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Content updated Tue, 22 Jun 1999 17:10:54 GMT

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Dunbar's John Muir Association

Scottish Charity No 022857

Index

1. NAME
2. OBJECTS: The Association's Objects are:
3. UNDERLYING PRINCIPLES
4. POWERS
5. MEMBERSHIP and SUBSCRIPTION
6. COUNCIL
7. HONORARY OFFICE-BEARERS
8. SALARIED OFFICERS
9. MEETINGS OF COUNCIL
10. MEETINGS OF THE ASSOCIATION
11. MODES OF ACTION
12. AUDITOR
13. PROPERTY
14. AMENDMENT OF THE CONSTITUTION
15. WINDING UP

1. NAME

The Association shall be known as Dunbar's John Muir Association (hereinafter referred to as "the Association").

2. OBJECTS: The Association's Objects are:

1. To advance the education of the public concerning John Muir, as the Dunbar-born pioneer of world nature conservation, and his belief in the unique and irreplaceable value of wild places and wild creatures
2. To implement John Muir's philosophy practically by conserving, restoring and enhancing landscape and wildlife in East Lothian and Scotland.

3. UNDERLYING PRINCIPLES

All of the Association's activities, projects and management functions shall be carried out within the context of the guiding principles of Sustainability laid out by H.M. Government in A U.K. Strategy for Sustainable Development (1994) in line with Agenda 21 of the United Nations World Summit on the Environment (1992). These comprise:

1. The Wise Use of Resources: of energy, materials, land and natural heritage
2. Environmental Capacity: living within the carrying capacity of the environment
3. Environmental Quality: promoting the highest environmental standards
4. The Precautionary Principle: assessing the risks of any proposed development
5. Environmental Responsibility: taking responsibility for our environmental future.

The Association will exemplify the above principles, by creating facilities and projects which reflect the highest standards of environmental excellence, and through sensitivity to the impact of its operations on the natural environment. In the spirit of Local Agenda 21 the Association will pursue its aims in full partnership with local communities, taking their views into account and involving them at all stages.

4. POWERS

In furtherance of the said Objects the Association may

1. employ and pay any person or persons to supervise, organise and carry on the work of the Association;
2. 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;
3. engage and pay fees to professional and technical advisers or consultants to assist in the work of the Association;
4. bring together in conference, and work in liaison with, representatives of voluntary organisations, Government departments, local and other statutory authorities and individuals;
5. take out membership of such organisations as are considered to be in the interests of and compatible with the objects of the Association;
6. promote and carry out or assist in promoting and carrying out research, surveys and investigations and where considered appropriate publish the results;
7. arrange and provide for or join in arranging and providing for the holding of exhibitions, meetings, lectures, classes, demonstrations and experiments, seminars, training courses, concerts, dramatic presentations, film shows, virtual reality experiences;
8. collect and disseminate information with due regard to copyright and data-protection rules on all matters affecting the Objects, and exchange such information with other bodies having similar objects whether in this country or abroad;
9. cause to be written and printed or otherwise reproduced and circulated, free of charge or for payment, such papers, books, periodicals, pamphlets or other documents, or such films, recorded tapes (whether audio or visual or both) or any other media as shall further the Objects of the Association;
10. alone or with others purchase, take on lease or 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 necessary for the work of the Association;
11. make regulations for the management of any property which may be so acquired;
12. subject to such consents as may be required by law, sell, let, mortgage, dispose of or turn to account any or all of the property or assets of the Association;
13. 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;
14. raise funds and invite and receive contributions from any person or persons whatsoever by way of subscription and otherwise provided that the Association shall not undertake permanent trading activities in raising funds for the said Objects except by means of a company established for that purpose;
15. 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 and
16. do all such other lawful things as are necessary for the attainment of the said Objects.

5. MEMBERSHIP and SUBSCRIPTION

1. Membership of the Association shall on payment of the appropriate subscription be open to all persons and bodies interested in and in sympathy with the Objects of the Association.
2. There shall be 6 kinds of membership, namely:
   1. Life
   2. Individual
   3. Family [for 2 adults and children under 18 living at the same address]
   4. Corporate [for companies and firms which in the opinion of the Council (herinafter described) are interested in furthering the work of the Association]
   5. Affiliated [for voluntary or charitable organisations]
   6. Concessionary [pensioner/student/unwaged/junior(under 18)].
3. The rates to be appplied to each kind of subscription shall be fixed by the Council from time to time.
4. Junior Members shall not be entitled to vote at General Meetings of the Association; Life, Individual, Pensioner, Student, and the adult members of a Family shall be entitled to one vote each on any issue; a representative in categories (iv) and (v) shall be entitled to only one vote however many corporate or affiliated organisations he or she represents.

6. COUNCIL

1. The affairs of the Association shall be managed and its functions discharged by a Council.
2. The Council shall consist of the following, all of whom shall be members of the Association:
   1. The Office-bearers who shall with the exception of the President, the Convener of Council and the Treasurer, be either ordinary, appointed or co-opted members of the Council;
   2. Ordinary members who shall be elected at an annual meeting of the Association and shall retire at the end of the third annual meeting after their election, but shall be eligible for re-election at that meeting;
   3. Appointed members, not exceeding five in number and one of whom shall be nominated by the John Muir Trust, who may be appointed by the Council to serve for such period, not exceeding three years, as the Council may think fit, and shall be eligible for re-appointment;
   4. Co-opted members who may be co-opted by the Council to fill casual vacancies until the next annual general meeting.
3. The number of Ordinary and Co-opted Members together with Office-bearers (but excluding Appointed Members) shall not exceed twentyfive.
4. The Council shall have power
   1. to appoint committees, and the Conveners thereof, and to delegate such of its own power as it thinks fit to a committee to perform executive functions of the Council. A committee may include persons who are not members of the Council provided that the majority of members of the committee shall be members of the Council;
   2. to appoint members of the Council to discharge specific responsibilities on behalf of the Council;
   3. to appoint panels of skilled persons (who need not be members of Council) and the Conveners thereof (who shall be members of Council) to make detailed studies of particular matters referred to them by the Council, and to make recommendations and reports to the Council thereon.
5. Members of panels and committees shall be appointed for a period not exceeding three years, but may be reappointed from time to time.

7. HONORARY OFFICE-BEARERS

1. The honorary Office-bearers shall be the President, the Convener of Council, the Treasurer, none of whom may be co-opted members, and holders of such other offices as the Council shall from time to time determine.
2. The Council may elect a President for a period of three years.
3. The other Office-bearers shall be elected by the Council for periods of three years, which shall expire at the end of the third annual general meeting after their election, subject to earlier termination in the event of their ceasing to be a member of the Council.
4. An Office-bearer may be removed from office in circumstances to be decided by the Council, that removal being subject to approval by a Special General Meeting called within 14 days of the Council's decision. At least fourteen days' notice of the time and place and business of such a meeting shall be given to all members.

8. SALARIED OFFICERS

The Council may appoint a salaried Director and such other salaried officers and staff to perform such duties and on such terms and conditions as the Council thinks fit.

9. MEETINGS OF COUNCIL

1. The Council shall meet as necessary and its meeting place shall be in Dunbar. Meetings shall be called on the instructions of the Convener of Council, and each member shall be given ten clear days' notice of any matter of major policy which is to be considered.
2. A special meeting shall be called on receipt by th Convener of Council of a written request stating the business to be submitted to the meeting and signed by four or more members of the Council.
3. Six members, of whom at least three shall be elected members, shall form a quorum at any meeting of the Council.
4. No motion involving what shall be decided by the Convener of Council, or by his or her deputy at the meeting, to be a matter of major policy shall be carried unless passed by at least two-thirds of the members of Council present.

10. MEETINGS OF THE ASSOCIATION

1. The annual general meeting of the Association shall be held annually in Dunbar at a date to be fixed by the Council for the purpose of
   1. receiving a report by the Council for the preceding year;
   2. filling vacancies in the Council;
   3. considering any other matter requiring attention.

1. Nominations for election to Council must reach the Convener of Council at least two working days before the Annual General Meeting, and must have the prior consent in writing of the nominee.
2. The Council may arrange excursions, lectures, or other activities or functions for members of the Association, and may call special or public meetings at its discretion.
3. A special meeting of the Association shall be called either on a resolution of the Council or on the requisition of any twentyfive members of the Association, provided that the requisition is signed by the members and states the business to be submitted to the meeting. At least seven days' notice of the time and place and business of such a meeting shall be given to all members. The place for such a meeting shall be in Dunbar.
4. At any meeting of the Association, ten shall be a quorum.

11. MODES OF ACTION

1. Matters requiring immediate decision or action by the Council may be dealt with by the Convener of Council, or by the Treasurer, or by the Director, along with two members of Council one of whom shall be an Office-bearer.
2. The Association shall receive and apply subscriptions, donations and legacies for its own working, and for the promotion of its Objects, and shall have power to hold and invest funds in such manner as the Council may think proper.
3. The Director or an Honorary Office-bearer chosen by the council shall cause minutes of the business of the Association to be kept, and shall conduct official correspondence, have custody of the books, papers and other property of the Association, and shall submit an Annual Report of the proceedings of the Association, a copy of which shall be available to all members whose subscriptions are not in arrear.
4. The Treasurer shall keep the accounts of the Association, receive all monies due, collect subscriptions and pay all debts, and shall submit to the Association Annual Accounts duly audited.

12. AUDITOR

At the Annual General Meeting a Chartered Accountant or other suitably qualified person shall be appointed to audit and certify the Annual Statement of Accounts and Balance Sheet before their submission to the Annual General Meeting. In the event of the post of Auditor becoming vacant during the year, the Council shall have power to appoint a suitably qualified person to act until the next Annual General Meeting.

13. PROPERTY

The title to all property, heritable and moveable, which may be acquired by or on behalf of the Association shall be vested in the names of the trustees of a trust established for that purpose, the said trustees to include ex officio the President, the Convener of Council, and the Honorary Treasurer of the Association.

14. AMENDMENT OF THE CONSTITUTION

No alteration shall be made to this Constitution unless passed by two-thirds of the members of the Association who are present and voting at an Annual General Meeting or at a Special Meeting specially called for the purpose of considering any proposed alteration of the Constitution. Notice of any proposed alteration shall be given in writing to each member of the Association not less than fourteen days before such meeting. No alteration shall be made which would have the effect of causing the Association to cease to be recognised by the Inland Revenue as a charity.

15. WINDING UP

If the Council decide by a simple majority at any time that it is necessary or advisable to dissolve the Association, it shall call a special general meeting of the Association, of which meeting not less than twenty-one days' notice (stating the terms of the resolution to be proposed thereat) shall be given. If such a decision shall be confirmed by a two-thirds majority of those present and entitled to vote and voting at such a meeting, the Council shall have power to dispose 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 one or more charitable bodies having objects similar to those of the Associaton as may be selected by the Council.