1. Name

The name of the association is The Guinean Association of Glasgow ( referred to in this constitution as G.A.G )

2. Aim

G.A.G is a not for profit, apolitical association which seeks to unite and support the Guinean people living in Scotland, irrespective of their tribal and ethnic grouping, sex, sexuality, faith and political sympathy. G.A.G aims to build up bonds of mutual assistance, solidarity and understanding, thereby improving the quality of life of its members.

3. Objects

a.       To assist the Guinean community to integrate in to Scottish and UK society and to respect Scottish and UK law.

b.      To hold regular meetings and social events which preserve, enhance and promote the Guinean community’s identity, language, traditions and cultural values among its membership and the wider Scottish community;

c.       To provide information and advice to the Guinean community either directly or by signposting them to relevant and qualified agencies.

d.      To liaise with other organisations, agencies and authorities with a view to assisting the community by keeping them informed, helping them to integrate and combating poverty.

 

4. Powers

 

To further the aims of the association G.A.G has the power to:

a.       Employ and pay any person to supervise, organise and carry out the work of the organisation

b.      Purchase, lease or hire property or accommodation for use by the association.

c.       Produce written materials for the community containing advice and information on matters of concern or interest to the community when required and in an accessible form.

d.      Obtain, collect and receive money and funds by way of contribution, donation, legacies, grants and other lawful methods, and accept and receive gifts or contributions and property of any description.

e.      Liaise with Guinean organisations elsewhere.

f.        Work in partnership with other organisations that support the association’s aims.

 

5. Membership

 

a.       Full Membership is open to any person of Guinean origin.

b.      All members must honour the obligations of the association.

c.       All members aged over sixteen are eligible to vote and be voted for during elections of the executive committee.

d.      Persons wishing to become members should intimate this at a meeting and pay the annual and monthly registration fees which will be set from time to time by the executive committee.

e.      Membership is free to those aged under 16.

f.        Sympathisers who accept and respect the goals of the association, but have no link with Guinea can join as associate members.

g.       Associate members are eligible to vote at general meetings and are entitled to stand for election on to the executive committee but they may not hold the positions of President, Vice President, Secretary General and Treasurer

6. Exclusion, Suspension or Expulsion from Membership

a.       The executive committee reserves the right to deny membership to any individual who express opinions, or otherwise act in a way damaging to the achievement of G.A.G’s aims and objectives, or who are members of organisations whose aims and objectives are explicitly opposed to those of G.A.G.

b.      Any person whose conduct could bring G.A.G into disrepute may be suspended and/or expelled from the association by way of a resolution passed by a majority vote at a committee meeting.

c.       Decisions made by the committee in relation to exclusion, suspension or expulsion must be ratified at a general meeting of G.A.G.

d.      The circumstances of the alleged offence must be thoroughly investigated.

e.      At least 21 days’ notice of the intention to propose the resolution must be given to the individual concerned, specifying the grounds for the proposed suspension or expulsion.

f.        The individual concerned shall be entitled to be heard on the resolution at the committee meeting at which the resolution is proposed.

g.       The individual concerned has the right to appeal the decision at a general meeting.

7. Executive Committee

a.       The executive committee will comprise of up to 9 members.

b.      The quorum for making decision on behalf of the organisation at executive meetings will be 5 members of the committee.

c.       The executive committee will meet every 3 months.

d.      The executive committee or chosen members of the committee or an appointed member shall represent the association in all external affairs

      e.      The executive committee shall comprise the following:

                                 i.            President

                               ii.            Vice President

                              iii.            Secretary General

                             iv.            Assistant Secretary General

                               v.            Treasurer

                             vi.            Financial Secretary

                            vii.            Chief Whip

                          viii.            Committee member

                             ix.            Committee member

f.        Office bearers election will take place at AGM’s by simple majority.

g.       They will hold office for one year, until the next election of the committee, when they shall retire from office but will be eligible for re-election.

h.      The executive committee can co opt up to 3 members between AGMs. A member of the executive committee is deemed to have resigned if they miss 3 consecutive meetings without apologies. Or they can give notice of resignation in writing.

 

8. Office Bearer Duties

 

President

a.       He shall preside over all association meetings or delegate responsibility to the vice or any other member of the committee as deemed appropriate.

b.      He shall put in force all decisions of the ordinary assembly.

c.       He shall implement strategies necessary to achieve the goals set out by the general assembly.

d.      He shall, together with 2 members of the association, sign for the withdrawal of funds from the association’s accounts.

Vice President

e.      He shall assist the president in the execution of his duties

f.        He shall assume the functions of the president in his absence or though impeachment.

Secretary General

g.       He shall work in close collaboration with the president outing in force all strategies set forth be the president.

h.      He shall draw up the agenda for all meetings.

i.         He shall take minutes during meetings and present them at the start of each meeting. 

Assistant Secretary

j.        He assumes the duties of the secretary general in his absence or impeachment.

k.       He shall inform all members of any emergencies that might arise.

l.         He shall keep attendance register at all meetings.

 Treasurer

m.    He shall execute all disbursement of funds from the association together with the president and delegated members.

n.      He shall keep a ledger on association accounts.

o.      He shall be accountable to the association’s funds.

p.      Assist in the arranging of the independent audit of the accounts.

Financial Secretary

q.      He shall present a statement of account to the association if and when required.

r.        He shall keep note of the management of association accounts

s.       He shall be in charge of all financial transactions during meetings

t.        He shall keep receipts of all expenditures and produce them on request.

u.      He has the power to request and necessary information from the president, treasurer or secretary general with regards to the execution of his duties.

v.       Assist in the arranging of the independent audit of the accounts.

Chief Whip

w.     He shall maintain order and disciplines during meetings.

x.       He shall enforce all internal regulations with regard to sanctions.

y.       He shall present all sanctions taken during the meeting at the end of each sitting.

 

9. Conduct and Procedures of the Executive Committee

a.       The secretary shall maintain records of all those in membership of G.A.G and together with the treasurer, shall collect the annual subscription fees from members.

b.      A member of the committee who has a personal interest in any transaction or other arrangement which the organisation is proposing to enter into, must declare that interest at the appropriate time; he/she will be debarred from voting on the question of whether or not G.A.G should enter into that arrangement.

c.       A person shall be deemed to have a personal interest in a particular matter if any partner or other close relative of his/hers or any organisation or any firm of which he/she is a partner or any limited company of which he/she is a substantial shareholder or director, has a personal interest in that matter.

d.      No member of the committee may serve as an employee (full time or part time) of G.A.G, and no member of the committee may be given any remuneration by the organisation for carrying out his/her duties as a member of the committee.

e.      The members of the committee may be paid all travelling and other expenses reasonably incurred by them in connection with their attendance at committee meetings, general meetings, or associated meetings, or otherwise in connection with the carrying-out of their duties.

f.        Any member of the committee may call a meeting of the committee or request the secretary or chair to call a meeting of the committee.

g.       Questions arising at a meeting of the committee shall be decided by a majority of votes; if the number of votes cast is equal the chairperson of the meeting shall have a second, casting vote.

h.      No business shall be dealt with at a committee meeting unless a quorum is present.

i.         If at any time the number of committee members in office falls below the number fixed as the quorum. The remaining committee member(s) may act only for the purpose of filling vacancies or of calling a general meeting.

j.         Each member of the committee must, in exercising his/her functions, act in the best interests of the G.A.G and in particular must :-

                                 i.            Seek, in good faith, to ensure that the association acts in a manner which is in accordance with its objectives (as set out in this constitution).

                               ii.            Act with the care and diligence which it is reasonable to expect of a person who is managing the affairs of another person or group of people.

                              iii.            Put the interests of the association before that of themselves or another party, in taking decisions as a member of the committee.

                             iv.            Ensure that the association complies with any direction, requirement, notice or duty imposed on it by the Charities and Trustee Investment (Scotland) Act 2005 or by other civil or criminal legislation.

10. Meetings

a.       The Annual General Meeting (AGM) is the supreme organ of the association. All members will be encouraged to attend and participate in it.

b.      It shall be convened to evaluate the progress and running of the association over the past year. It shall review the objectives attained during the year and establish objectives for the coming year. The business of each AGM shall also include:-

                                 i.            A report by the president on the activities of the association.

                               ii.            Presentation of the independently verified annual accounts of the association.

                              iii.            The election/re-election of members of the committee.

 

c.       The AGM shall be convened and prepared by the executive committee. Reminders for the AGM shall be sent out to all the members by phone call, text message and / or letter 21 days before the meeting date. A quorum for the AGM shall be 2/3 of the membership.

d.      An Extraordinary General Meeting of the association may be called at the request of 2/3 of the committee or on submission of a signed petition supported by 12 members. Members will be notified by phone, text and / or letter.

e.      Ordinary Meetings of G.A.G shall take place on the last Saturday of every month of the year. These meetings are principally social meetings but can also be used to discuss issues affecting the association. All members are encouraged to attend these meetings.

11. Finance

a.       The signatures of two out of three signatories appointed by the committee shall be required in relation to all operations (other than lodgement of funds) of the bank and building society accounts held by the association. Signatories must be members of the committee.

b.      The committee shall ensure that proper accounting records are maintained in accordance with all applicable statutory requirements.

c.       The treasurer shall produce management accounts for all committee meetings to ensure that the committee is fully aware of the association’s financial status and is able to meet its financial responsibilities and commitments.

d.      The committee shall prepare annual accounts, complying with all relevant statutory requirements.

e.      Most transactions should be enacted by a process of invoices, cheques, bank transfers and receipts however the treasurer may operate a petty cash system for smaller expenses which will be topped up from time to time from the main bank account of the G.A.G.

f.        The title to all property (including any land or buildings, the tenant’s interest under any lease and any investments) shall be held either in the names of members of the committee (and their successors in office) or in name of a nominee company holding such property in trust for the organization. Any person or body in whose name the association’s property is held shall act in accordance with the directions issued from time to time by the committee.

12. Amendments to the Constitution

The constitution may be altered by a resolution passed by not less than two-thirds of those present and eligible to vote at an AGM or Special General Meeting convened for that purpose, providing notice of the alteration is provided to the full membership 21 days in advance of the meeting.

13. Dissolution of the organisation   

Any assets remaining after satisfaction of the debts and liabilities of the association shall be transferred to some other charitable body or bodies having objects similar to those of the association; the identity of the body or bodies to which such assets are transferred shall be determined by the members of the association at, or prior to, the time of dissolution.

Definitions clause:

  1. “Charitable body” shall mean a body on the Scottish Charity Register which is also regarded as a charity in relation to the application of the Taxes Acts.
  2. “Charitable objects” means a charitable purpose under section 7 of the Charities and Trustee Investment (Scotland) Act 2005 which is also regarded as a charitable purpose in relation to the application of the Taxes Act.