment of the annual fee shall be denied voting rights until the outstandings are settled. If a member has a two year debt of the annual fees it will result in expulsion from the organization if approved by a two-third vote by the members at the General Meeting.

Voting:
1)Each member race shall have one vote regardless of the size of the race.
2) No proxies shall be allowed under any circumstances.

Principle:
Only one race per nation shall be admitted to the Worldloppet.

Admission criteria for new members:
Adequate proof must be submitted that the applicant clearly represents the major event in the nation concerned and that it is the choice of the National Ski Federation which represents this race.

Minimum requirements for admission to Worldloppet:

The distance of the race must be at least 50 km. For races held at an altitude of or above 1,500 metres sea level, the minimum distance is 42 km.

The race must have taken place at least 3 consecutive times before a request for admission can be submitted.

The total number of skiers participating in and completing the entire distance of the main race must have exceeded 1,000 in each of at least 3 previous years. However, Worldloppet General Meeting may take well founded exceptions, in order to promote cross-country skiing in that special geographical region.

It must be guaranteed that the race takes place annually at the same date, but this date should not be in conflict (if possible) with an already established Worldloppet race.

The recording of the results must be done on a computer system.

The secretary of the race must be available during the entire year to answer correspondence and telephone calls. Fax and Internet connection are necessary.

It must be guaranteed that participants from all Worldloppet nations can participate at the race without having any visa or admittance problems.

It must be also guaranteed that the skiers of all Worldloppet nations are able to travel to all Worldloppet races without having any difficulties in leaving the country or visa problems.

In any other case, the official rules and the constitution of Worldloppet have to be observed.

Procedure for Admission

The following documents must be presented to the Secretary General:

• a written application by the responsible organization (legal entity), which would like to be admitted;
• a supporting letter from the National Ski Federation, confirming their choice of this race for representing their country in Worldloppet (this should be sent by the National Ski Federation to the Secretary General);
• the official results of the main race of the last three competitions.
  

An applicant is required to invite 3 delegates of Worldloppet, including at least 1 popular skier, for 3 days in order to inspect the race. All expenses (travel, accommodation and meals) have to be paid by the applicant.

Following the inspection, the decision of admission will be made at the next Worldloppet General Meeting based upon the report of the delegates.

A one-time entry fee of 13.000,0 EURO has to be paid by the applicant upon acceptance in order to cover the costs for changing various printed material, medals, flags, passports, etc.

Responsibilities:
It shall be the responsibility of each individual member organization to provide a safe and efficiently organized race in general accordance with the FIS rules. A current edition of the FIS rules for cross-country ski races and the Worldloppet Rules and Regulations shall always be available at every race office.

Race dates:
Each member must submit a tentative race date for the following two seasons in writing to the Secretary General. All race organizers shall endeavour to avoid duplication of dates and work closely together with other races in their respective geographical region to promote the Worldloppet world-wide.

Substitution of races:
Substitute race dates cannot be considered.

After AGM has approved the next season´s calendar, the members are not allowed to change their race distance or location of the start and/or finish places or to add into the programme new accompanying races, valid for a Worldloppet stamp, except in case of extreme weather conditions.

Shortening of races:
In case Worldloppet (main or short) race is shortened or altered due to bad weather conditions, the race will remain valid for a Worldloppet stamp.

Technical Delegates (TDs) shall be appointed by FIS from a list of qualified TDs having a specialisation in popular racing and, wherever possible, experience and knowledge of Worldloppet races.

Accommodation:
Each WL member shall provide free accommodation for at least 2 persons for 2 nights during their race for the official delegations of the other WL members. Official delegations shall consist only of members or VIP-s of the organizing committees of WL races.

Free starting fees:
Each member has the right to receive five free starting tickets at each other race, the entry has to be made by the office of the respective member.

Doping control.
Every Worldloppet member must:
a) invite their national doping agency in order to carry out doping tests during their race.
b) ensure that all necessary facilities are available at their race to ensure doping tests can be carried out.

Each member shall take all necessary steps to ensure that the ideas of Worldloppet and FIS Marathon Cup are commercialized effectively at their race.

At each individual event advertisement material for Worldloppet shall be available in the language of the respective host nation.

Each member shall send results to the Secretary General in printed and digital format, together with copies of relevant advertising material and newspaper cuttings.

Each member shall make supreme efforts to promote the popularity of Worldloppet through information to the racers and the media. Each member shall also provide press releases of the standings of the respective Worldloppet elite skiers from time to time as the season progresses.

Each member is obliged to register participating Worldloppet Passport holders, arrange a reception for Worldloppet Masters and announce it officially in the race programme and other information materials.

Each member race is recommended to ensure the possibility of registration for the race via Internet and to pay the entry fee with credit card.

Results and Information.
Each member is obliged to ensure the following:

actual latest information about the race is immediately published on its web-site and as a news on Worldloppet web-site;

the web-site contains a link for press information.

the preliminary start list of elite skiers and the whole current start list are published at least 1 week before the race on its web-site.

the unofficial result list of a minimum 30 male and 30 female racers, the photos of the female and male winners and a press release both in native language and English are published on the race's web-site within 2 hours after the finish of the winner and by 15.00 by the local time at the latest.

the unofficial complete result list is published on the race's web-site within 12 hours after closing of the finish.

The highest authority of this organization is the General Meeting.

The management of the organization shall be delegated to the Secretary General.

As support and supervision for the Secretary General an Executive Committee shall be established consisting of one representative from Scandinavia, Central Europe and Overseas (Asia, North America and Australia). The members of this committee shall not be elected at the General Meeting but are appointed by their respective regions for a term of four years. Changes in the membership shall wherever possible take place during the middle of the term of office of the Secretary General.

Term of Office:
The term of office for the Secretary General shall be four years. The Secretary General's term may be extended for one year or he may be re-elected for an additional four year term.

Electoral Procedure:

Election for the office of Secretary General shall take place at the appropriate General Meeting.

The Secretary General shall be voted for as a person and not the member race. An assistant should also be available to the nominee in order to carry on business in case of illness.

Before the 4-year term of office of the Secretary General has expired, the Executive Committee shall prepare a list of 2 candidates agreeing to accept nomination.

All candidates nominated should be individuals dedicated to the positive future of Worldloppet and with a background in business along with the ability to coordinate and direct an international organization such as Worldloppet.

Duties of the Secretary General:

The Secretary General shall be responsible for the administration and operation of the organization.

In the execution of these duties the policies, as established for this organization, must be observed.

Salary:
The Secretary General shall not receive any salary for the execution of his office however reasonable expenses shall be reimbursed.

The Secretary General may employ an assistant for a reasonable salary for the work for Worldloppet.

The General Meeting (Annual or Special General Meeting) shall be the highest body of the Association. The Association shall hold one regular annual General Meeting, hereinafter referred to in these Worldloppet Rules and Regulations as the Annual General Meeting.

Each member has the right to speak at the General Meetings, using the official languages. If a member does not speak one of the official languages, he must make his own arrangements for a translation into English or German.

The Secretary General must ensure that the proposals for constitutional amendments, additions or deletions are forwarded to each member in writing at least thirty (30) days prior to the General Meeting

Conduct of the General Meetings:

The first order of business shall be the election of the Chairman from the attending members to preside over this particular meeting.

The purpose of this election is to enable full participation of the Secretary General in the business of the meeting. It also gives each member the chance to express themselves more freely about the conduct of the organization in regard to past events or planned future events in a positive or negative way.

Voting:
Unless otherwise specified in the Constitution of this organization voting shall be decided by two-thirds majority vote.

Each member race shall have one vote regardless of the size of the race

No proxies shall be allowed under any circumstances

Amendments of the Constitution require over two-thirds majority of the attending members.

The resolution of altering the objective of the Worldloppet require approval of all the members.

Quorum:
The presence of at least two-thirds of the members shall constitute the quorum. Where a lesser number is in attendance the meeting may be adjourned for a period of not more than three months from the date scheduled and the Secretary General shall cause a notice of this newly scheduled meeting to be sent to all members who were not present at the original meeting. A quorum shall be required at any adjourned meeting.

Annual General Meeting (AGM):

The Annual General Meeting shall be rotated among the members and shall be held every year and generally in the month of June.

The site and date of each Annual General Meeting shall be decided by simple majority vote at the Annual General Meeting held two years in advance.

A notice of the Annual General Meeting must be sent to all members at least 60 days prior to the meeting date. A detailed agenda for that meeting must be forwarded a minimum of 30 days prior to the date.

Every member race shall attend the Annual General Meeting at their own expense.

Agenda of the Annual General Meeting:

The agenda for the Annual General Meeting shall be prepared by the Secretary General. The agenda shall include at least the following items: 1. Election of Chairman
2. Financial report and budget planning
3. Technical interests
4. Calendar of the races for the next 2 years
5. Site of the next AGMs

Those members wishing to submit items for the agenda must send them to the Secretary General in writing at least 40 days prior to the meeting.

A detailed agenda for the Annual General Meeting must be forwarded a minimum of 30 days prior to the date.

Responsibilities of the host of the Annual General Meeting:

The host member shall be responsible for all hotel and meeting arrangements. This has to be done in time to provide a notice together with an estimate of cost to each member at least 90 days before the meeting.

The host member shall be responsible for arranging a social calendar for evening events; it also should attempt to arrange daytime activities for visiting spouses.

If the host member has special arrangements with an airline they should try to assist overseas members with arranging the best possible fares.

No expenses for particular programme points, tours or other events shall be charged to Worldloppet, unless they are approved by a two-thirds majority of the members.

The host member shall find a secretary for the minutes in the official language of Worldloppet. The charges for this (travel excluded) shall be paid by Worldloppet.

Special General Meeting:
Special General Meetings of the organization may be called by the Secretary General or on written request of at least one-tenth of the members setting forth the purpose of such special meeting. Each member must receive notice of a special meeting at least 30 days in advance.

Each cross country skier shall be able to buy a Worldloppet passport in which the Worldloppet races he/she has completed are certified.

Eligibility:
All cross country skiers world-wide are eligible.

Purchase of Passport:
The Worldloppet passport can be obtained at the office of the Secretary General or from any Worldloppet member race.

Fee:
The fee is decided at the Annual General Meeting (same price for gold and silver).

Worldloppet Gold Master:
After having completed the official races (main races) in 10 different countries, at least one of them overseas, the skier shall receive a diploma, confirming his/her status as a Worldloppet Gold Master. In order to receive this diploma the Wordloppet passport has to be mailed to the Secretary General. A Worldloppet Master also has the right to purchase a Master Medal at the office of the Secretary General.

Wordloppet Silver Master:
The Worldloppet also recognizes skiers who have completed the official short races (at least 20 km) in 10 different countries, at least one of them overseas. These skiers shall receive diplomas, confirming their status as Worldloppet Silver Masters. Skiers completing a mixture of 10 races (official main and short races) will be eligible to receive the Worldloppet diploma and medal in silver.

Silver and Gold pins:
Every new passport holder shall receive a pin from the Secretary General; a special gold pin shall be mailed to all new Worldloppet Gold Masters and a special silver pin to all new Worldloppet Silver Masters.

The Worldloppet organization shall work in partnership with FIS to promote an annual FIS Marathon Cup, based on the Worldloppet series of races.

The objectives of the FIS Marathon Cup are to improve the status of long-distance ski racing by attracting the world's best skiers to long distance races and to increase media and spectator interest in the Worldloppet races and in popular cross-country ski racing in general.

Rules for the FIS Marathon Cup are established by the FIS Sub-Committee for Popular Cross-Country Skiing, working in conjunction with the Worldloppet Management Board (Secretary General), and must be approved by both the Worldloppet Executive Committee and the FIS Cross-Country Committee. These rules may be amended from time to time with the agreement of both bodies.

Participants in the FIS Marathon Cup shall be registered on the official entry forms.

Worldloppet Rules and Regulations shall be adopted and amended by the General Meeting according to the procedures for amendment of the Constitution.