Constitutional Panel

The Constitutional Panel of the RSCDS comprises three people. All must be members of the RSCDS, but not necessarily serving members of any RSCDS Management Committee. Currently, the Panel's three members are: Christopher Smith (Management Board Member), John Gibson (Member) and Trevor Clarke (Member), Andrew Nolan and Kirsty Thorburn.

The head of the Panel is appointed by the Management Board (MB). The head of the Panel then co-opts, with the agreement of the MB, the other two members of the Panel. The Constitutional Panel reports to the MB.

The Panel will convene when the need arises and will conduct its business mainly through email or video conference calls.

The remit of the Panel is as follows:

• To research and respond to queries from Branches, advising them about aspects of Branch constitutions, the RSCDS Rules and Procedures, the Licence Agreement and good governance
• To report to the MB any queries and the advice given in response

The composition of the Panel is reviewed annually at the first MB meeting after the AGM.

For all enquiries regarding Branch Constitution please contact Cécile Hascoet cecile.hascoet@rscds.org at  the RSCDS Office and she will pass along your query. Please allow 4 weeks for the panel to review your constitution query.

Members of more than one Branch

Some time ago the Society suggested a model constitution for Branches. There was one headed “reviewed February 2011” and there has been a more recent one in 2015 which the Society put on its website, albeit only briefly. 

Members of the Society are permitted to belong to as many Branches as they wish, subject to acceptance by each Branch and the payment of the appropriate fee fixed by each Branch. Each member must nominate one Branch (or HQ) to be the collecting agent for the HQ element of the subscription. The Branch acting as the collecting agent is usually called the first or primary Branch and all other Branches to which members might belong are usually called their second Branch. Only “first Branch members” are counted for RSCDS membership statistics and for calculating the number of guarantors that are required to be appointed. In all other respects Branches should not distinguish between their members who have or have not nominated that Branch as the collecting agent for the HQ element.  
  
In Clause 4.2.c of the model constitution (now obsolete) it was suggested that the privileges accorded to “associate” (i.e. second Branch) members might be different from those of first Branch members and that “associate” members should have no voting rights in the management of the Branch/Branches of which they are second Branch members. The Management Board has reconsidered this position and decided that there is no logic that supports it. All members can apply to belong to (and, if they chose, play a full part in) as many Branches as they wish but they pay only one HQ subscription. This change of view has only crystallised recently and we wish to make it known to all members and Branch secretaries as quickly as possible. We apologise for any confusion or embarrassment caused by the wording contained in the previous model constitution.      

You are probably all aware that Clause 12 of the old model (“Representation in the Society”) is now out of date since the Society registered to be a Company Limited by Guarantee. The Society requires all Branches to nominate two or more (as stipulated) of its members to be ‘guarantors’ of the Society on a continuous basis. Clearly the individuals may change over time, and the changes must be notified to the Society without delay for compliance with company law. The individuals nominated to be guarantors are the Branch’s delegates. They do not need to attend the Society’s AGM in person as they can appoint proxies to vote on their behalf. The difference from before 2014 is that Branches no longer appoint delegates at their own AGMs to attend the Society’s AGM. The ‘new style’ delegates must be in place throughout the year. Branches should check their constitution to ensure that it reflects these changes brought about by our transformation into a Company Limited by Guarantee.