Please join us for a short online meeting to discuss and agree the new constitution for APRS. Following the discussions at the AGM in May, the agreed changes have been made and we need a meeting of members to sign it off.
Join the Meeting
The EGM will take place on Tuesday 30th September at 1pm and will take around half an hour. It is an online meeting via zoom and you can join by clicking the link below.
We need a quorate of 15 to join so please email Laura info@aprs.scot to let her know you are coming. She will also send you out an email reminder for the meeting.
Summary of Changes
The Draft Constitution went to the AGM for approval. The AGM recommended two things to revisit.
- That the name of the ‘The Chair’ be changed to ‘The Convenor’
- That we reword a clause to the effect that the board can decide not to give an individual membership. Clauses 14 and 15 are now:
14 Any person who wishes to become a member must submit an application for membership (in writing or by email or via the organisation’s website or app).
15 The board may decline to accept an application for membership at its absolute discretion and without being required to state a reason.
In order to approve the amended new Constitution we need to have an Extraordinary General Meeting (EGM) to get a vote from members.
We need a Quorate of 15 at this meeting so please do come, it is online and shouldn’t take longer than half an hour.
Background:
SCIO (Scottish Charitable Incorporated Organisation) is an organisational structure which is a charity but it is also incorporated. SCIOs have been around for about ten years. This would mean that we would no longer be a Limited Company AND and Charity (and therefore subject to both charity law and corporate law and reporting) but we would be one organisation that had the advantages of both being incorporated and charitable. There are advantages with reduced reporting burden (to Companies House and OSCR) and simpler accounts can be produced.
Process:
As we are already incorporated the process is simple. We keep the same charity number and it is a simple process to move over.
Decision on whether to go ahead to be a SCIO: We consulted SCVO (had two meetings with their constitution specialist) and our accountant, to get advice on whether to switch to a SCIO. The paper on the pros and cons of the change went to the Exec Committee in Sept 2024 and it was decided by Exec Committee that we would go ahead with the move to become a SCIO.
Process of writing the new constitution started after this and went to the December Exec Committee. Beginning with the template from SCVO for a two tier SCIO (ie has a board and also has members), Kat Nina and Iain formed a sub group of the Exec Committee to write a draft. Kat sought advice from corporate lawyer Douglas Mathie (a neighbour of hers) who made edits and suggestions and gave advice and the second draft went to the December Exec Committee and was approved to move forward, Kat followed up with Exec Committee to ask for edits to the charitable objectives.
The final draft of the constitution was discussed at the March Exec Committee, additional edits to the charitable objects were agreed by email with the Exec Committee. Discussions at the AGM suggested two additional changes and this is the final version that we are discussing at the EGM.