For Groups under the Danish Management Society ("DMS"). (To be considered a guide only).

Statutes for VL Group no. ......

1. Object
The object of the Group is to serve as a forum for mutual exchange of experience regarding topical matters of importance to executives.

2. Membership
Members of the Group are executives who, according to DMS' definition, are individuals taking part in a company's top-level decision-making process. Memberhip is primarily open to executies working in medium-sized and major trading, industrial and service business and comprising the company's top executives and - in major companies - also functional managers. To a lesser extent, membership is open to executives in small-sized companies, whether stand-alone companies or companies operating under a decentralized management structure. In addition, memberhsip is open to executives in the professions, public service, institutions and other organizations whose positionand daily activities are commensurate with the above.

Endeavours are made to ensure that the Group has 30 members at all times. The Group's members are automatically members of the Danish Management Socity and pay a membership fee to it.

3. Admission and termination of membership
New members are eligible for membership if they meet the following conditions:
1. The individual in question must meet the criteria for membership of DMS and must be recommended by three members of the Group.
2. Admission proposals must be sent via the liaison officer to the Chair officiating at the next Group meeting. The Chair will take steps to circulate the proposal to all members no later than eight days before the meeting.
3. A decision regarding admission will then be made by the participants at the relevant meeting. The proposal cannot be met if verbal or written objections are made at the meeting by any one member.

Members who have not participated in at least half the meetings in a calendar year will be expelled at the end of the year, unless special circumstances apply. Members may resign from the Group at any time by notifying the liaison officer in writing. A member who retires from active service must leave the Group within the next two years after his retirement.

4. Structure
The Group has no management body. A working committee consisting of three members is appointed for 12 months at a time. The working committee is in charge of arranging the meeting programme for the Group.

A liaison officer will be elected for 12 months at a time. The liaison officer will be in charge of contact to the governing board and the secretary of the Danish Management Society.

Elections will be held in April/May.

5. Meeting
Eight to ten meeting will be held each year on a rotating basis between the individual memebers, who take turns hosting and chairing the meetings.

Normally, meetings last form about 4 pm to 8 pm. Venue dates: .............. in [months].........

Members are subject to a duty of secrecy towards third parties regarding discussions at the meetings. No minutes are kept of proceedings.

6. Finances
In order to prevent inconveniencing individual hosts at meetings with respect to payment of fees to speakers, travel cost refunds or gifts, the Group will establish a treasury from which funds will be available in such cases. Members will contribute an annual amount of DKK .... to such treasury.