Seabed Sanctuary Collective

Constitution – page 2

 

The Seabed Sanctuary Steering Group

The Steering Group shall be comprised of 3 officers: a Chairperson, Secretary and Treasurer, and up
to a maximum of nine (9) persons, (giving a possible 12 in total).
The term of office for the Steering Group shall be two years.  Members may put themselves forward
for a second term.  Insofar as is practicable the Chair shall normally only hold office for two years.
The Steering Group shall elect officers at the meeting immediately following the AGM.
The Steering Group shall have the power to appoint sub-committees for a specific purpose.
The Steering Group shall have the power to co-opt any person outside the Collective in order to
ensure that all local interests or expertise are adequately represented.
The Steering Group shall meet as often as officers deem necessary, but usually bi-monthly and
meetings shall normally last less than two hours.
The quorum shall be five members of the Steering Group, which must include at least two officers.
Presence at Steering Group meetings can be via telephone or internet.
Members of the community are welcome to attend Steering Group meetings in a non-voting
capacity.

Meetings:

AGM
a) The AGM shall be held within 15 months of the group being constituted and on an annual
basis thereafter. Not more than fifteen months shall pass between one AGM and the next.
Eligibility of collective members to vote depends on fully paid-up membership as at 31st
October, in the month of October that precedes the AGM.

b) The AGM shall:
• Agree the minutes of the last AGM
• Receive an Annual Report from the Steering Group
• Present a statement of accounts to members
• Elect Steering Group members.
• Agree rates for membership fees (if any)
• Vote on amendments to the Constitution
• Consider any motions or matters put forward by members

c) Nominations for the Steering Group must normally be received by the Secretary in writing at least
three (3) days before the meeting, unless the Steering Group makes a decision to accept
nominations at the AGM.

d) Nominees should be present at the AGM unless they are unable to attend due to illness, holiday,
etc. at the discretion of the Steering Group. The Secretary must be informed.

e) All members must receive in writing not less than seven (7) days’ notice of the AGM.  Alterations
to the Constitution require a two-third majority of those present.

f) Motions or matters to be discussed shall be given to the Secretary in writing no later than 7 days
before the date of the meeting.

General Meetings
General meetings are open to all members of the collective and decisions shall be binding.

Special General Meetings
a) A special general meeting, open to all members of the collective, may be called by the Steering
Group or if requested by seven (7) representatives of the members.  At least 3 days’ notice shall be
given to the Collective of any such meetings.  If a member believes an item to be of a confidential
nature this must be made known to the Chair before commencement of business, and the Steering
Group must decide whether to decide the item in a closed session at the end of the general meeting.
Fully paid membership at preceding 31st October qualifies collective members to vote.  In the event
of a tie the Chair shall have the casting vote.

c) Conflict of interest must be declared. A member who declares conflict of interest should then
withdraw from the discussion and voting on the issue in question.

Minutes
Minutes must be kept of all formal meetings and the minutes formally approved by the next meeting
(Steering Group or general). Minutes will include:
• Names of persons in attendance
• Decisions taken
• Actions decided on
• Apologies sent

Confidentiality:
All members must at all times use their utmost discretion and tact when dealing with matters arising
within the group.

Finance
a) One account shall be opened at a bank , Credit Union or post office approved by the Steering
Group in the name of Seabed Sanctuary Collective.
b) An accurate record of income and expenditure must be produced each year at the AGM to
be made available to all members on request.
c) Accounts should be open to inspection by members on request.
d) All monies raised by or on behalf of the Seabed Sanctuary Collective (SSC) shall be applied to
further the aims of the SSC and for no other purpose.
e) The SSC will carry out any appropriate external scrutiny and/or audit of the accounts as
required by current legislation.
f) Account(s) must be opened in the name of the Seabed Sanctuary Collective.  Cheques,
transfers and other banking instruments or instructions shall be signed by two authorised
signatories who must also be members of the Steering Group.
g) Signatories must not be related to, or be members of, the same household.
h) Proper records of all transactions including petty cash transactions must be kept.
i) Finances raised for or on behalf of any sub-committee must be applied only within the terms
agreed by the Steering Group.

Winding Up
On winding up of the group any monies left in the account shall be released by the Steering
Group to appropriate environmental groups.