Constitution

(As approved by AGM 6/7/93 and submitted to and agreed by Charity Commission, with further changes submitted to the Charity Commission and agreed by AGM 11/4/2000 and name change agreed by AGM 15/4/2003 and agreed by the Charity Commission May 2003 and change to Section 8.1 agreed at the AGM April 2004 and changes to Item 3 agreed at the AGM 2006 and changes to section 8 as agreed at AGM 02/04/2008 and agreed by the Charity Commission May 2008, and insertion of Section 10. as agreed at the AGM 13/4/2010, and agreed by the OSCR and the Charity Commission.

1. Objectives

To advance public education in the core subject of Computer Science and in the wider context of Computing and its applications. In furtherance of this object but not further or otherwise the Council shall have power to:

  • consider matters affecting research, scholarship and learning in Computing within Universities, and their interaction with professional practice;
  • promote quality and professionalism in Computing;
  • formulate and express the views of senior academics in Computing on such matters and make recommendations to appropriate bodies;
  • do all such other lawful things necessary for the furtherance of the objects.

2. Membership

Those eligible for membership shall be:

  • Professors and Heads of Computing in UK Universities;
  • Such other persons as the Committee shall admit, the names of persons so admitted being reported to the Annual General Meeting.

There shall be a membership fee to be determined by Council from time to time.

3. Meetings

There shall be:

  • An Annual Assembly which shall include an Annual General Meeting
  • Such other meetings as the Committee shall call
  • Special General meetings when called for by at least one twentieth of the membership

Quorum:

No business shall be transacted at any General meeting unless a quorum is present
A quorum is 50 members entitled to vote upon the business to be conducted at the meeting, or one tenth of the total membership at the time, whichever is the greater.
The authorised representative of a member organisation shall be counted in the quorum.

4. Officers

The Officers shall be the Chair, the Vice-Chair, the Secretary and the Treasurer, who shall be members of the Council.

5. The Committee

The Committee shall consist of the Officers, the immediate past Chair and eight elected members who shall be members of the Council. In addition, the Committee may co-opt up to three persons, who need not be members of the Council. The quorum shall be two Officers and three elected members.

The Committee shall:

  • arrange the Annual Assembly and such other meetings as it considers appropriate;
  • Act on resolutions passed by the Council ;
  • Take action on behalf of the Council at any time, in keeping with the Objectives and policies agreed from time to time by the Council ;
  • Report to the Annual Assembly.

The Committee shall use its own initiative in taking action but when issuing statements it shall indicate those which have been approved by the Council.

6. Election and Appointment of Officers and Committee Members

The Officers and other elected members will be elected by simple majority vote at the Annual General Meeting.

Nominations for vacant offices and vacant seats on the Committee shall be called for at least two weeks before the Annual General Meeting.

The Chair, Vice-Chair and Secretary shall serve for a period of up to two years from election to office and shall not be eligible for immediate re-election to the same office.

The Treasurer and other elected members shall serve for a period of up to two years and shall be eligible for re-election.

The immediate past Chair shall be a member of the Committee and on completion of this role is not eligible to serve on the Committee in any capacity for a period of two years. Casual vacancies shall be filled by co-option.

No person shall serve as an Officer or an elected member for more than seven years consecutively, except as Chair or Immediate Past Chair, in which case they may serve on the committee for a further period to complete the terms of office.

Co-opted members are appointed only up to the end of the next Annual General Meeting.

7. Change of Constitution

Alteration to this Constitution shall receive the assent of two-thirds of the members present and voting at an Annual General Meeting or a Special General Meeting. A resolution for the alteration of the Constitution must be received by the Secretary of the Organisation at least 21 days before the Meeting at which the resolution is to be brought forward. At least 14 days notice of such a meeting must be given by the Secretary to the membership and must include notice of the alterations proposed. It is also provided that no alteration shall be made to clause 1 (Objectives), clause 9 (Dissolution) or this clause (Clause 7) without the prior approval in writing of the Charity Commissioners and provided further that no amendment shall be made which would cause the organisation to cease to be charitable in law.

8. Accounts

  • An account or accounts shall be opened in the name of the organisation at such bank as the Committee shall decide. The Committee shall also set a ‘Small Payments Limit’. All cheques drawn on such account or accounts of value less or equal to the ‘Small Payments Limit’ shall be signed by one of the Officers of the Committee. All cheques drawn on such account or accounts of value greater than the ‘Small Payments Limit’ shall be signed by 2 members of the Committee, one of whom shall be an Officer. The Committee may, from time to time, vary the ‘Small Payments Limit’.
  • A statement of accounts shall be produced by the Treasurer for presentation at the Annual General Meeting of the organisation.

9. Dissolution

The Organisation may be dissolved by a Resolution passed by a two-thirds majority of those present and voting at a Special General Meeting convened for the purpose of which 21 days notice shall have been given to the members. Such resolution may give instructions for the disposal of any assets held by or in the name of the Organisation, provided that if any property remains after the satisfaction of all debts and liabilities such property shall not be paid to or distributed amongst the members of the Organisation but shall be given or transferred to such other charitable institution or institutions having objects similar to some or all of the objects of the Organisation as the Organisation may determine and if and insofar as effect cannot be given to this provision then to some other charitable purpose.

10.

Nothing in this constitution shall authorise an application of the property of the charity for purposes which are not charitable in accordance with section 7 Charities and Trustee Investment (Scotland) Act 2005.

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