Constitution

Friends of Nature UK (hereinafter called the 'Association') is a non-profit making cultural organisation.

CONSTITUTION

1. NAME AND STATUS OF THE ASSOCIATION
The name of the Association is Friends of Nature UK. The Association is a member of the International Friends of Nature (IFN, NFI, IAN).

2. OBJECTS OF THE ASSOCIATION
The objects of the Association are to promote understanding and friendship between people regardless of race, religion, age, gender, economic or cultural background; to encourage cooperation and a spirit of democracy, tolerance and community; and to champion a sustainable relationship between people and nature particularly through resource conservation and the promotion of outdoor and cultural activities.

3. SCOPE OF MEMBERSHIP
(a) Membership
Membership of the Association shall be open to any person in the United Kingdom on payment of such fees and subscriptions, the amount of which may from time to time be decided by an annual general meeting.
(b) Honorary Membership
The Committee shall be empowered to confer Honorary Life Membership on any member who, in their opinion, has given outstanding service to the Association over a long period.

(c) Affiliated Membership
Organisations and Institutions may apply for affiliated membership, providing their activities, policies and aims do not conflict with those of the Friends of Nature UK. A ratio of full and affiliated members of each such application and the affiliation fees will be decided by the National Committee and must be ratified by the AGM.

4. APPOINTMENT OF OFFICERS
The Officers of the Association shall consist of the President, the Vice-President, the Secretary, the Assistant Secretary, Membership Secretary, Treasurer and Youth Officer who shall be elected annually. Affiliated members can not be appointed to the National Committee.
Special Interest Representatives such as the Bulletin Editor, Environmental Officer, House Representative, Outdoor Activities Officer and Webmaster shall also be appointed annually by the Annual General Meeting.

5. TERM OF OFFICE
The above Officers shall hold office as indicated in Rule 4 unless removed by resolution of a general meeting of the Association. Any vacancy in such office shall be filled by resolution of a general meeting. If any elected Officer shall be unable to fulfil the function of his office by virtue of resignation, incapacity or death, the Committee may appoint one of their number to take the place of such Officer until the next general meeting.

6. APPOINTMENT OF NATIONAL COMMITTEE
The National Committee (hereinafter called "the Committee") shall consist of the Officers and one representative of each established local group. Substitutes may be allowed. Retiring members may offer themselves for re-election.

7. NATIONAL COMMITTEE
The Committee shall convene at least three times a year. This may take the form of a physical meeting of committee members in a designated place or by the use of some electronic communication system linking committee members remotely. The President of the Association if present shall preside at all such committee meetings. In the absence of the President, the Vice-President shall preside and in the absence of both, a member of the Committee present will be elected to preside and conduct the business in accordance with the published agenda. Each member including the President shall have one vote and in the case of equality of votes, the President shall have a second or casting vote. The Committee shall have the power to co-opt not more than three additional members; any co-opted member shall serve only until the next annual general meeting of the Association. Co-opted members shall have the right to vote during any part of any committee meeting to which they are invited to attend.

8. GENERAL MEETINGS
The Annual General Meeting of the Association shall be held in the month of April or within seven days thereof. Every member shall receive notice of such a meeting, including the agenda, nomination list and details of any motions, at least 14 days in advance.
A Special General Meeting of the Association may be convened by the Secretary at the request of the Committee or at the request of 20 adult members upon notice of 21 days which shall state the business to be considered at the meeting.

A quorum at general meetings shall consist of 25 adult members; however, if 30 minutes after the meeting was due to start, a quorum is not present, the President shall be empowered to declare the meeting open after which such business communicated to the members on the Agenda may be transacted, and the decisions taken shall be voted as if a quorum was present.

Nominations of members for election to office, duly proposed and seconded, must be received by the Secretary in writing at least 28 days before the meeting, the nominated members having indicated their willingness to stand. The Annual General Meeting may waive this rule to take nominations on the day of the meeting should no written nominations for one or more posts have been received.

Motions in writing, duly proposed and seconded, must reach the Secretary at least 28 days before the meeting.

Elections shall take place with the assistance of two or more members of the Association being appointed as honorary scrutineers if necessary.

9. VOTING RIGHTS AT GENERAL MEETINGS
At general meetings of the Association every adult member present including the President shall have one vote and in the case of equality of votes the President shall have a second or casting vote.

10. ENROLMENT FEES AND SUBSCRIPTIONS
The annual subscription and/or enrolment fees for membership and any occasional or special levies shall be determined from time to time by the annual general meeting. Annual subscriptions shall become due and payable on 1st January in each year. Where 10 or more persons in the same organisation apply for membership as a Group, the National Committee, at their discretion, shall waive all joining fees but one.

11. CONTINUATION OF MEMBERSHIP
Any person over the age of 18 years who has paid an enrolment fee and subscription in accordance with the foregoing clause shall be entitled to attend and vote at all general meetings of the Association so long as such current subscription has been paid but a person whose subscription is more than 3 months in arrears shall cease to be a member. The Committee shall have the power to terminate membership and shall not be required to give reasons for so doing.

12. ACCOUNTS
The Accounts of the Association to 31st December in each year shall be presented to the members at the annual general meeting next after that date. The accounts shall be checked or verified by a competent person(s) appointed by the members at the Annual General Meeting. Group accounts shall conform to the same dates and procedures.

13. FINANCIAL ACCOUNTING
All sums collected shall be handed over to the Treasurer who shall be responsible for the proper keeping of the Association's accounts and shall have the power to give receipts for all monies paid to him on the Association's account and shall pay the same into such account or accounts as the Committee thinks fit.

14. MANAGEMENT OF INVESTMENTS
The Committee may invest on behalf of the Association and by resolution of the Committee, any monies not, in the opinion of the Committee, required for the immediate purposes of the Association with power from time to time to transpose such investments.

15. MANAGEMENT EXPENSES
All the proper costs, charges and expenses of and incidental to the management of the Association shall be defrayed out of the funds of the Association with receipts supplied where possible.

16. CHANGES TO THE CONSTITUTION
The rules other than Rule 2 may be altered, repealed or added to by a resolution passed by a two thirds majority of the members of the Association who are present at a general meeting and of which notice has been served upon every member of the Association at his last known address. Amendments to Rule 2 also require the prior approval of IFN.

17. ACTION IN THE EVENT OF WINDING UP
In the event of the Association being wound up by a properly constituted resolution of a general meeting, the funds remaining to the Association shall be transferred to IFN Headquarters to be held in trust.
In the event of a Local Group being wound up by a properly constituted resolution passed at a Local Group meeting, all remaining Group funds shall be transferred to the general funds of the Association.

18. DUTIES OF OFFICERS
(a) President
The President of the Association shall be the President of the Committee. His other principal duties will be to guide the policy of the Association as outlined by the Committee; to maintain close liaison with other members of Naturfreunde Internationale; to foster good relations with leaders of affiliated and kindred organisations, and to encourage good relations and harmonious working between the officers, the members of the Committee and the membership so that the best interests of the Association are maintained.
(b) Vice-President
The Vice-President shall cover all the duties and responsibilities of the President if the President is unable to attend to such duties and responsibilities. The Vice-President shall also undertake such duties and responsibilities of the President which may, from time to time, be delegated to him by the President or Committee.

(c) Secretary
The Secretary of the Association shall be the Principal Correspondent for and on behalf of the Association. As Secretary of the Committee, his other duties will include: implementation of Committee decisions and liaison with local groups.

(d) Assistant Secretary
The duties of the Assistant Secretary of the Association will include providing assistance to the Secretary, as required, in the implementation of Committee decisions and with arrangements for holding general and committee meetings, and other matters as the Committee may decide from time to time.

(e) Treasurer
The Treasurer of the Association shall act as financial adviser to the Committee. Duties will include maintaining all financial accounting records and the provision of periodical position statements as required, the management of banking accounts authorised by the Committee and for the safe-guarding of short-term investments authorised by the Committee.

(f) Membership Secretary
The Membership Secretary shall be responsible for maintaining the membership records of the Association, issue of annual membership stamps, and for the provision of statistics appertaining thereto.

(g) Youth Officer
The Youth Officer shall represent the interests of members up to the age of 25 years. The Youth Officer represents the Association at all functions of the International Young Nature Friends (IYNF). The Youth Officer will liaise with IYNF. He/she will be responsible for the arrangement of all youth activities of the Association.

19. DUTIES OF SPECIAL INTEREST REPRESENTATIVES
(a) Bulletin Editor
The Bulletin Editor is responsible for all matters concerning production and distribution of the Bulletin.
(b) Environment Representative
The Environment Representative shall represent the interests of the members in terms of nature conservation and sustainability issues. Duties will include the conduct of routine correspondence with members on conservation matters.

(c) House Representative
The House Representative shall provide information about our houses to our members and to those who are members in other countries.

(d) Outdoor Activities Representative
The Outdoor Activities Representative shall represent the interests of members who wish to pursue outdoor activities. Duties will include the conduct of routine correspondence with members on outdoor activities. He/she will be responsible for the arrangement of all outdoor activities of the Association.

(e) Webmaster
The Webmaster shall ensure that the internet/online presence of the Association is maintained via both email and the World Wide Web/WWW. He/she shall also maintain the Association's website and assist, where possible, with Committee members' and Representatives' internet access.

The Special Interest Representative is not a Committee member unless elected as such. The representative has the right to attend a committee meeting with the President's consent if he/she deems a personal report necessary. The President may invite or request a representative to a committee meeting if necessary.

The Special Interest Representative will liaise with the appropriate international reference person of the IFN. The representative will represent the Association at national or international meetings or conferences which fall into his/her sphere of interest. The consent of the national committee for such attendance, especially with regard to necessary expenses must be obtained beforehand. All activities special interest groups are the responsibility of the appropriate representative.

20. COMMITTEE MEETINGS
(a) Venue
Committee Meetings shall be held at a time mutually convenient to the majority of Committee members. This may take the form of a physical meeting of committee members in a designated place or by the use of some electronic communication system linking committee members remotely.
(b) Agenda
Items for the Agenda for Committee Meetings shall be communicated to the Secretary at least 14 days before the date of the meeting. The Secretary shall publish the Agenda to all members of the Committee at least 7 days before the date of the meeting. The internet may be used, both email and the website, for communication between Committee members and Representatives. Any committee members without internet access must be informed by surface mail.

(c) Quorum
A Quorum for the purposes of the committee meetings will be five members of the Committee.

(d) Minutes of Committee Meetings
The Minutes of each Committee Meeting shall be drawn up by the Secretary who will email them to each member of the Committee, the Representatives and to the Chairmen of established local groups for their perusal. Reports for the next Committee meeting plus items for discussion will be sent with the Minutes of the previous meeting 14 days beforehand. Any committee members without internet access must be informed by surface mail.

LOCAL GROUP ACTIVITIES
21. MANAGEMENT OF LOCAL GROUPS
The establishment of local groups will be at the discretion of the Association's Committee in the first instance; such action to be confirmed at the next Annual General Meeting. The activities of each local group will be controlled by a Local Committee led by a Local President.
All group rules must be submitted to the National Committee for approval and must not contravene this Constitution.

22. LOCAL GROUP MEETINGS
At least one Local Group meeting will be held during each year ended 31st December to which all members of the Association for the time being resident in the area shall be invited to attend. Bona Fide members not residing in the group's area shall be eligible to attend, but no one can be a member of more than one group. The Local President and Local Committee members shall be elected at this annual meeting. The arrangements for such election shall follow the pattern established in Rule 8 above.

23. SCOPE OF ACTIVITIES OF LOCAL GROUPS
The activities of local groups shall be restricted to matters of local interest and promotion of national policy but shall not conflict with the activities of the Committee of the Association.

FINANCE
24. FINANCE - GENERAL
(a) Money management
The Treasurer of the Association shall, at all times, safe-guard the security of the Association's finance by good management and, in this respect, offer advice to the Committee based on the best evidence at the time. He shall draw to the immediate attention of the President, and if necessary, the Secretary, any occurrence that could, in his opinion, jeopardise in any way the continued security of the Association's finances. Similarly, any anomalies in claims for repayment of expenses or for services rendered which appear to be excessive should be drawn to the attention of the President, in confidence, for the benefit of his advice as to the subsequent action to be taken.
All monies received on behalf of the Association shall be deposited, at the discretion of the Committee, in securities, deposits or the bank accounts of the Association taking into account the financial security of the institution. Only mutuals should be used, ideally ethical, rather than banks but obtaining the best rate of interest.

(b) Bank Accounts
Bank accounts in the name of the Association shall be established by the Secretary at the discretion of the Committee. The management of such accounts shall be under the direction of the Treasurer. Bank accounts so authorised will be used solely for the official business of the Association.

(c) Disposal of Funds
No funds are to be disposed of or transferred without the consent of the Committee authorised at a committee meeting.

(d) Report to committee meetings
The Treasurer will report to each committee meeting as to the financial position of the Association and have records available at the meeting to answer all reasonable financial questions that may be raised by Committee members.

25. DISPOSAL OF MONIES RECEIVED
(a) Prompt paying in
All monies to the credit of the Association shall be paid in to an authorised bank account at the earliest convenient time after receipt. Monies received shall not be used to settle outstanding payments.
(b) Prompt ledger entries
The receipt of all debits and credits shall be recorded in the official ledger drawn up for the purpose.

26. PAYMENTS
(a) Payments due
All amounts due from the Association shall be authorised by the Committee and paid by cheque drawn on the Association's main bank account. Where payment is required as a matter of urgency, this may be approved by the President of the Association (or the Secretary in his absence), and the matter referred to the Committee at the next meeting.
(b) Provision of expenses float
With the approval of the Committee in each case, the Treasurer may provide expense floats to individual Officers of the Association for use in the conduct of their official activities. The Treasurer will agree with the Officer concerned the format in which he would wish claims to be made.

(c) Reimbursement of routine expenses
Claims for reimbursement of routine expenses shall be submitted to the Treasurer in adequate time to allow him to present them for approval at the next committee meeting. Travelling expenses shall be reimbursed to the extent of the cost of the fuel used or the cheapest form of public transport available. Receipts shall be provided wherever possible.

(d) Signing of cheques
All cheques drawn upon the Association's main bank account shall be signed by the Treasurer. In a case where this is not possible, the signature of the President shall be substituted. In the case of any subsidiary bank accounts, two signatures shall be obtained; of the person responsible for the maintenance of that account, and one other person authorised by the Committee.

27. VERIFICATION OF ACCOUNTS
(a) Verification of Accounts
A competent person or persons to verify the accounts shall be elected each year at the Annual General Meeting.
(b) Routine to be followed
The competent person(s) as selected shall be given any assistance or records to enable them to carry out a satisfactory check. The Treasurer should make arrangements for all accounts to be rendered, both by Officers of the Association and others, so that a true position statement may be reflected as at 31st December. After all such ledger entries have been made, and all payments made in settlement of any claims, he should then close the ledger for the year and compile a balance sheet. Having checked the accounts, the competent person(s) will be invited to prepare their report and forward it to the Treasurer.

(c) Presentation of verified accounts to the Committee
At the committee meeting to be held prior to the Annual General Meeting, the Treasurer will present the report of the competent person(s). The Treasurer will present the balance sheet signed as verified.

(d) Signing of the accounts by the President
The Treasurer will present the Accounts for the previous year to the Committee Meeting in February prior to the AGM, comprising the Income and Expenditure Account and the Balance Sheet which will have been verified by a competent person. Â When the Committee is satisfied they will recommend that the Treasurer presents them to the AGM for the general members information and explanation to be followed by a vote. If passed then the President will be asked to sign the Accounts and the Ledger.

28. LOCAL GROUP FINANCE
The Committee shall have power to transfer funds to local groups constituted as provided in rule 21 above. Money so transferred shall be accountable to the Treasurer. Monies raised locally by groups shall be used for the interests of the groups and an annual income and expenditure statement shall be submitted for the approval of the Treasurer by 15th January so that it may be presented to the Committee at their meeting preceding the Annual General Meeting. No loans or mortgages raised by local groups shall exceed a value limit established from time to time by the national committee without prior consent of the national committee. The financial year for local groups shall be that of the Association.

CONDUCT OF CORRESPONDENCE
29. GENERAL
All routine correspondence shall be dealt with by the Secretary, and any received elsewhere shall be passed to him/her with sufficient information to reply. All correspondence on specific projects should be copied to the Secretary for record purposes. Details of correspondence where applicable, will be brought to each committee meeting, and be available for perusal. All applications and enquiries regarding membership shall be passed to the Membership Secretary for reply.

30. RECORD KEEPING
(a) Correspondence
The Minutes of Committee Meetings and Annual General Meetings shall be retained indefinitely. Routine correspondence shall normally be retained for a period of two years after which time it may be reviewed.
(b) Membership Records
Details of lapsed members should be destroyed.

(c) Financial Records
Financial records shall be retained for a period of ten years.

 

Constitution as amended and approved on the 24th day of April 2010.

Signed:

John Bowles - PRESIDENT

Simon Neal - SECRETARY

Rohan Lewis - TREASURER