Rules of the ASPSU

Date: 1st August 2012

Rule Book of the Amateur and Semi-Professional Sportsperson's Union

Field Fisher Waterhouse LLP 35 Vine Street London EC3N 2AA
Rules of the Amateur and Semi-Professional Sportsperson's Union

1. Title

This association is an association of amateur and semi-professional sports persons. It shall be called “The Amateur and Semi-Professional Sportsperson's Union” and is hereinafter referred to as “the A.S.P.S.U”.

2. Status

2.1 The name of the A.S.P.S.U has been registered on the list of Trade Unions maintained by the Certification Officers for Trade Unions and Employers Associations under the Trade Union and Labour Relations (Consolidation) Act 1992.

2.2 Unless the A.S.P.S.U decides otherwise in a general meeting, this registration shall be maintained.

3. Objects

The objects of the A.S.P.S.U shall be:

(a) to promote and protect the interests of the members by discussing with all lawfully constituted sports authorities including (but without prejudice to the generality of the foregoing) committees of sports clubs with a view to the protection and promotion of members including their social and financial position in order to safeguard the rights of members at all times;

(b) to provide at the expense of the member such legal advice and legal assistance as the A.S.P.S.U may in its absolute discretion decide to give when necessary including for the avoidance of doubt advice and/or assistance in any action or proceedings connected with or arising from or otherwise affecting members of the A.S.P.S.U or sportspersons generally and/or to provide such financial assistance as the A.S.P.S.U may in its absolute discretion decide to give towards such legal advice and/or legal assistance. For the purpose of this sub-paragraph only, the expression “member” shall if the A.S.P.S.U in its absolute discretion so decides include an associate member of the A.S.P.S.U;

(c) to provide access to such other products and services, at the expense of the Member, as may from time to time be of interest or benefit to the Members;

(d) to encourage members to observe a code of conduct at all times whilst engaged in any sport in which any of the A.S.P.S.U's members may from time to time engage whether on or off the field;

(e) generally to regulate the relations between amateur and semi-professional sportspersons and their employers and all lawfully constituted authorities and the public or any other interested body, and to do all things which the Executive Committee (as hereinafter defined) of the A.S.P.S.U for the time being shall consider helpful or for the advancement and welfare of the members or any sport; and

(f) to endeavour to promote the interests of the members by any other means that may seem appropriate.

4. Registered Office

4.1 The Registered Office of the A.S.P.S.U shall be at such address as the Executive Committee shall from time to time in its absolute discretion think appropriate.

4.2. At the date of the adoption of these Rules the main office of the A.S.P.S.U is at 35 Vine Street, London, EC3N 2AA.

5. Members

5.1 Membership of the A.S.P.S.U shall be divided into four categories: full membership, associate membership, life membership and honorary membership.

5.2 Full Membership: Any person shall be entitled to full membership of the A.S.P.S.U if that person is (i) registered with a sporting club, association or any other sports body and (ii) is a full time or part-time employee, or competitive representative of such sporting club, association or other sports body for the purposes of the sport in question.

5.3 Associate Membership: Associate membership of the A.S.P.S.U shall be awarded to all former Full Members of the A.S.P.S.U, and any other person who does not fulfil the criteria for Full Membership for such periods as the Executive Committee may in its absolute discretion determine.

5.4 Life Membership: Life Membership of the A.S.P.S.U shall be awarded by the Executive Committee to such persons as the Executive Committee may in its absolute discretion determine and who shall signify in writing by letter addressed to the Chief Executive or Secretary of the Executive Committee their acceptance.

5.5 Honorary Membership: Honorary membership of the A.S.P.S.U shall be awarded by the Executive Committee to such persons as the Executive Committee may in its absolute discretion determine and who shall signify in writing by letter addressed to the Chief Executive or Secretary of the Executive Committee their acceptance.

5.6 A person shall become a Full Member of the A.S.P.S.U upon payment of his first membership subscription and the Executive Committee's approval of such person's membership application. Thereupon the Member will become entitled to all benefits and privileges of membership and shall be deemed to have agreed to be bound by the Rules and Standing Orders made in accordance with these Rules.

5.7 Termination of Membership: A person who satisfies the requirements for Full Membership of the A.S.P.S.U shall remain entitled to Full Membership until such membership is terminated as hereinafter provided.

5.8 Any member may terminate his membership of the A.S.P.S.U by giving not less than one months notice in writing to the Chairman of his intention so to do.

5.9 Any Member who for whatever reason ceases to be a Member of the A.S.P.S.U shall, upon the cessation of membership, lose his entitlement to the privileges and benefits of membership. He shall not be entitled to any return of subscription or other fees outstanding at that time.

5.10 All Members are deemed to consent, by virtue of being or becoming a Member, to the A.S.P.S.U (through the Chairman and/or Secretary); being informed at the earliest opportunity of any disciplinary allegation or charge or any criminal and/or civil charges against such Member by a sports club, association or other sports body.

5.11 The Secretary shall compile and maintain a register of the names and addresses of all Members of the A.S.P.S.U. The Secretary shall, following receipt of a request from any Member of the A.S.P.S.U supply such Member with a copy of these Rules, subject to the payment of any reasonable charge that the Secretary may from time to time require.

5.12 All Members are deemed to consent, by virtue of being or becoming a Member, to the A.S.P.S.U making commercial or other use of the Members’ collective Image Rights as defined and set out in rule 27.1 below. Such use to include, but not be limited to, the exploitation of the individual Member’s Image Rights for the benefit of the A.S.P.S.U so long as such exploitation is in conjunction with the exploitation of at least two other Members’ Image Rights in the same transaction or enterprise in reasonably equal prominence.

6. Subscription

6.1 The annual subscription for Full Members, Associate Members, Life Members and Honorary Members shall be such amount as shall from time to time be decided by the Executive Committee of the A.S.P.S.U.

6.2 All subscriptions shall be payable to the Treasurer and shall be paid in advance and are due and payable on the 1st day of each calendar month.

6.3 Any Member failing to pay his subscription after it shall become due (whether demanded or not) shall thereupon cease to be entitled to any of the privileges and benefits of membership but shall continue to be liable to pay his subscription unless or until he shall cease to be a member as provided above.

6.4 In the event of a defaulting member desiring to resume his entitlement to the benefits and privileges as a Full Member (where entitled to do so) he can only do so on payment of any arrears of subscription unless the Executive Committee in its absolute discretion decides to waive the same or any part thereof. Such benefits and privileges of membership shall be re-instated on the date of payment or waiver. The re-instatement shall not operate retrospectively unless the Executive Committee in its absolute discretion shall otherwise decide.

7. Powers of the Executive Committee

The Executive Committee shall have power, by notice in writing, to censure or to immediately terminate the membership of any Member of the A.S.P.S.U (i) who may be guilty of misconduct or bringing a sport or the A.S.P.S.U into disrepute as a result of behaviour either on or off the field of play or (ii) where there is a material breach of these Rules or any Standing Order by such Member including any activity which may be considered adverse to the A.S.P.S.U, its code of ethics or the misuse of the A.S.P.S.U's name or services.

8. The Duties of the Executive Committee

8.1 The management of the A.S.P.S.U shall be deputed to an Executive Committee. The duties of the Executive Committee shall include (but without prejudice to the generality thereof):

(a) the election, if deemed necessary by the Executive Committee, of a Chairman, Secretary and Treasurer and such other positions as may be considered necessary by the Executive Committee from time to time;

(b) the election and appointment of trustees of the A.S.P.S.U;

(c) the transaction of all the general business of the A.S.P.S.U;

(d) the provision and maintenance of all books necessary for recording the proper transaction of the general business of the A.S.P.S.U;

(e) the compilation and maintenance of a register of the names and addresses of all Members of the A.S.P.S.U;

(f) the engagement of solicitors, auditors and if need be such secretarial assistance and clerks and agents as the Executive Committee shall in its absolute discretion consider necessary, and the determination of the terms of engagement of such persons including the remuneration thereof;

(g) if deemed necessary, the fixing of the remuneration of the Chairman, Secretary, Treasurer, and (if relevant) any other positions created;

(h) the preparation and submission of annual reports and audited accounts to the general meeting of the A.S.P.S.U;

(i) the examination and approval of all accounts, to include the ordering of all payments of money as may be necessary and the direction of how and upon what securities the funds of the A.S.P.S.U shall be invested;

(j) the appointment of a sub-committee to act on the Executive Committee’s behalf in the investigation or transaction of any special or urgent business or any other business which the Executive Committee shall in their absolute discretion consider appropriate from time to time; and

(k) In so far as may be necessary the appointment onto the Executive Committee or any sub committee of any persons for advisory purposes and the fixing of remuneration for such persons as the Executive Committee shall in its absolute discretion consider appropriate.

8.2 The Executive Committee shall be responsible for preparing the necessary annual return for the A.S.P.S.U in good time in each calendar year. The Secretary shall be responsible for sending a completed annual return to the Certification Office of Trade Unions by 1 June in each calendar year comprising the relevant information and shall be responsible for sending 'the annual members' statement to all Members of the A.S.P.S.U in each calendar year.

9. Membership of Executive Committee

9.1 Only fully-paid up Full Members (or former Full Members with the approval of the Executive Committee) of the A.S.P.S.U are eligible for election to the Executive Committee in accordance with these Rules and the Standing Orders.

9.2 The Chairman, Secretary, Treasurer, trustees, and any other officeholder, shall be members of the Executive Committee.

10. Officers of the A.S.P.S.U

10.1 The Chairman, the Secretary, Treasurer, trustees and any other officeholder, shall hold office for two years (or longer at the Executive Committee’s discretion until the Officer is no longer eligible for such Office or if the Executive Committee determines to replace such Officer or have the Office stand vacant) from the date of election by the Executive Committee provided always that the Executive Committee shall have power if no less than three-quarters of the membership of the Executive Committee so decide to remove the office-holder from office prior to the date on which his tenure of office would otherwise have expired by effluxion of time.

10.2 A President or Vice-President and Patrons and Vice-Patrons shall hold such position so long as the Executive Committee shall think fit.

10.3 The Executive Committee shall have power to fill any vacancy from time to time in any of the offices.

11. Trustees

11.1 From time to time the conduct of certain business of the A.S.P.S.U will require the appointment of trustees. The Executive Committee shall make such appointment as necessary. The number of trustees of the A.S.P.S.U shall be not more than four nor less than two, and the property of the A.S.P.S.U (other than cash which shall be under the control of the Treasurer and the bank account of which express provision is made in rule 12 below) shall be vested in them.

11.2 The trustees shall deal with the property of the A.S.P.S.U as directed by resolution of the Executive Committee, of which an entry in the minute book shall be conclusive evidence.

11.3 Subject to the all applicable legislation, the trustees shall be indemnified against risk and expense out of the A.S.P.S.U's property.

11.4 For the purpose of giving effect to the election and appointment of a new trustee the Chairman of the Executive Committee is hereby nominated as the person to appoint new trustees of the A.S.P.S.U within the meaning of section 36 of the Trustee Act 1925, and he shall by deed appoint the person or persons so elected by Executive Committee as the new trustee or trustees of the A.S.P.S.U.

12. Bank Account

12.1 The bank account of the A.S.P.S.U shall stand in the name of “Amateur and Semi-professional Sportsperson's Union”.

12.2 Unless the A.S.P.S.U shall otherwise resolve in general meeting, all cheques shall be signed by the Treasurer and one other officer of the A.S.P.S.U.

13. Annual General Meeting

13.1 Not later than the 31st December of every year the annual general meeting of the A.S.P.S.U shall be held.

13.2 The business of the annual general meeting shall include the following:-

(a) to confirm the minutes of the annual general meeting held the previous year;

(b) to receive the annual report of the Executive Committee;

(c) to receive the audited accounts of the A.S.P.S.U;

(d) to consider any alteration to the Rules of the A.S.P.S.U of which notice shall have been given and/or consider any Standing Orders and/or any alteration thereto; and

(e) any other business.

14. Special General Meetings

14.1 The Executive Committee shall have power from time to time to summon a special general meeting of the A.S.P.S.U for the consideration of business to be specified in the notice summoning such meeting at such time and place as the Executive Committee shall in its absolute discretion appoint.

14.2 The Executive Committee shall on a members’ requisition (as hereinafter defined) convene a special general meeting of the A.S.P.S.U.

14.3 A “members’ requisition” shall mean a requisition by not less than 10% of the fully paid-up Full Members of the A.S.P.S.U stating the objects of the special general meeting requisitioned and signed by the requisitionists and lodged at the main office of the A.S.P.S.U and may consist of several documents in like form each signed by one or more requisitionists.

15. Industrial Action

15.1 The A.S.P.S.U whether acting through its Executive Committee or in annual or special general meeting shall have the power to authorise or endorse such strike or other industrial action as from time to time it may consider necessary.

15.2 Without prejudice to the generality of the foregoing no strike or other industrial action shall be authorised or endorsed unless the procedures laid down by relevant statute or statutory provision for such authorisation or endorsement have been satisfied.

15.3 Subject to any statute or statutory provision to the contrary, the accidental omission to comply with any relevant statute or statutory provision which may regulate the authorisation or endorsement of any strike or other industrial action shall neither (i) invalidate the said strike or other industrial action nor (ii) expose any officer or member of the A.S.P.S.U to any liability in law.

16. Standing Orders

16.1 The Executive Committee shall have power from time to time to set before a general meeting of the A.S.P.S.U Standing Orders for ratification by such general meeting which shall regulate (but without prejudice to the generality thereof):

(a) the calling of an annual general meeting or special general meeting, and the conduct of business at the said meetings; and

(b) the calling of meetings of the Executive Committee, and the conduct of business at such meetings;
provided that all points of procedure not directly specified in the Rules or Standing Orders shall as and when they arise be decided by the Executive Committee in its absolute discretion.

16.2 All Standing Orders shall, until altered amended or rescinded by the A.S.P.S.U in general meeting, be binding on the members.

16.3 Without prejudice to the generality of the foregoing, no standing order shall be inconsistent with these Rules.

17. Benevolent Fund

17.1 The Executive Committee shall have power to establish and maintain a benevolent fund (hereinafter called “the Fund”) for the purpose hereinafter set out.

17.2 No monies or investments received and/or allocated to the Fund shall be applied to meet the general expenses of the A.S.P.S.U and no monies or investments shall at any time be withdrawn for any purpose other than for the purposes of the Fund.

17.3 The Fund may at the discretion of the Executive Committee be applied upon such terms as the Executive Committee shall in its absolute discretion think fit for the purpose of granting financial aid to any of the persons listed below who may be suffering financial hardship caused by death, sickness, incapacity by reason of personal injury, or unemployment.

17.4 Persons eligible for such financial aid shall be as follows:
(a) any person who is or has at any time been a Full Member of the A.S.P.S.U for no less than three consecutive years; and

(b) any wife widow child parent or dependent for the time being living of the persons set out in rules 17.4(a).

17.5 The Executive Committee may in its absolute discretion make such rules as it sees fit consistent with these Rules of the administration of the Fund.

17.6 Any decision of the Executive Committee as to the operation of the Fund shall be final and binding on all members and/or beneficiaries provided always that no member and/or beneficiary shall be paid or receive out of the Fund a sum exceeding £5,000 by way of gross sum in total or £1000 a year by way of annuity unless the A.S.P.S.U in general meeting shall so resolve.

18. Auditors

18.1 The accounts of the A.S.P.S.U shall be audited annually prior to the annual general meeting by the auditors to the A.S.P.S.U. The auditors shall be practising professional accountants holding no office under the A.S.P.S.U. The Treasurer shall be responsible for establishing and maintaining proper accounting records and a satisfactory system of control for its accounting records, cash, receipts and remittances.

18.2 The auditors of the A.S.P.S.U shall not be removed from office except by resolution passed at a general meeting of the Members.

18.3 The auditor, duly appointed to audit the accounts of the A.S.P.S.U shall be re-appointed as auditor for the following accounting period, unless:

(a) a resolution has been passed at a general meeting of the A.S.P.S.U appointing another person as auditor or providing expressly that the existing auditor shall not be re-appointed, or

(b) the auditor has given notice to the A.S.P.S.U in writing of his unwillingness to be re-appointed, or

(c) the auditor is ineligible for re-appointment, or

(d) the auditor has ceased to act as auditor by reason of incapacity.

19. Inspection of Books

Any fully paid-up Full Member may without fee, personally inspect the books of account, minute books, and names and addresses of the members, at the registered office on reasonable notice.

20. Change of Residence

Any member changing his residence must forthwith inform the Secretary of the Executive Committee in writing with full details.

21. Application of Monies

All monies received on account of the A.S.P.S.U shall be applied towards carrying out the objects of the A.S.P.S.U according to the Rules thereof.

22. Borrowing Powers

If at any time the A.S.P.S.U in general meeting shall pass a resolution authorising the Executive Committee to borrow money, the Executive Committee shall be empowered to borrow for the purposes of Executive Committee such amount of money either at one time or from time to time and at such rate of interest and in such form and manner and upon such security as shall be specified in the resolution.

23. Financial Year

The financial year of the A.S.P.S.U shall end on the 31st of December in each year, to which day the accounts of the A.S.P.S.U shall be balanced.

24. Disputes

Any dispute or difference which may arise as to the meaning or interpretation of these Rules or as to the powers of the officers or the Executive Committee or the validity of any election or proceedings of the Executive Committee shall be determined by the Executive Committee, whose decision shall be final and binding on all the members of the A.S.P.S.U.

25. Alteration of the Rules

25.1 These Rules may be altered amended or rescinded by a resolution of the A.S.P.S.U in a general meeting of the Members.

25.2 Subject to these Rules the Executive Committee shall have the power to make rules to regulate all matters not provided for by these Rules.

25.3 Without prejudice to the generality of the foregoing no rule made by the Executive Committee shall be inconsistent with these Rules.

25.4 No alteration amendment or rescission shall be effected in the Rules unless at least two-thirds of the members present and eligible to vote shall vote for the resolution or in the case of a ballot at least two-thirds of the votes cast are for the resolution.

26. Dissolution

26.1 Any resolution to dissolve the A.S.P.S.U may be proposed only at a special general meeting summoned for the express purpose of dissolving the A.S.P.S.U.

26.2 Any such resolution shall be carried by the vote of 75% or more of the members present and entitled to vote.

26.3 In the event of dissolution, after discharging all debts and other liabilities legally incurred, the remaining funds shall be distributed to such charity or charities as that special general meeting shall determine subject always to any conditions or restrictions attaching to the use and disposition of the monies and the said remaining funds.

27. Restrictions

The funds of the A.S.P.S.U shall not be applied in the furtherance of any political objects and the A.S.P.S.U shall not hold any ballot, on any political resolution.

28. Interpretation

28.1 In the interpretation of these Rules, the expression 'Image Rights' shall mean the personal attributes of the Member being identified in connection with a sports club, association or another sports body of which such Member is an employee, competitor on behalf of, or is otherwise connected, involved, or affiliated, including, the name, nickname, initials, shirt number, autograph, caricature, official statements, biographies, testimonials, endorsements, photographs, video, film or sound recording, voice or image reproduction.

28.2 If at any time it is necessary to determine whether any Full Member of the A.S.P.S.U is fully paid-up, he shall be deemed to be fully paid-up if at the date of determination he shall have paid all subscriptions which are due to the A.S.P.S.U at that time.

28.3 In the interpretation of these Rules the singular shall include the plural, and where appropriate the masculine shall include the feminine.

29. Headings

Headings in these Rules are for ease of reference only and shall not to be taken into account in their interpretation.

The Standing Orders of Amateur and Semi-Professional Sportsperson's Union

Part 1: GENERAL MEETINGS

1. Date of Annual Meeting
The Annual General Meeting of the A.S.P.S.U shall be held in every year on a day not later than the 31st December in that year.

2. Notice of Annual General Meeting

Every fully paid-up Full Member, Associate Member, Life Member and Honorary Member of the A.S.P.S.U shall be given not less then twenty-eight clear days notice in writing of the meeting. The notice shall specify the business to be transacted.

3. Special General Meetings

A special general meeting of the A.S.P.S.U may be convened by the Executive Committee (either acting on its own accord or following receipt of a written request from those fully paid up Members constituting 10% or more of the fully paid up Members of the A.S.P.S.U) in accordance with the provisions contained in Rule 14 of the A.S.P.S.U’s Rules.

4. Notice of Special General Meeting

Every fully paid-up Full Member, Associate Member, Life Member and Honorary Member of the A.S.P.S.U shall be given not less than twenty-eight clear days notice of the meeting. The notice shall specify the business to be transacted.

5. Time and Place of Meeting

Subject to the restrictions set out above, the annual general meeting and any special general meeting shall be held at such time and at such place as the Executive Committee in the exercise of its absolute discretion shall consider appropriate, but without prejudice to the generality of the foregoing a special general meeting convened by a members’ requisition must be held within sixty days from the date when the members’ requisition was lodged at the registered office of the A.S.P.S.U.

6. Quorum

No business shall be transacted at any general meeting unless those Members constituting 10% or more of the fully paid-up Members of the A.S.P.S.U are present.

7. Voting

7.1 Every fully paid-up Full Member shall be entitled to one vote on every resolution which shall be put to the vote at a general meeting of the A.S.P.S.U.

7.2 Unless some other manner of voting is prescribed by relevant statute or statutory provision or alternatively by special direction of the Chairman of the meeting in the exercise of his absolute discretion, voting at general meetings on every resolution put to the vote shall be conducted by show of hands.

7.3 Unless arrangements for proxy voting are made in order to comply with some relevant statute or statutory provision, or alternatively arrangements are specially made for proxy voting by the Executive Committee in its absolute discretion, voting by proxy shall not be allowed.

7.4 The Chairman of the general meeting shall have no second or casting vote.

8. Voting by Proxy

8.1 Where voting by proxy is allowed a proxy shall be appointed in writing under the hand of the appointer.

8.2 The instrument appointing a proxy shall be deposited at the registered office of the A.S.P.S.U not less than seventy-two hours before the time of holding the meeting at which the person named in such instrument proposes to vote.

8.3 Any instrument appointing a proxy shall be in the following form:
“"The Amateur and Semi-professional Sportsperson's Union”.
I ......................................., of ..........................................., being a fully paid-up Full Member of the above-named A.S.P.S.U appoint ........................................ of .............................................. as my proxy to vote in my name and on my behalf at the ............................................. general meeting to be held on the ........................... day of .......................................
Dated .............................. day of ...............................
Signature

8.4 No proxy shall be given other than to a fully paid-up Full Member of the A.S.P.S.U who is entitled in his own right to vote at the said meeting.

8.5 No proxy vote will be accepted by the Chairman of the meeting unless the appointment of the proxy complies strictly with these provisions.

9. Chairman

9.1 The Chairman of the Executive Committee shall preside at all general meetings of the A.S.P.S.U.

9.2 In the absence of the Chairman, the Executive Committee shall appoint a Chairman for such meeting.

9.3 If the Executive Committee fails to appoint a Chairman for the meeting, those present and entitled to vote at such meeting shall appoint a Chairman for the meeting.

10. Rights of Address

Unless the Chairman of the meeting shall otherwise direct, only fully paid-up Full Members, Associate Members, Life Member and Honorary Members, and officeholders (to include trustees) shall be entitled to speak at a general meeting of the A.S.P.S.U.

11. Decisions

Unless expressly provided otherwise by the Rules or by Standing Orders, no resolution put to the vote at a general meeting of the A.S.P.S.U shall be deemed to be passed unless more than one-half of the fully paid-up Full Members present (or where proxy voting is allowed the fully paid-up members allowed to vote) shall vote in favour of the resolution which has been put forward.

12. Minutes

The Secretary of the Executive Committee shall record in a minute book the proceedings of general meetings.

13. Finality of Chairman’s Decision

The Chairman’s decision as to the result of the voting on any resolution shall be final and an entry in the minute book signed by the Chairman of the meeting within fourteen days of the holding of the meeting shall be conclusive of the terms of any resolution and of its having been passed.

14. Omissions

The accidental omission to give notice of any meeting to any member or members entitled to receive notice shall not invalidate the proceedings of that meeting.

Part 2: ELECTION OF OFFICERS

15. By the Executive Committee

15.1 Candidates for election to the positions of Chairman, Secretary, Treasurer, trustees (and if in its absolute discretion the Executive Committee thinks fit, such other officeholding positions including Vice Chairman, Administrator, President, Vice-President, Patrons or Vice-Patrons) must be proposed and seconded by a voting member of the Executive Committee of the A.S.P.S.U (provided always that the first Chairman, Secretary, Treasurer and any other officeholding position shall be proposed and seconded by any fully paid Full Member). The name of every candidate with the names of his proposer and seconder must be sent in writing to the Chief Executive or Secretary of the Executive Committee at least two months before the date when the election is due to take place.

15.2 Subject to any relevant statute or statutory provision the voting paper and voting process shall be in such form as the Executive Committee shall in its absolute discretion decide from time to time.

Part 3: MEETINGS OF THE EXECUTIVE COMMITTEE

16. Meetings

16.1 Meetings of the Executive Committee shall be called by the Chairman or Secretary at least twice each year.

16.2 Additional meetings may be called by the Chairman, the Secretary, or any three members of the Executive Committee.

16.3 Meetings shall be held at such times and places as the Chairman or Secretary of the Executive Committee shall appoint.

17. Notice

17.1 All members of the Executive Committee shall be given notice of meetings by at least seven days notice in writing.

17.2 In circumstances of urgency, if two-thirds or more of the members of the Executive Committee agree, twenty-four hours oral notice may be substituted for the minimum period of seven days notice in writing.

18. Quorum

The quorum for meetings of the Executive Committee shall be any two members of the Executive Committee who are entitled to attend and vote at the meeting.

19. Voting

19.1 Each member of the Executive Committee shall have one vote on each matter considered by the Executive Committee and all decisions shall be made by a simple majority vote.

19.2 In the case of equality of votes, the Chairman of the Executive Committee or other member presiding at the meeting shall have a casting vote.

20. Minutes

The Secretary shall keep minutes of the proceedings of each meeting, which shall be read and confirmed at the next meeting.

21. Expenses

Members of the Executive Committee shall be entitled to receive reasonable expenses incurred in attending meetings of the Executive Committee.

22. Omissions

22.1 In the event of any situation arising which is not governed by the Rules or Standing Orders, the Executive Committee shall have full power to resolve or decide what action should be taken.

22.2 The accidental omission to give notice of any meeting to any member or members entitled to receive such notice shall not invalidate the proceedings of that meeting.

Part 4: INTERPRETATION

22.3 Where there is reference in the Rules or the Standing Orders to the expiry of any given period of time, the period shall be calculated on a calendar basis and shall include Saturdays, Sundays, Bank Holidays, Christmas Day, and Good Friday.

22.4 Where the act is required to be done within a specified period after or from a specified date, the period begins immediately after that date.

22.5 Where the act is required to be done within or not less than a specified period before a specified date, the period ends immediately before that date.

22.6 For the purposes of this paragraph Bank Holiday means a day which is, or is to be observed as, a Bank Holiday, or a holiday under the Banking and Financial Dealings Act 1971, in England and Wales.

22.7 Subject to any Rule or Standing Order which provides to the contrary, a notice shall be treated as having been given to any member of the A.S.P.S.U by the sending of the notice by email or by post in a pre-paid envelope addressed to the Member at his registered address. The notice shall be deemed to have been effected at the expiration of forty-eight hours after the envelope containing it was posted.

22.8 Words and expressions contained in the Standing Orders shall bear the same meaning as may have been specifically given to them in the Rules of the A.S.P.S.U.

22.9 The headings in the Standing Orders shall not be taken as part of them and shall not in any manner affect the interpretation or construction of the same.

22.10 Any dispute or difference which may arise as to the meaning or interpretation of these Rules or as to the powers of the officers or the Executive Committee or the validity of any election or proceedings of the Executive Committee shall be determined by the Executive Committee whose decision shall be final and binding on all the members of the A.S.P.S.U.

Part 5: ALTERATION OF RULES OR STANDING ORDERS

22.11 In cases where any alteration amendment or rescission of the Rules of the A.S.P.S.U or its Standing Orders is proposed (whether by the Executive Committee or otherwise) a copy thereof shall be sent with the notice of the annual or special general meeting at which the same is to be put.

22.12 No alteration amendment or rescission shall be effected unless at least two-thirds of the members present and eligible to vote shall vote for the resolution.