SOCIETY BOARD MEETINGS
66. The Society Board will elect a Chair from amongst its elected
members and will meet at least 4 times in every calendar year at such times and
places as they think fit. Seven clear days’ notice of the date and place of each
meeting is to be given in writing by the Secretary to all members of the Society
Board and to the Chief Executive (if appointed) and to such other members of the
Executive Board as the Society Board desire to attend the meeting. 50% of
Society Board members including at least four members of the Society Board
elected by the members or such higher number as the Society Board may determine
will form a quorum. A Society Board meeting may be called by shorter notice if
it is so agreed by all the Society Board members entitled to attend and vote at
67. Unless the Society Board decides otherwise, the
Chief Executive (if appointed) is to be invited to attend each meeting of the
Society Board. Other members of the Executive Board are to attend meetings of
the Society Board when requested to do so.
68. Meetings of the
Society Board may be called either by the Secretary, or by a notice in writing
given to the Secretary by the chair of the Society Board, or by two Society
Board members who are not both elected by the members of the Society or both
co-opted Board members, specifying the business to be discussed. The Secretary
is to communicate every such notice to all Society Board members as soon as
possible and the meeting is to be held at a venue decided by the Secretary not
earlier than seven days and not later than fourteen days after the receipt by
the Secretary of the notice. Should the Secretary fail to convene the meeting,
the Chair or the two Society Board members who have given the notice in writing
may call the meeting. No business is to be done at the meeting other than the
business specified in the notice.
69. The Society Board may agree
that its members can participate in its meetings by telephone video or computer
link. Participation in a meeting in this manner shall be deemed to constitute
presence in person at the meeting.
70. The Society Board may
appoint specialist advisors to advise on any issue and may invite them to attend
and speak (but not vote) at meetings of the Society Board.
Subject to the following provisions of this Rule, questions arising at a Society
Board meeting shall be decided by a majority of votes. In case of an equality of
votes at a Society Board meeting the Chair shall have a casting vote. No
resolution may be passed if it does not have the support of one or more members
of the Society Board elected by the members.
72. A resolution in
writing signed by all members of the Society Board will have the same effect as
a resolution passed at a meeting of the Society Board and may consist of several
identical copies of a document each signed by one or more Society Board members.
73. Save for the exceptions referred to below, no Society Board member is to
have any material financial interest personally or as a member of a firm or
company or as a director or other officer of a business trading for profit or in
any other way whatsoever in any contract or other transaction with the Society.
For the purposes of this rule, an interest of a person who is connected with a
Society Board member shall be treated as an interest of the Society Board
member. The exceptions are that Society Board members may:
- a. buy tickets or season tickets for football matches and use the facilities
of any football club in which the Society is interested;
- b. be paid expenses including travelling expenses;
- c. receive Society Board fees;
- d. if they are co-opted members of the Society Board be employees of the
- e. declare an interest in a particular contract or issue and:
- (i) not be present except with the permission of the Society Board in any
discussion of the contract or issue;
- (ii) not vote on the contract or issue (and if by inadvertence they do
remain and vote, their vote is not to be counted).
74. Any member of the Society Board who discloses a financial interest as
described in the preceding Rule must vacate their office either for a period or
permanently if requested so to do by a majority of the remaining members of the
Society Board. Any member of the Society Board who fails to disclose any
interest required to be disclosed under the preceding Rule must permanently
vacate their office if required to do so by a majority of the remaining Society