1 The name of the association shall be “The Black Isle Partnership”, (herinafter known as “the Partnership”
2 Area of interest of the partnership
The Partnership shall have an interest in the area of land between the Beauly and Cromarty Firths, and defined in the west by the line indicated on the attached map. The area shall hereinafter be known as “the Black Isle”.
3 The aim of the Partnership is to promote better and more integrated management of the natural, economic, recreational and cultural resources of the Black Isle, in order to retain and enhance a high quality of life for all its residents and visitors.
To further this aim, the objectives of the Partnership shall be the following:
a.improve the communication and exchange of information relating tothe Black Isle by providing a forum to bring together representatives of organisations and individuals with an interest in the area;
b.encourage joint initiatives, relevant to the Partnership´s aim, amongst participating organisations and individuals in respect of the Black Isle;
c.collect and disseminate information on all matters relevant to the work of the Partnership;
d.promote opportunities to increase awareness and understanding of the importance of the resources of the Black Isle, and the need for wise management;
e.monitor and review progress of work initiated by the Partnership;
f.create links with similar groups to promote and learn from good practice;
g.lobby and represent the joint needs of the Black Isle area to relevant public agencies and authorities;
h.generally to carry out the aims and objectives of the Partnership.
a.Membership shall be open to any organisation or individual which supports the aims and objectives of the Partnership, (hereinafter known as “the participants”). Membership shall beof two types, full and associate, as provided for in sub-clauses b and c respectively. Full members only are eligible to vote.
b.Full membership will be open to any individual living within the Black Isle or a representative of an organisation whose remit is focused on the Black Isle. Each participating organisation shall appoint a voting representative, or substitute, to attend Partnership meetings and shall supply in writing to the Secretary the name and address of each representative and each representative shall continue to represent his/her organisation until such appointment is terminated in writing to the Secretary. Individuals representing organisations will act on behalf of those organisations and not as private individuals.
c.Associate membership will be available to individuals and organisations who are based outwith the area, but who have an interest in assisting the achievement of the Partnership´s aims and objectives. Again, representatives will act on behalf of those organisations rather than as private individuals.
d.Any full or associate participant who has, in the view of the Partnership, brough the Partnership or the purposes of the Partnership into disrepute may be removed from participation following a vote by the Management Group (see below). The member concerned shall have the opportunity to make representations to the Management Group in person or in writing.
e.Membership rates shall be set at the Annual General Meeting (AGM) for the following year. All full and associate members shall undertake to pay their membership to the Treasurer within 30 days of the AGM. A member failing to pay within 6 months of the AGM will be deemed to have resigned fromthe Partnership.
f.Additional categories of membership may be established at the AGM.
5 Office bearers of the Partnership
a.Office bearers of the Partnership shall be full members and shall consist of a Chairperson, a Vice Chairperson, a Secretary and a Treasurer, and such other office bearers as the Partnership shall from time to time decide. Office Bearers shall be elected annually for a maximum of three years, by formal resolution at the AGM and shall hold office until the next AGM after their election.
b.Nominations for office bearers of the Partnership shall be proposed and seconded by full participants of the Partnership, at the AGM. Nominations may also be made in writing, seconded, and with the consent of the nominee, prior to the AGM being formally convened. Shold nominees exceed vacancies, elections shall be by show of hands or by ballot of those present as the AGM determines.
c.The Chairperson shall have a vote, and in the event of a tied vote shall have the casting vote.
6 Management group
a.The affairs of the Partnership shallbe managed by the Management Group, which shall be responsible tothe full membership of the Partnership.
a.Only full members may be on the Management Group. It will consist of the office bearers of the Partnership, and one representative of the following interests (to a maximum Management Group size of sixteen) who shall be elected at the AGM, or co-opted to join the Management Group by the Office Bearers. The majority of the Group shall be residents of the Black Isle.
•Nature and landscape conservation
Such interests being boradly representative and as the Management Group shall from time to time decide.
a.The Management Group shall meet as frequently as they deem necessary, but a minimum of four meetings per annum is required.
b.The Office Bearers and aminimum of 5 others shall be elected at the AGM, with the balance to be co-opted.
c.The Management Group will be deemed quorate with a minimum of two elected Office Bearers and four other members.
d.In the event of the Chairperson being unavailable, the members of the Management Group, in attendance, will appoint an acting Chairperson. This will be decided by a simple majority vote.
e.25% of the Management Group should resign each year.
f.Any Management Group vacancy may be filled by agreement of a majority at a Management Group meeting, until the next AGM. The Management Group shall be entitled to co-opt such additional members with particular expertise as deemed necessary.
g.All matters arising at a Management Group meeting shall be decided by a simple majority of those present and entitled to vote. No person shall exercise more than one vote even though he or she represents two or more interests, and in the event of an equality of votes the Chairperson or acting Chairperson shall have the casting vote.
h.Management Group meetings will be open to participants.
7 Working Groups
a.The management group shall identify issues and set up Working Groups to assess those issues subject to Terms of Reference agreed by the Management Group in advance.
b.A Working Group shall include at least one member of the Management Group who shall report the proceedings of the Working Group to the Management Group.
c.Representation on Working Groups byorganisations may be other than the voting representativ on the Partnership, as deemed appropriate by the Working Group and the relevant voting representative.
8 Meetings of the Partnership
a.The AGM of the Partnership shall take place at least once a year and be held at such a place and time as determined by the Management Group. At least 21 days notice shall be given in writing to each participant.
b.The Chairperson of the Partnership may at any time, giving at least 21 days written notice to all the participants, call an EGM of the Partnership. The Secretary shall call an EGM of the Partnership within 28 days of receiving a written request so to do signed by not less than 15 members whether individual or representative and giving reasons for the request.
c.At AGMs and Extraordinary General Meetings (EGMs) where voting is required, a quorum of not less than twice the number of the Management Group plus one additional participant is required.
d.Each full member shall have one vote at a meeting and in the event of a tied vote, the Chairperson shall have a casting vote. Decisions will be by a majority present at that meeting (subject to the over-riding provisions of Clauses 11(d) and 12(c) hereof).
In furtherance of the said aims and objectives the Management Group, on behalf of the Partnership, may:
a.employ and pay any persons to supervise, organise and carry on the work of the Partnership;
b.engage and pay fees to professional and technical advisors/consultants to assist in the work of the Partnership;
c.collect and disseminate information on all matters affecting the said aims and objectives and exchange information with other bodies;
d.promote and carry out or assist in promoting and carrying out research, surveys and investigations and where considered appropriate publish the results;
e.have written and print, publish and circulate, gratuitously or otherwise, such papers, pamphlets etc, or films or recorded tapes as shall further the said aims and objects;
f.purchase, take on lease or in exchange, hire or otherwise acquire any property and any right or privileges necessary for the promotion of the said aims and objects and construct, maintain and alter any buildings or erections necessary for the work of the Partnership;
g.make regulations for the management of any such property;
h.subject to such consents as may be required by law, sell, let, mortgage, dispose of or turn to account allor any of the property or assets of the Partnership;
i.subject to such ocnsents as may be required by law, borrow or raise money for the objects of the Partnership, apply for and receive grants etc from public and other bodies, and accept gifts on such terms andon such security as shall be deemed necessary provided that the Partnership shall not undertake permanent trading activities in raising funds for the said aims and objects;
j.raise funds and invite and receive contributions from any person or persons whatsoever by way of a subscription and otherwise provided that the Partnership shall not undertake permanent trading activities in raising funds for the said aims and objects except by means of a company established for the purpose;
a.do all such other lawful things as are necessary for the attainment of the said aims and objects.
a.All monies raised by or on behalf of the Partnership shall be applied to further the aims and objects of the Partnership and for no other purpose, provided that nothing herein contained shall prevent the payment in good faith of reasonable and proper remuneration to any employee of the Partnership or the payment of reasonable out-of-pocket expenses.
b.The Treasurer shall keep proper accounts of the finances of the Partnership.
c.The accounts shall be audited at least once a year by the auditors appointed at the AGM, and the audited statement of accounts shall be submitted to the AGM for the last financial year. The Partnership´s financial year shall be decided at the first AGM.
d.A bank account shall be opened in the name of the Partnership with such bank as may be decided by the Management Group. The Partnership shall authorise three members of the Management Group , the Chairperson, the Treasurer and one other to sign cheques on behalf of the Partnership. All cheques must be signed by not less than two of the three authorised signatories.
11 Alterations to Constitution
a.Alterations amy only be made at an AGM or an EGM, which is called for that purpose
b.A resolution for the alteration of the Constitution must be received by the Secretary of the Partnership at least 40 clear days before the AGM or EGM.
c.Participants in the Partnership shall be given notive in writing of the proposed alteration(s) at least 21 clear days before the AGM or EGM.
d.Any alterations to the Constitution shall be agreed by a 75% of the voting participants present at the meeting.
12 Dissolution of the Partnership
a.If the Management Group, by a simple majority, decide at any time, on the ground of expense or lack of funds or otherwise, that it is necessary or advisable to dissolve the Partnership, it shall call an EGM, the purpose of the meeting being stated to consider dissolving the Partnership.
b.Not less than 21 days notice of the meeting place, the time and the purpose of the meeting shall be given to all participants.
c.If the motion at the EGM to dissolve the Partnership is approved by a 75% majority of those present and entitled to vote, the partnership shall be dissolved and the Management Group shall have the power to dispose of any remaining assets held by or on behalf of the Partnership. Any such assets remaining, after settling any debts and liabilities, shall be given to another charitable organisation or organisations which have aims and objects similar to that of the Partnership, all as determined by the Management Group.