GreenSpirit Constitution
(formal name “The Association for Creation Spirituality”)
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1 NAME
The name of the
Association is THE ASSOCIATION FOR CREATION SPIRITUALITY (hereinafter
called "the Association").
2 OBJECTS AND POWERS
(a) The Association is established to advance
education in and promote or further the study of or research into religion,
philosophy and science by fostering the creation-centred spiritual tradition in
contemporary society in the
(b) In furtherance of the said objects but not
otherwise the Association may:
(1) Employ and pay any person or persons to
supervise, organise and carry on the work of the Association and make all
reasonable and necessary provision for the payment of pensions and
superannuation to or on behalf of employees and their widows and other
dependants.
(2) Establish where necessary local branches
(whether autonomous or not).
(3) Bring together in conference representatives
of voluntary organisations, Government departments, statutory authorities and
individuals.
(4) Promote and carry out or assist in promoting
and carrying out research, surveys and investigations and publish the useful
result thereof.
(5) Arrange and provide for or join in arranging
and providing for the holding of exhibitions, meetings, lectures, classes,
seminars and training courses.
(6) Collect and disseminate information on all
matters affecting the said objects and exchange such information with other
bodies having similar objects whether in this country or overseas.
(7) Undertake, execute, manage or assist any
charitable trusts which may lawfully be undertaken, managed or assisted by the
Association.
(8) Cause to be written and printed or otherwise
reproduced and circulated, gratuitously or otherwise such papers, books,
periodicals, pamphlets or other documents or films or recorded tapes (whether
audio or visual or both) as shall further the said objects.
(9) Purchase, take on lease or in exchange, hire
or otherwise acquire any property and any rights and privileges necessary for
the promotion of the said objects and construct, maintain and alter any
buildings or erection necessary for the work of the Association.
(10) Make regulations for any property which may be so
acquired.
(11) Subject to such consents as may be required by law,
sell, let, mortgage, dispose of or turn to account all or any of the property
or assets of the Association.
(12) Subject to such consents as may be required by law,
borrow or raise money for the said objects and accept gifts on such terms and
on such security as shall be deemed to be necessary.
(13) Raise funds and invite and receive contributions from
any person or persons whatsoever by way of subscriptions and otherwise PROVIDED
THAT the Association shall not undertake permanent trading activities in
raising funds for the said objects.
(14) Invest the moneys of the Association not immediately
required for the said objects in or upon such investments, securities or
property as may be thought fit, subject nevertheless to such conditions (if
any) as may for the time being be imposed or required by law.
(15) Do all such other lawful things as are necessary for
the attainment of the said objects.
3 MEMBERSHIP
(a) Full membership of
the Association shall be open to:
Individuals of 18 years
and over who are interested in furthering the work of the Association and who
have paid the annual subscription as laid down from time to time by the Council
hereinafter mentioned, and
(b) Junior membership shall be open to those under
the age of 18 years of age who are interested in furthering the work of the
Association. Junior members shall not be entitled to vote.
(c) Honorary members may be appointed at the
discretion of the said Council. Honorary members shall not be entitled to
vote.
(d) The said Council shall have the right:
(1) To approve or reject applications for membership,
and
(2) For good and sufficient reason to terminate
the membership of any individual or organisation PROVIDED THAT the individual
member concerned shall have the right to be heard by the said Council before a
final decision is made.
4 HONORARY OFFICERS
(a) At the Annual General Meeting hereinafter
mentioned the Association shall elect a Chair, Vice-Chair, a Treasurer and such
other Honorary Officers as the Association shall from time to time decide.
(b) The Chair and the Honorary Officers of the
Association shall hold office until the conclusion of the Annual General
Meeting of the Association next after their election PROVIDED THAT no Honorary
Officer shall hold office for more than five consecutive years. On the
expiration of such period, one further year must elapse before any former
Honorary Officer shall be eligible for re-election to the same office.
(c) The Chair and the Honorary Officers shall
automatically be members of the Association, the said Council and of any other
committee.
(d) The Association shall appoint one or more
qualified auditors or independent inspectors and may determine their
remuneration (if any).
5 COUNCIL
(a) Subject as hereinafter mentioned the policy
and general management of the affairs of the Association shall be directed by a
Council which shall meet not less than three times a year and when
complete shall consist of not less than seven or more than twelve members.
(b) The members of the Council shall be elected
at the Annual General Meeting of the Association in accordance with Clause 7
hereof.
(c) Election to the Council shall be for three
years. One third of the membership excluding persons elected under
subclauses (d) and (e) below (or the whole number nearest to this) shall retire
annually but shall be eligible for re-election, the members so to retire being
those who have been longest in office since the last election but not reckoning
the Chair and Honorary Officers. As between members who have been in
office the same length of time, those due to retire shall be chosen on the
basis of the number of votes cast at their election or in case of equality of
votes or if there was no election they shall be chosen by lot.
(d) In addition to the members so elected and to
those serving by virtue of clause 4(c) hereof the Council may co-opt up to four
further members being full members of the Association who shall serve
until the conclusion of the next Annual General Meeting after
individual co-option PROVIDED THAT the number of co-opted members shall
not exceed one-third of the total membership of the Council at the time of
co-option.
(e) Any casual vacancy in the Council may be
filled up by the Council and any person appointed to fill such a casual vacancy
shall hold office until the conclusion of the next Annual General Meeting of
the Association and shall be eligible for election at the Meeting.
(f) The proceedings of the Council shall
be invalidated by any failure to elect or any defect in the election,
appointment, co-option or qualification of any member.
(g) The Council shall appoint and fix the
remuneration of staff (not being members of the Council) as may in their
opinion be necessary.
(h) The Council may appoint such special or
standing committees as may be deemed necessary by the Council and shall
determine their terms of reference, powers, duration and composition. All
acts and proceedings of such special or standing committees shall be reported
back to the Council as soon as possible.
(i) A Member of Council shall
cease to hold office if he or she:
(1)
is disqualified from acting as a Trustee by virtue of
section 72 of the Charities Act 1993 (or any statutory re-enactment or
modification of that provision);
(2)
ceases to be a member of the Charity;
(3)
becomes incapable by reason of mental disorder,
illness or injury of managing and administering his or her own affairs;
(4)
resigns from the Council by notice
to its chair or secretary (but only if at least
(5)
is absent without the permission of the Council
from
6 MEETINGS OF THE ASSOCIATION
(a) The First General Meeting of the Association
shall be held not later that the 31 December 1994 and once in each year
thereafter an Annual General Meeting of the Association shall be held at such
time (not being more than 15 months after the holding of the preceding annual
general Meeting) and place as the Council shall determine. At least 21
clear days' notice shall be given in writing by the Secretary to each
member. At such Annual General Meeting the business shall include the
election of Honorary Officers; the election of full members to serve on the
Council; the appointment of one or more auditors or inspectors if required by
the Constitution; the consideration of an annual report or the work done by or
under the auspices of the Council and of the (audited) accounts; and the
transaction of such other matters as may from time to time be necessary.
(b) The Chair of the Council may at any time at
his/her discretion and the Secretary shall within 21 days of receiving a
written request to do so signed by not less than ten full members whether
individual or representative, and giving reason for the request, call a Special
General Meeting of the Association.
7 nominations
of honorary officers and Council members
Only full members of
the Association whether individual or representative shall be eligible to serve
as Honorary Officers or members of the Council. Nominations for Honorary
Officers or members of the Council must be made by full members of the
Association in writing and must be in the hands of the General Secretary at
least seven days before the Annual General Meeting. Should nominations
exceed vacancies, election shall be by ballot PROVIDED THAT the first members
of the Council shall be elected by personal vote at the first General Meeting
of the Association.
8 RULES OF PROCEDURE AT ALL
MEETINGS
(a)
Quorum The quorum at a general meeting of the
Association shall be twenty members, and the quorum of the Council or of any
committee appointed under Clause 5 (h) hereof shall be one third of the total
actual membership of the Council or committee (as the case may be) or in each
case such other number as the Association may in General Meeting from time to
time determine.
(b) Voting Save as otherwise herein
provided, all questions arising at any meeting shall be decided by a simple
majority of those present and entitled to vote thereat. Arrangement for proxy
voting may from time to time be made with regard to clauses 12 and 13
hereof. No person shall exercise more than one vote notwithstanding that
he or she may have been appointed to represent two or more interests, but in
case of an equality of votes the Chair of the meeting shall have a second or
casting vote.
(c) Minutes Minute books shall be
kept by the Council and all other committees, and the appropriate secretary
shall enter therein a record of all proceedings and resolutions.
(d) Standing Orders and Rules The
Council shall have power to adopt and issue Standing Orders and/or Rules for
the Association. Such Standing Orders and/or Rules shall come into
operation immediately PROVIDED ALWAYS that they shall be subject to review by
the Association in a General Meeting and shall not be inconsistent with the
provision of this Constitution.
9 FINANCE
(a) All moneys raised by or on behalf of the
Association shall be applied to further the objects of the Association and for
no other purpose PROVIDED THAT nothing herein contained shall prevent the
payment in good faith or reasonable and proper remuneration to any employee of
the Association or the repayment to members of the Council or of any committee
appointed under Clause 5 (h) hereof of reasonable out-of-pocket expenses.
(b) The Honorary Treasurer shall keep proper
accounts of the finances of the Association.
(c) The Accounts shall be audited at least once
a year by the auditor, inspector, auditors or inspectors appointed at the
Annual General Meeting.
(d) An audited statement of the accounts for the
last financial year shall be submitted by the Council to the Annual General
Meeting as aforesaid.
(e) A bank account shall be maintained in the
name of the Association with such bank as the Council shall from time to time
decide. The Council shall authorise in writing the Treasurer, and at least
10 TRUST PROPERTY
The title to all real
or personal property which may be acquired by or on behalf of the Association
shall be vested in a corporation lawfully entitled to act as Custodian Trustee
or in not less than three or more than five individual persons (not being
members of the Council).
11 ALTERATIONS TO THE CONSTITUTION
Any alterations of this
Constitution shall receive the assent of not less than two-thirds of the full membership
of the Association for the time being present and voting at a meeting specially
called for the purpose provided that notice of any such alterations
shall have been received by the General Secretary in writing not less that 21
clear days before the meeting at which the alteration is to be proposed.
At least 14 clear days' notice in writing of such a meeting, setting forth the
terms of the alteration, shall be sent by the General Secretary to each member
of the Association PROVIDED THAT no alteration shall be made which would have
the effect of causing the Association to cease to be a charity by law.
12 DISSOLUTION
If the Council by a
simple majority decide at any time that on the ground of expense or otherwise
it is necessary to dissolve the Association, it shall call a meeting of all
members of the Association who have the power to vote, of which meeting not
less than 21 days' notice (stating the terms of the resolution to be proposed
thereat) shall be given. If such decision shall be confirmed by a
two-thirds majority of those present and voting at such meeting the Council
shall have power to realise of any assets held by or on behalf of the
Association. Any assets remaining after the satisfaction of any proper
debts and liabilities shall be given or transferred to such other charitable
institution or institutions having objects similar to the objects of the
Association as the Council may determine.
13 NOTICES
Any notice may be
served by the General Secretary on any member either personally or on its
appointed representative as the case may be, or by sending it through the post
in a repaid letter addressed to such member at his, her or its last known
address in the United Kingdom, and any letter so sent shall be deemed to have
been received within ten days of posting.
14 INTERPRETATION
For the interpretation
of this Constitution, the Interpretation Act, 1978, shall apply as it applies
to the interpretation of an Act of Parliament.
The forgoing is the constitution of
the Association for Creation Spirituality as revised by a resolution of a
Special General Meeting held at Scargill House on 16th October, 2005
Signed
H Norton, Chair of Council