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NORTH EAST MOUNTAIN TRUST - Constitution
A Quality Future for Mountaineers and Hill-Walkers
- The Trust shall be an unincorporated association having its base in Aberdeen.
- The objects of the Trust shall be to protect from potentially damaging
developments, the upland and coastal environments of Scotland, and in
particular North-East Scotland, for the benefit of all taking recreation
there both now and in the future. In furtherance of these aims the Trust will:
(a) gather, collate, assess and disseminate information about all aspects
of Scottish mountain and coastal environments and about all actual and
potential developments which might affect them,
(b) provide a forum for the exchange of views about such matters between
all parties having an interest in them and
(c) make representations and encourage others to make representations
to individuals and authorities having responsibility for such matters.
- Membership of the Trust shall consist of three categories:
(a) Individual Members open to any individual.
(b) Member Clubs open to such Clubs as appear to the General
Council to have objects and interests in keeping with those of the Trust.
(c) Affiliated Bodies open to any such Clubs, associations and
other similar organisations as appear to the General Council to have
objects and interests in keeping with those of the Trust.
- The General Council of the Trust shall consist of such Individual
Members or representatives of Member Clubs as may be elected from time
to time in general meeting provided that the number on the General Council
shall not exceed any limit set in general meeting.
- The General Council shall from time to time appoint from its number
a Chairman, a Secretary and a Treasurer. It may allocate other specific
functions to any of its number. It may co-opt individuals from the membership
of the Trust to fill vacancies in its number.
From time to time it may establish committees under the convenership
of any of its number to deal with specific aspects of the functions
of the Trust. It may vary the remit and membership of such committees
and establish rules for the conduct of itself and any committees. Members
shall be indemnified out of the assets of the Trust in respect of any
expenses or liabilities arising from their proper actings on behalf
of the Trust or in accordance with the instructions of the General Council.
- Applications for membership of the Trust shall be considered by the
General Council at its first meeting after receipt. Applications for
Club Membership should be accompanied by a note of the current membership
of the applying Club and any other relevant information required. Other
bodies seeking affiliation to the Trust shall make application providing
such information as may be required.
- The General Council shall have power to terminate any membership
if it deems the behaviour of an Individual Member, or the objects of
a Member Club or Affiliated Body have become irreconcilable with the
interest of the Trust.
- The Trust shall have the calendar year as its subscription year.
The accounts year shall run from 1st October to 30th September.
- All subscriptions shall fall due on the first day of the subscription
year or on subsequent admission. If any subscription is not paid within
three months of becoming due the member concerned shall cease to be
entitled to the benefits of membership. The General Council shall have
the power at any time to raise funds for the furtherance of the objects
of the Trust in any lawful manner.
- The General Council shall cause proper books of account to be kept
and accounts to be prepared in respect of each accounts year. The accounts
shall be subject to examination by an independent examiner as appointed
by the trustees. These accounts shall be laid before the members of
the Trust in general meeting.
- All bank accounts, deposits and investments of the Trust shall be
vested in the Treasurer.
- The General Council and any committees established by it shall meet
as frequently as the objects of the Trust require, but at least twice
in a year in the case of the General Council. Meetings of the General
Council may be called by the Chairman or the Secretary on notice of
not less than seven days (unless all members of the General Council
accept shorter notice).
- The Trust shall hold an Annual General Meeting within three months
of the end of its accounts year. The General Council shall have the
power to call Special General Meetings on such occasions as it thinks
appropriate and the Secretary shall call a Special General Meeting if
he receives a requisition on behalf of:
(a) 10 or more Member Clubs or one third or more of the Member Clubs or
(b) 30 or more Individual Members or one third or more of the Individual Membership.
- The business of the Annual General Meeting shall be
(a) receipt of a report from the General Council on its actings since
the last Annual General Meeting,
(b) consideration of accounts for the preceding accounts year,
(c) election of a General Council to hold office until the next Annual General Meeting,
(d) election of an independent examiner to examine the current year's accounts,
(e) the fixing of the appropriate subscription rates and
(f) any other competent business.
The Annual General Meeting shall be called with not less than fourteen
days notice accompanied by a copy of the accounts to be laid at it.
- The notice of or requisition for a Special General Meeting shall specify
the business for the meeting and only that business shall be competent
at the meeting. Special General Meetings shall be called with not less
than twenty-one days notice.
- Subject to paragraph 9 above:
(a) all Individual Members shall be entitled to receive notice of and
attend all general meetings. All Member Clubs and Affiliated Bodies shall be entitled to receive notice of and be
represented at all general meetings by one or more persons.
(b) Voting rights at general meetings shall be as follows: each Individual
Member, 1 vote; Member Clubs with up to 29 members, 5 votes; Member Clubs with up to 59 members, 10 votes; Member
Clubs with up to 99 members, 20 votes; Member Clubs with up over 100 members, 30 votes; Affiliated Bodies shall
not be entitled to vote.
- The chair at all general meetings shall be taken by the Chairman
of the General Council, whom failing such other individual
present and entitled to vote as the meeting may appoint. A quorum at
general meetings shall be sufficient individuals entitled to cast 61
votes or one quarter of the total voting entitlement of the Trust. Subject
to paragraphs 19 and 20 below, all questions arising at general meetings
shall be decided by a majority of votes.
- The General Council shall have discretionary power to deal with any
matter not provided for in this Constitution.
- This constitution except paragraph 20 below may be altered if it
is so resolved at a Special General Meeting by two-thirds of the votes
cast provided that the notice of the resolution has been given under
paragraph 15 above.
- The Trust may be wound up if it is so resolved at a Special General
Meeting by three-quarters of the total voting entitlement of the Trust,
provided that forty-two days notice of the meeting and of the resolution
has been given. In relation to a resolution for the winding up of the
Trust members shall be entitled to vote by letter. If a winding up
resolution is carried the powers of the General Council shall cease
except so far as may be necessary for the purposes of the winding up
and suitable persons shall be appointed to realise any assets of the
Trust. After satisfactory liabilities and expenses, the surplus, if
any, shall be paid over to the organisation or organisations nominated
in the winding up resolution and qualifying at the time of payment as
a charity for statutory purposes. In the event that there is a deficit
this shall be satisfied by contributions from those who were members
at the time of passing of the winding up resolution in proportion to
the annual subscriptions paid or due by them for the subscription year
then current.
Accepted at the Annual General Meeting on 30 November, 1993.
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