Constitution: Difference between revisions

Revision as of 12:07, 25 November 2016

Template:NUMBEREDHEADINGS Below is the Nottingham Hackspace Constitution. This page is protected as the constitution can only be changed at an AGM or EGM. Any discussion about this document can take place on the Talk page.

Articles refers to Nottinghack’s Articles of Association, and is in addition to them
The Board refers to the seven trustees of Nottinghack
Nottinghack refers to the organisation Nottingham Hackspace Ltd
The Space refers to the physical area, building or buildings leased or purchased by Nottinghack
Trustee refers to members elected to ensure the adequate running of Nottinghack
Member refers to any person currently a member of Nottinghack as defined in section 2 of the Articles. The board maintains a list of all members
Resolution A resolution of the Board refers to section 6.3 of this document
N-1 Majority refers to section 6.2 of this document

Trustees

All trustees will be directors of Nottingham Hackspace Ltd

A trustee’s term of office shall normally be approximately two years, from 1st June of election year, to 31st May 2 years later

There is no limit to a trustee’s number of terms

The Board shall consist of seven trustees

The Board can appoint an additional member to the board to act as Treasurer if they feel it is in the best interests of Nottinghack

All other roles shall be decided between the Board as and when it becomes necessary

Annual General Meetings

An Annual General Meeting (AGM) must take place each calendar year, within 90 days of the end of Nottinghack's financial year.

An Extraordinary General Meeting (EGM) can be called by a majority of the Board, or 5% of members.

An EGM shall only have one item on its agenda

All members must be given notice as per sections 1.113 - 1.117 of Nottinghack's Articles

An AGM will be quorate if more than 20% of members attend.

Constitutional changes can only be carried by a 60% majority of AGM attendees

Any vote during an AGM may be conducted in secret at the request of any member

Board Meetings

The Board will hold regular meetings usually monthly, open to all current and potential members

Any member may submit items to the agenda

Meeting dates and times will be shown on the Nottinghack event calendar

Minutes are to be taken and are publicly available

Terminations

Membership may be terminated if:

the member dies or, if it is an organisation, ceases to exist;

the member resigns by written notice to the Board;

any sum due from the member to Nottinghack is not paid in full within six weeks of it falling due - a minimum of one reminder will be sent during that time;

the member is removed from membership by a resolution of the Board that it is in the best interests of Nottinghack that his or her or membership is terminated. A resolution to remove a member from membership may only be passed if

the member has been given at least twenty-one days’ notice in writing of the meeting of the trustees at which the resolution will be proposed and the reasons why it is to be proposed;

the member or, at the option of the member, the member’s representative (who need not be a member of Nottinghack) has been allowed to make representations to the meeting.

Elections

Trustee positions become vacant when trustees either reach the end of their term of office or decide to stand down part way through their term.

A trustee wishing to stand down part way through their term must give 42 days notice, to allow for the election of a replacement

A replacement trustee takes up only the remainder of the retiring trustees term.

Normal Elections for vacant trustee positions must happen within May, and will include all positions that will become vacant in that month.

Elections for vacant trustee positions as a result of a trustee standing down part way through their term must happen around the end of a trustee's notice period, and no later than 2 weeks after.

Trustees at the end their of term remain on the board until the successful completion of elections.

Any member can nominate themselves to stand for election by giving notice to the community during the nomination window.

The nomination windows will normally begin 28 days prior to the elections and end 7 days before elections begin.

Elections shall be conducted using electronic means. These must be secure and fair

The board shall invite offers for a member to act as Returning Officer. This member must be agreed by an N-1 Majority of the trustees and cannot stand for election

The Returning Officer shall provide a means for offline voting.

Elections will use Single Transferable Vote

Members may abstain from voting

In the event of a tie, a new election will take place immediately amongst the tied candidates. Voting must happen within a 7 day window.

If one of the tied candidates decides to withdraw, and the remaining candidate has passed the winning threshold a new election will not be required.

Making Decisions

The board has two ways to make decisions - N-1 and Majority.

N-1 is defined as a majority of the trustees with 0 or 1 trustees disagreeing and is only required for use where defined by the constitution or legal requirement.

For normal decisions, each trustee can vote one of three ways: Yes, No or Abstain.

Each No vote vetoes a single Yes vote.

For a decision to pass, it must have a total of 4 Yes votes.

As such, a decision cannot pass with two or more No votes.

Trustees can change their vote at any time up until the decision is formally passed or denied.

@@ Line 2: / Line 2: @@
 Below is the Nottingham Hackspace Constitution.  This page is protected as the constitution can only be changed at an AGM or EGM.  Any discussion about this document can take place on the [[{{TALKPAGENAME}}|Talk page]].
-* '''Articles''' refers to Nottinghack’s Articles of Association, and is in addition to them.
+* '''Articles''' refers to Nottinghack’s Articles of Association, and is in addition to them
 * '''The Board''' refers to the seven trustees of Nottinghack
 * '''Nottinghack''' refers to the organisation Nottingham Hackspace Ltd
 * '''The Space''' refers to the physical area, building or buildings leased or purchased by Nottinghack
 * '''Trustee''' refers to members elected to ensure the adequate running of Nottinghack
-* '''Member''' refers to any person currently a member of Nottinghack as defined in section 2 of the Articles. The board maintains a list of all members.
+* '''Member''' refers to any person currently a member of Nottinghack as defined in section 2 of the Articles. The board maintains a list of all members
-* '''Resolution''' A resolution of the Board means at least 4 board members agree
+* '''Resolution''' A resolution of the Board refers to section 6.3 of this document
-* '''N-1 Majority''' refers to a majority of the trustees with 0 or 1 trustees disagreeing.
+* '''N-1 Majority''' refers to section 6.2 of this document
 ==Trustees==
@@ Line 98: / Line 98: @@
 ===If one of the tied candidates decides to withdraw, and the remaining candidate has passed the winning threshold a new election will not be required.===
+==Making Decisions==
+===The board has two ways to make decisions - N-1 and Majority.===
+===N-1 is defined as a majority of the trustees with 0 or 1 trustees disagreeing and is only required for use where defined by the constitution or legal requirement.===
+===For normal decisions, each trustee can vote one of three ways: Yes, No or Abstain.===
+====Each No vote vetoes a single Yes vote.====
+====For a decision to pass, it must have a total of 4 Yes votes.====
+====As such, a decision cannot pass with two or more No votes.====
+====Trustees can change their vote at any time up until the decision is formally passed or denied.====
 [[Category:Infrastructure]]
 [[Category:Governance]]