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The name of the Company (hereinafter called The Association) is Industrial Rope Access
Trade Association.
1.2
1.3
1.4
The normal area of operation of the Association shall be the United Kingdom.
1.5
The Association shall institute and provide a common seal of the Association.
1.6
The Association shall provide an Association symbol and all Full members shall be entitled to
bear it.
2.
2.1
2.2
To promote and maintain high standards, safety, work quality and working practices for the
industrial rope access industry.
2.3
2.4
To provide a forum for the free and informal exchange of experience and opinion.
2.5
2.6
2.7
2.8
To indicate areas of research and development where initiation is needed to solve problems
facing the industry.
2.9
2.10 To carry out or engage in such activities as may be reasonably deemed necessary for the
business of the Association.
2.11 To engage in such activities as shall, from time to time, be authorised by the membership.
3.
3.1
The provision of an organisation with staff and accommodation as necessary for carrying out
the objects of the Association.
3.2
Raising funds, collecting contributions and borrowing money for purposes reasonably
connected with the objects of the Association and for that purpose to mortgage or charge any
real or personal property of the Association as security.
3.3
Developing, providing and administering such training schemes and courses as may be
pertinent of the industrial rope access industry or may assist the Association and its members
in carrying out their business.
3.4
Printing, publishing and circulation amongst members of the Association, the general public
and or any section thereof and in any place or country, any newspapers, magazines,
periodicals, books, pamphlets, leaflets, brochures, articles, films and programmes for radio,
television and communication media. which may lawfully promote the Associations objects
and inserting and paying for the insertion in any newspaper or other publication, of any matter
lawfully calculated to further its objectives.
3.5
Canvassing, personal and written appeals or other such lawful methods for the purpose of
obtaining new members and collecting and procuring contributions to the funds and property of
the Association from all persons willing to make such contributions.
3.6
Co-operation with any Associations, Societies and others formed for carrying out objects similar
to those of the Association in the pursuit of the Associations objectives giving or receiving
advice and support to or from the aforesaid regarding the furtherance of the Associations
objectives.
3.7
If and whenever considered advisable by applying or petitioning for or providing any licence or
other similar grant, deed or document for the purposes of the Association or for continuing and
expand the work thereof.
3.8
Making and whenever desirable rescinding, altering, or amending by special resolution byelaws of the regulation of any matters concerning or connected with the Association.
3.9
Admission of any members or election of any Officers or Honorary Member and admitting to
membership of the Association such organisations as shall be eligible in accordance with the
Articles of Association.
3.10 Taking any gift of property whether or not subject to any special trust for any one or more of the
objects of the Association.
3.11 Purchasing, taking on lease or in exchange, hiring or otherwise acquiring any real or personal
property and any rights or privileges which may be necessary for the promotion of the Objects
of the Association and constructing, maintaining, and altering any buildings or erections
necessary for the work of the Association.
3.12 Selling, letting, mortgaging, disposing of or turning to account all or any of the property or
assets of the Association whether income or capital as may be necessary for the promotion of
its objects.
3.13 Undertaking and executing any Trusts which may be lawfully undertaken by the Association and
may be necessary for the promotion of its Objects.
3.14 Drawing, making, accepting, endorsing, discounting, executing and issuing promissory notes,
bill, cheques and other instruments to operate bank accounts.
3.15 Investment of monies of the Association not immediately required for its purposes in or upon
such investments, securities or property as may be thought fit.
3.16 Subscribing for purchasing or otherwise acquiring and holding shares or other interests in or
securities of any other Company having objects altogether or in part similar to those of the
Association or carrying out any business capable of being carried on so as directly or indirectly
to benefit the Association.
3.17 Paying out of the funds of the Association the costs of charges and expenses of any incidental
to the formation and registration of the Association.
3.18 Taking such action by all such other lawful means as will further the attainment of the objects of
the Association
4.
FINANCIAL
4.1
4.2
Every member of the Association undertakes to contribute to the assets of the Association in
the event of the same being wound up while he is a member or within one year after he ceases
to be a member for payment of the debts and liabilities of the Association contracted before he
ceases to be a member and of such costs, charges and expenses of winding up and for the
adjustment of the rights of the contributions among themselves such amount as may be
required not exceeding 1.00p (One Pound).
4.3
If upon the winding up or dissolution of the Association there remains after the satisfaction of all
its debts and liability any property whatsoever the same shall not be paid to or distributed
amongst the members of the Association but shall be given or transferred to some other
institution or institutions having objects similar to the objects of the Association and which shall
prohibit the distribution of its or their income and property amongst its or their members to the
extent at least as great as is imposed on the Association under or by virtue of Clause 5.
4.4
The income and property of the Association shall be applied solely towards the promotion of its
Objects as set forth in this Memorandum of Association and no portion thereof shall be paid or
transferred directly or indirectly by way of dividend, bonus or otherwise, howsoever, by way of
profit to members of the Association and no members of its Executive Committee shall be
appointed to any office of the Association, paid a salary or fees or receive any remuneration or
other benefit in money or monies worth from the Association.
Provided that nothing herein shall prevent any payment in good faith by the Association,
a)
Of reasonable and proper remuneration to any member, officer or servant of the Association
(not being a members of its Executive Committee) for any services rendered to the
Association.
b)
Of interest at a rate such as its Executive Committee shall deem to be fair and reasonable on
money lent or reasonable and proper rent for premises demised to let by any member of the
Association or of its Executive Committee.
4.5
True accounts shall be kept of the sums of money received and expended by the Association
and the matters in respect of which such receipts and expenditure take place and of the
property, credits and liabilities of the Association. Such accounts shall be open to the
inspection of the members. At least once a year the accounts shall be examined and their
correctness ascertained by a properly qualified auditor or auditors appointed by the Association.
We, the several persons whose names and addresses are subscribed are desirous of being
formed into a Company in pursuance of this Memorandum of Association.
G Burnett
Technical Director
48 Station Road
Hednesford
Staffordshire WS12 4DL
2.
D Hawthorn
Managing Director
Quebec
Glen Tanar
Aboyne, Aberdeenshire
AB34 5EU
Dated this
day of
1997
In these presents and words standing in the first column of the table next hereinafter contained
shall bear the meanings noted opposite to them respectively in the second column thereof if
not inconsistent with the subject or context:WORDS
MEANINGS
The Act
These presents
The Association
The Bye-Laws
Member
Officer
The Register
Britain
The Office
Abroad
The Seal
Month
Calendar month
In writing
These presents shall be construed with reference to the provisions of the Companies Act 1985.
Words importing the masculine gender shall include the feminine gender.
Words importing persons include incorporations, partnerships and incorporated associations.
Words or expressions defined in the Act or any statutory modification thereof in force at the date on
which these presents become binding on the Association shall bear the same meanings in these
presents.
1.2
The number of the members with which the Association proposed to be registered is unlimited.
1.3
The provision of Section 352 and 353 of the Act as to the Register shall be observed by the
Association.
1.4
The Association is established for the purposes expressed in the Memorandum of Association.
2.
MEMBERSHIP
2.1
2.1.1 Categories
There are four categories of membership:
Full
Probationary
Individual
Subscription
2.1.2 Applications
Each applicant must:
- complete the IRATA application form
- submit one years audited accounts (where applicable)
- agree to abide by the
Memorandum and Articles of Association
IRATA Code of Ethics and Objectives
Guidelines on the Use of Rope Access Methods for Industrial Purposes
General Requirements for Certification of Personnel engaged in Industrial Rope
Access Methods
2.1.3 Conditions
All applications and correspondence shall be in the English language and all
payments shall be in UK currency. All categories of membership are open to
companies from outside the UK. Such applicants shall meet all appropriate
requirements, e.g. fees, audits, attendance at general meetings etc.
2.1.4 Form of Application
Application for membership shall be provided in such a form as the
association approves. Applicants and members shall provide full contact
addresses for communication with IRATA, and shall notify any changes.
2.1.5
Acceptance
Acceptance for membership shall be by a 75% vote of approval, undertaken by
ballot, of the whole of the Executive Committee. Where membership is not
accepted, the applicant shall be notified of the reason(s), in writing, and shall have
the right of appeal and re-application as per the Memorandum and Articles of the
Association.
2.1.6
Application Fee
Each member shall pay to IRATA a non-returnable application fee and thereafter an
annual subscription. Such subscriptions may vary according to the category of
membership. They shall be set, or altered, from time to time by the Executive
Committee and ratified at a general meeting.
Where Full Members are responsible for other group members no additional entrance
fee shall be payable but the responsible company shall pay the full subscription plus
The original representative member which is responsible for the other group members is
entitled to one vote only. The other group companies have no voting rights.
2.3 Probationary Membership
2.3.1 Types
The purpose of this category is to inform and guide companies with a view to preparing them
for full membership. Probationary membership shall be open to the following types of
organisations:
Operator:
Trainer:
Equipment Supplier:
These shall be known as: Probationary Member (Operator); Probationary Member (Trainer);
Probationary Member (Equipment Supplier). It is permissible to be a probationary member of
more than one type of category.
2.3.2 Requirements
Applicants shall be expected to submit themselves for an IRATA Probationary Audit
before becoming a probationary member.
Probationary members shall apply and successfully complete an IRATA Full Audit
within twelve months of the first anniversary of their probationary membership, failing
which their membership shall be terminated and they shall be required to re-apply.
Companies wishing to apply for full membership must have first completed one year
as a probationary member in the type(s) of full membership required.
2.4. Individual Membership
2.4.1 Requirements
Individual membership shall be available for persons who do not fulfil the criteria for
full or probationary membership and who are engaged as IRATA membership
auditors, IRATA assessors, level 3 supervisors or other associated professional
persons. Membership will be granted at the discretion of the Executive Committee.
2.4.2 Qualification
This category of membership is not designed to cover training, operators or
equipment suppliers. Individuals who supply these services should apply for the
appropriate type of membership.
2.5. Subscription Membership
2.5.1 Requirements
Subscription membership is a papers-only membership available to organisations
world-wide that have an interest in industrial rope access.
2.5.2 Qualification
Subscription membership does not qualify such a member organisation to operate in,
train personnel in, or supply equipment for industrial rope access under the aegis of
IRATA. Prospective members wishing to provide such services should apply for the
appropriate type of probationary membership.
2.6 Audits
2.6.1 Procedure
There shall be audits of each category and type of membership defined in
the rules above. The audit shall be carried out by an IRATA auditor. Any
changes to the audit check list shall be developed by the Executive
Re-Audits
An IRATA Technical and Quality Audit will be undertaken on a full member each three
years. The Executive Committee may also request a re-audit or surveillance visit at
any time if it believes, with good reason, that the members standards have fallen
below those of the original audit. Such a request shall be notified and substantiated
to the member.
2.6.3
2.6.4
Non-compliance, non-conformance
Any non-compliances or non-conformances revealed by an audit shall be corrected
within 3 months. The member shall subsequently demonstrate that the above noncompliances or non-conformances are rectified within this time.
2.6.5
Costs
All costs of audits/surveillances shall be borne by the member except re-audits at the
request of IRATA which shall be paid by IRATA.
2.7.
2.8
IRATA Logo
Full members only may use the IRATA logo and then only if the membership status is
clearly stated directly beneath it. (e.g. Full Member Operator, Full Member Trainer
or Full Member Equipment Supplier ). Probationary members shall not use the
IRATA logo.
General
Membership is not transferable
3.
OBLIGATIONS
All members shall be obliged to:
3.1
Abide by the Memorandum and Articles of Association and any alterations made from time to
time therein and any Bye Laws of the Association for the time being in force. The members
signature to its application form shall be considered to be his agreement to be bound by those
requirements.
3.2
3.3
3.4
Further the objectives of the Association to the best of its ability and follow the IRATA Code of
Ethics.
3.5
When carrying out industrial rope access operations follow the IRATA Guidelines for Safe
Working and use personnel who have been trained and assessed to IRATA, or equivalent,
standards.
3.6
Be reasonably involved with the workings of the Association and provide assistance to it. Such
assistance need not necessarily be continuous, or consist specifically of being on the
Associations Executive Committee and Sub-Committees. Where the Executive considers that
a member has had inadequate input into the Association over an extended period and has
unfairly left the onus of Association duties to be carried out by other members it shall notify the
member and consider it as a failure of the members obligations.
4.
CODE OF ETHICS
Member firms undertake to respect the rules of professional behaviour contained in this Code
of Ethics. They must accept only tasks for which they possess or have access to the necessary
competence and organisation and discharge their duties with complete fidelity.
They will:
Act so as to injure the professional reputation and prospects or business of another member
firm or organisation;
Make exaggerated or unjustified claims;
Offer to make payment, by way of commission or otherwise, for the introduction of business
except through accredited agents or brokers.
5.
CESSATION OF MEMBERSHIP
5.1
5.1.1 The member gives notice in writing of this intention to withdraw from the Association.
5.1.2 In the event of the receivership, administration, administrative receivership or winding up of a
member.
Any person or body who shall cease to be a member of the Association shall not be relieved
thereby from any liability of the Association in respect of any subscription which shall have
become payable by him before the date of his ceasing to be such a member unless the
Executive Committee shall otherwise determine.
5.1.3 He fails in his obligations per these Articles or otherwise substantially contravenes the
Memorandum, Articles of Association and any Bye Laws or special resolutions of the
Association.
5.1.4 He fails to pay his fees or subscriptions within 3 calendar months of the due date and the
subsequent 14 day notification period of the Association.
5.2
Cessation of membership shall not preclude the ex-member from subsequent re-application
and re-admission to membership at any time thereafter.
5.3
Withdrawal of membership per 5.1.3 shall only occur after the member has been notified of his
failures in writing, has been given the opportunity to present his explanations to the Executive,
the Executive has voted by a majority of 75% or more and that decision has been ratified by a
vote of 75% or more at the following General meeting.
5.4
Those whose membership has been withdrawn shall have the right of appeal per these Articles.
6.
6.1
A General meeting shall be held once in every six calendar months, inclusive of the Annual
General Meeting, which shall be held once in every calendar year, not withstanding that
meetings may be up to 9 months apart and the total period in which any 3 meetings take place
shall not exceed 15 calendar months.
6.2
An Extraordinary General Meeting may be convened by the Executive Committee when they
see fit, or by the request of at least 10% of the membership to them.
6.3
Meetings shall be at such a time and place as the Executive Committee decide and be notified
to the membership at least 14 days in advance in writing, per Section 14 or 21 days for an
Extraordinary General Meeting which notice shall include an Agenda and any special
resolutions, changes to the Memorandum and Articles or Bye-laws.
6.4
A quorum at such meetings shall consist of at least 30% of the total voting membership. No
business at meetings shall be transacted if a quorum is not present and the meeting shall be
dissolved if a quorum is not present within one hour of the appointed time.
6.5
The Chairman of the Executive Committee shall preside as Chairman of the meeting, but if he
is not present within 15 minutes of the appointed time, the meeting may elect his deputy or
another Executive Committee member in his place.
6.6
Each voting member shall have one vote and no more. Only Full members shall have voting
rights. Each Full member shall be entitled to only one vote. However all members (Full,
Probationary, Individual and Subscription) shall be entitled to attend and speak at General and
Sub-Committee meetings and to receive the full information services of IRATA.
6.7
Votes may be given by voting members in person, or by their duly appointed proxies, in writing,
who shall be members, proprietors, directors or employees of member firm or its appointed
representative. Votes may also be cast in writing by post, provided that they are duly signed
and authorised by the member.
6.8
No member whose current fee or subscription is unpaid for more than 3 months beyond its due
date shall be entitled to vote.
6.9
Voting at meetings shall be by a show of hands and shall also include any valid written votes
received.
6.12 The demand for a poll shall not prevent the continuance of a meeting for any business other
that that on which the poll has been raised.
6.13 The Annual General Meeting shall, as least;
6.14 Proper minutes of General Meetings shall be made and circulated to all members.
7.
7.1
There shall be an Executive Committee which shall be elected at the Annual General Meeting
and shall consist of: A Chairman who shall be chosen from the Full Membership and shall hold office for one
year.
A Vice Chairman, who shall be from the full membership and automatically become
Chairman in the following year.
The Immediate Past Chairman
Chairmen of the Sub-Committees.
Up to four further members, who shall be chosen from the voting membership.
7.2
Retiring Council members may be re-elected up to a maximum period of 5 years, including the
original year.
7.3
Not more than one representative of a member company, group of companies or organisation
shall be on the Executive at any one time.
7.4
7.5
The Executive may continue to act if its membership is reduced by death, retirement or
otherwise, to not less than 4. The Executive shall have the authority to co-opt a replacement in
the event of numbers being reduced below this.
7.6
7.7
Meetings of the Executive shall be held at least twice a year, or as the Executive sees fit and
called by the Secretary on requisition of at least 3 members of the Executive. At least 14 days
clear notice of the meetings, date and time shall be given to members of the Executive.
7.8
Each Executive member shall have one vote and in the case of equality of votes the Chairman
shall have a casting vote.
7.9
All members of the Association shall be entitled to attend, but not vote, at Executive meetings
and all members of the Association shall receive copies of the minutes of the Executive
meetings. Members shall be entitled to request and receive one copy of any specified aspect
of the Associations Administration. For the avoidance of doubt such copies shall be one-off
items per request and, apart from Minutes etc. as provided for in these Articles, shall not be
regularised.
7.10 The day to day management of the Association shall be vested in the Executive and shall have
the power to carry out such business, including but not limited to, administration of property, of
membership and application, issuing of and payment of bills, publicity, correspondence with
members, other Association and public bodies and other such business as may in accordance
with the objects of the Association and its Memorandum and Articles.
The Executive is elected to carry out the wishes of the Associations members and shall at all
times act in the best interest of the Association and within the stipulations of the Associations
Memorandum and Articles of Association. It shall not be entitled to; change the Memorandum
and Articles, make or alter Laws or act in contravention of the Association; objectives,
Memorandum and Articles or commit to liabilities or expenditure which are beyond the financial
resources of the Association. If in doubt of its powers to act on a given subject the Executive
shall refer it to the next General meeting. All decisions taken by the Executive which may
significantly affect the business and operation of the Association shall be ratified at a General
meeting.
7.11 The Secretary, who is appointed by the Annual General Meeting, shall assist the Executive and
be remunerated on such terms as the AGM shall determine. He shall collect all fees and
subscriptions, administer accounts and assist the Executive as they request.
Other officers, servants or advisors may be appointed or engaged by the Executive if
reasonably required at such times as they may reasonably see fit.
7.12 The Executive shall specify financial committal and cheque authorisation limits for its
members, servants, officers and the Secretary.
7.13 Any Executive Committee member(s) may cease to be or be removed as members if:
7.14 Any acts carried out by the Executive shall be invalidated if it shall be subsequently discovered
that there was some defect in procedure, appointment or other contravention of the
Associations Memorandum and Articles.
7.15 The Executive may appoint and delegate business to appropriate sub-committees, the
establishment of which shall require approval by a General meeting. Any such business
transacted or decided by such Committees may not be validated or issued directly by them but
shall be by presentation or recommendation to the Executive for approval or onpass to a
General meeting for approval as may be required by these Memorandum and Articles of
Association.
7.16 The Executive may transact its business in writing where appropriate. Any such resolution shall
be signed to by all Executive Committee members and shall be effective as if voted on at a
Executive Committee meeting.
7.17 The Executive shall make proper minutes of its meetings and they shall be signed by the
Chairman as evidence of the facts therein and copies distributed to all members of the
Association.
7.18 The Chairman shall preside at Executive meetings. If he is not present within 30 minutes of
the due time, his Vice Chairman shall act in his place. If neither is present the meeting shall
chose one of their number to be Chairman of the meeting.
7.19 The Executive Committee shall be considered as Directors, as appropriate under the provisions
of the Act.
7.20 Any member of the Executive shall be obligated to declare any vested interests in matters then
under consideration by the Executive Committee upon which declaration Executive shall
consider and vote upon whether said member shall be entitled to vote upon the matter in which
he has declared his vested interest.
8.
FINANCIAL
8.1
In accordance with the Act, Section 221 and 223, the Association shall keep proper accounting
records including but not limited to;
a) Its assets and liabilities
b) Sums of money received and expended
c) All its sales and purchases
8.2
The Association shall not continue in business if deemed to be insolvent. Such insolvency
shall be judged by the Executive Committee who shall notify the membership and call
meetings or poll as appropriate within 7 days.
8.3
All financial transactions of the Association shall be via a bank account. Authorisation of
payments, liabilities and billing shall be in accordance with the Executive Committee specified
authorisation limits.
8.4
The books of accounts shall be kept at the Office or (subject to Sections 221(4) and 222(2) of
the Act) at such other place or places as the Executive Committee shall think fit and shall
always be open to inspection by the members of the Association.
8.5
Once at least in every year the Executive Committee shall lay before the Association in
General Meeting an income and expenditure account for the period since the last preceding
account or in the case of the first account since the incorporation of the Association made up to
a date not more than six months before such meeting together with a balance sheet made up
as the same date. Every such balance sheet shall be accompanied by a report of the
Executive Committee and a report of the Auditors and a copy of such account balance sheet
and reports shall not less than twenty-one clear before the meeting to sent to all persons
entitled to receive notices of General meetings in the manner in which notices are hereinafter
directed to be served. The Auditors Report and a copy of such account balance sheet and
reports shall, not less than twenty-one clear days before the meeting, be sent to all persons
entitled to receive notices of General meetings in the manner in which notices are hereinafter
directed to be served. The Auditors report shall be read before the meeting and shall be open
for inspection as required by Section 241 of the Act.
9.
AUDIT
9.1
Once at least in every year the account of the Association shall be examined and the
correctness of the income and expenditure account and balance sheet ascertained by one or
more duly qualified auditors.
9.2
Auditors shall be appointed annually and their duties regulated in accordance with Section 384
to 389 of the Act, the Executive Committee being treated as the Directors mentioned in those
sections.
9.3
The financial year of the Association shall end in each year on 31 March.
10.
SEAL
10.1 The Association shall provide a seal which shall be administered by the Executive Committee
and its Secretary and affixed as appropriate.
11.
11.1 All members shall receive a copy of the Memorandum and Articles of Association and all
changes to it or Bye-Laws made, plus copies of the minutes of Executive Committee and
General meetings.
11.2 All members, applicants, clients and others shall be entitled to register a complaint or appeal
and request arbitration and review of such complaint or appeal. Such complaints or appeals
may refer to but not necessary be limited to, decisions of the Executive Committee and
Association, membership application and actions of its members.
Upon receipt of a complaint or appeal the procedure in Clause 11.3 following
10
be permissible from any bona fide source including a Member, applicant or client. The
Executive Committee will ensure that improper or vexatious claims are excluded from
consideration.
11.3.2 All complaints and appeals must be made in writing to the Secretary.
11.3.3 The Secretary will notify the member, company or individual concerned that an appeal or
complaint has been received. He will also notify the Executive Committee in writing.
11.3.4 The member will respond to such notification by an explanation in writing to the Secretary for
and enforced or amended as appropriate with due regard to all the circumstances.
11.3.7 If the complaint is against a member who fails to satisfy the Executive Committee in respect of
the cause, responsibility or remedial action required and undertaken, then the Executive
Committee will take further action t protect the interest of the Association.
11.3.8 In the event that discussions with the complainant do not lead to a satisfactory conclusion the
matter will be referred to the next General meeting for agreement by the Members of the action
to be taken.
11.3.9 The Executive Committee will maintain contact with the Complainant if considered appropriate
by the Chairman.
11.3.10 All complaints received will be dealt with in strict confidence until such time that they require
complaints. Being a period of 3 months for initial handling by the Executive followed by
referral to the next General Meeting. The Executive shall be obligated to use its best efforts to
resolve matters within the limit and to automatically refer the matter to the next General
Meeting if there is any possibility that the limit could be exceeded.
11.3.12 Once the above procedure has been exhausted and carried out to its limit complainant shall,
if he so wished, have the right of final appeal using a repeat of the above procedure but
whereby the ad-hoc committee of 3 Association members per clause 11.3.5(b) shall be
replaced by a panel of 3 persons who shall be suitably qualified but independent of the
Association.
11.3.13 The Association shall be obliged to suitably act upon the result and recommendations
12.
In the execution of the objects hereof no officer of the Association shall be liable for any loss to
the property of the Association arising by reason of any improper investment made in good
faith (so long as he shall have sought professional advice before making such investment) or
for the negligence or fraud of any agent employed by him or by any other trustee hereof
although the employment of such agent was strictly not necessary (provided reasonable
11
supervision shall have been exercised) or by reason of any mistake or omission made in good
faith by any officer hereof or by reason of any other matter or thing other than wilful and
individual fraud on the part of the officer who is sought to be made liable.
13.
BYE-LAWS
13.1 The Association shall have power in its discretion from time to time to make Bye-laws or
regulations for the internal or domestic organisation of the Association and to add to amend
alter or repeal any Bye-laws or regulations so made. Such Bye-laws or regulations shall require
a vote of at least 75% of the members present at a General meeting.
14
NOTICES
14.1 A notice may be served by the Association upon any member either personally or by sending it
through the post in a prepaid letter addressed to such members at his registered office address
as appearing in the Register.
14.2 Any notice if served by post shall be deemed to have been served on the day following that on
which the letter containing the same is put into the post and in proving such service it shall be
sufficient to prove that the letter contained the notice was properly addressed and put into the
post office as a prepaid first class letter.
15.
WINDING UP
15.1 The provision of Clause 4 of the Memorandum of Association relating to the winding up or
dissolution of the Association shall have effect and be observed as if the same were repeated
in these Articles.
15.2 The Association may be dissolved by a vote of not less than 75% of its voting members
present at a General Meeting of which 30 days clear notice of the meeting and its resolution of
intent has been given.
12
G Burnett
Technical Director
48 Station Road
Hednesford
Staffordshire
WS12 4DL
2.
D Hawthorn
Managing Director
Quebec
Glen Tanar
Aboyne, Aberdeenshire
AB34 5EU
Dated this.........day of
1997
13