Constitution

DRAFT CONSTITUTION OF IMBA UK (June 2004)

1. NAME
1.1 The name of the organisation shall be IMBA UK.

2. MISSION
2.1 To promote environmentally sound and socially responsible mountainbiking.
2.2 To work to create new trails, and keep trails and public access open for mountainbiking by encouraging responsible riding, supporting volunteer trailwork and cooperating with other trail user groups, land managers and public bodies.

3. MEMBERSHIP
3.1 Membership is open to all persons wishing to participate in or support the mission and objectives of IMBA UK.
3.2 An annual membership fee will be decided by the Executive Committee, with any changes taking place on 1st January. Subscriptions must be paid by all members, unless specified exceptions have been made by the Executive Committee.
3.3 Members are required to observe the mission and rules of IMBA UK at all times. Failure to do so will lead to the cancellation or refusal of membership.
3.4 Affiliation is open to organisations who support the mission of IMBA UK.

4. MANAGEMENT
4.1 The affairs of the organisation shall be managed by an Executive Committee of five members. The Committee shall ensure that all of its functions (Appendix A) are allocated to specific members, including if appropriate, co-opted committee members
4.2 The Executive Committee shall comprise Chairman and 4 other members.
Following election the positions of Vice Chairman, Treasurer, Members Secretary and Communications Officer will normally be taken by Executive Committee members, or otherwise delegated to Full Committee members.
4.3 Executive Committee members shall be elected by members at the Annual General Meeting for a period of two or three years. Two of the members of the Executive Committee shall retire annually, normally in order of length of service. They are eligible for re-election. If a vacancy arises between AGMs, the Committee shall have the power to fill it, normally with a member from the Full Committee.
4.4 Proposals for election of Executive Committee members must be supported by a proposer and seconder. The nominee, proposer and seconder must be fully paid up members for a minimum of 6 months prior to the date of the AGM.
Proposals must be received by the Chairman at least 28 days prior to the AGM.
4.5 The Executive Committee shall be advised by National & Regional Trail Coordinators, National Access and Trail Development Advisors, together with up to five ordinary members. These posts will be nominated by the Executive Committee to serve for one year, and together with the Exec. Committee will comprise the Full Committee
4.6 The Executive Committee may co-opt other IMBA UK members to assist it, through a vote by a simple majority of Executive Committee members.
4.7 Decisions affecting IMBA UK shall be taken on the basis of a simple majority vote of the Executive Committee members.
4.8 IMBA UK Executive Committee meetings shall be held at least 3 times per year
4.9 The quorum for an Executive Committee meeting shall be three Executive Committee members.
4.10 The Executive Committee shall have the power to deal with any matter not provided for in this constitution.
4.11 The Exec. Committee may appoint respected figures for a fixed term as non executive President, Vice President(s) &/ or honorary member(s) to promote the objectives of IMBA-UK.

5. ANNUAL GENERAL MEETING
5.1 IMBA UK shall hold an Annual General Meeting (AGM), normally in November, and at an interval of not greater than fifteen months.
5.2 All fully paid up members over the age of 16, and affiliated organisations, shall each receive one vote on matters discussed at the AGM.
5.3 A fully paid up member, and an affiliated organisation are those who have paid the yearly subscription.
5.4 Notification of an AGM to members shall be no later than 56 days prior to the AGM.
5.5 Any proposed constitutional changes must be notified to the members of IMBA UK up to 56 days prior to any AGM or SGM.
5.6 Proxy voting will be available to fully any paid up member. Proxy votes must be sent to a nominated coordinator prior to the AGM, but may not exceed 49% of the total vote.
5.7 The Committee of IMBA UK must be notified of nominations and proposals for discussion at an AGM no later than 28 days prior to the AGM. These will be circulated to members at least 14 days prior to the meeting, but will only be valid providing proposer and seconder attends the meeting to promote the topic.
5.8 A Special General Meeting (SGM) must be called within 28 days of the receipt of a requisition signed by 30 members or 10% of the membership, whichever is the larger, specifying the sole subject to which discussion shall be confined.

6. FINANCE AND ACCOUNTS
6.1 The financial year shall run from 1 October to 30 September.
6.2 The treasurer shall be responsible for the preparation of the annual accounts of IMBA UK, which shall be subject to examination by other members of the Committee and shall be independently authenticated.
6.3 The annual accounts shall be available to all members on request.
6.4 All cheques drawn against the IMBA UK bank account shall be signed by one of the two signatories nominated by the Executive Committee.
6.5 IMBA UK is a non-profit making organisation. All income received shall be applied solely to the promotion of the objectives of the IMBA UK. No member shall receive payment from IMBA UK other than the reimbursement of reasonable fees and expenses necessarily incurred in the furtherance of the objectives of IMBA UK.

7. DISSOLUTION
7.1 In the event of the dissolution of IMBA UK, any assets left after liabilities have been met shall become the property of IMBA, the parent body in the USA.
7.2 In the event of dissolution of IMBA UK any liability due to members is limited to one pound per person.

APPENDIX A. DUTIES OF THE OFFICERS
For the information of members, the following is a list of the various duties of the Committee in relation to the management of IMBA UK. The list is not exhaustive.