_UNINCORPORATED CO-OPERATIVE
1. The name of the co-operative shall be FOR NOW.
2. The Co-operative shall abide by the internationally recognised values and principles of the co-operative identity as defined b y the International Co-operative Alliance, in particular the values of self-help, self-responsibility, democracy, equality and solidarity, and the ethical values of honesty, openness, social responsibiolity and caring for others.
3 FOR NOW is a co-operative of mutually supportive artists based in or near Bath, whose objects are to engage in and promote, maintain and enhance the practice of contemporary art, and to present them to the widest audience possible through the dissemination of the members' art practice.
The OBJECTS opf the co-operative shall be to:
4. The Co-operative shall have the power to do all things necessary or expedient for the fulfilment of its objectives.
5. The address of the Co-operative shall be the same as that of the Secretary.
MEMBERSHIP
6. The Co-operative shall consist of of all those who sign this governing instrument (the Founder members) and such persons as the Co-operative may admit in accordance with rule 7.
7. Application for membership may be made by any person who is a working artist in the Bath area and actively contributes to the Objects of the Co-operative, and has agreed to pay to the Co-operative any fee or other monies due for tyhe use of such services.
8 Every applicant for admission shall be considered by the co-operative or the Committee at its firtst meeting after it was made or as soon as thereafter as is practicable; if the application for membership is approved then upon payment of such admission fee (if any) as may be in force, the person shall be admitted as a member.
9. A member shall cease to be a member if he/she:
(a) resigns in writing to the Secretary;
(b) ceases in the opinion of the Co‑operative or the Committee to fulfill the criteria for membership as set by the Cooperative; or
(c) fails in the opinion of the Co‑operative or the Committee to pay any fee or other monies due to the Co‑operative; or
(d) is expelled by a resolution carried by the votes of three quarters of its members present and voting at a General Meeting of the Co‑operative of which notice has been duly given provided that a complaint in writing of conduct detrimental to the interests of the Co‑operative has been sent to her/him or it by order of the Co‑operative not less than one calendar month before the meeting. Such complaint shall contain particulars of the conduct complained of and shall call upon the member to answer the complaint and to attend the meeting called under this rule. At such meeting the members shall consider evidence in support of the complaint and such evidence as the member may wish to place before them. If on due notice having been served the member fails to attend the meeting with due cause the meeting may proceed in that member's absence; or
(e) dies.
BORROWING
10.
(a) The Co‑operative shall have the power to borrow money for the purpose of the Co‑operative in whatever manner it may determine including the issue of loan stock, providing that the amount for the time being remaining undischarged of money borrowed shall not exceed £I,000.
(b) The rate of interest on money borrowed, except money borrowed by way of bank loan or overdraft or on mortgage from a Building Society, Local Authority, Bank, Finance House, Hire Purchase or Leasing Company shall not exceed 6% p.a. or 3% above the Co‑operative Bank PLC Base Lending Rate at the commencement of the loan, whichever is the higher.
(c) The Co‑operative may receive from any person donations or loans free of interest towards the work of the Co‑operative. The Co‑operative shall not accept deposits.
MANAGEMENT
11.
(a) Regular General meetings of the Co‑operative shall be called by the Secretary giving each member seven clear days' notice of the time, date and place of the meeting and the issues upon which decisions are to be taken. The Secretary shall also call a meeting at the request of three or more members delivered to him/her in writing. Meetings may be conducted by appropriate approved electronic methods
(b) A General Meeting shall elect a Chairperson whose function will be to conduct the business at meetings in an orderly manner. At meetings at which the Chairperson is not present a Chairperson for that meeting shall be elected by the members present. The Chairperson shall not have a casting vote in the event of a tied vote, and the resolution shall be deemed to be lost.
(c) Every member present in person or by previously approved and agreed electronic method at a General Meeting shall have one vote, and questions shall be decided upon a majority vote of members present, except for those questions to be decided in accordance with Rules 9(d), 16 and 17. Approved electronic method shall mean when participants can be either seen and heard or heard, to include such as video conferencing and phone conferencing.
(d) The Co‑operative may, if it so decides in General Meeting, elect a Committee to manage the affairs of the Co‑operative or alternatively may decide to manage the affairs of the Co‑operative collectively. If so decided, such a Committee shall be elected at the Annual General by all the members present. Only members of the Co‑operative may be members of the Committee. The Committee may have the power to co‑opt any member of the Co‑operative to serve on the Committee provided that the number of co‑opted members shall never exceed more than one‑half of the elected members. A Committee so elected may exercise all such powers as may be exercised by the Co‑operative in General Meeting subject, nevertheless, to the provisions of these Rules and regulations not inconsistent with these Rules made from time to time by the Cooperative in General Meeting.
(e) An Annual General Meeting shall be held within six months of the close of the financial year of the Co‑operative, the business of which shall include:
i. the receipt of the accounts and balance sheet,
ii.the election of Committee Members, if it has been decided to have such a Committee.
(f) At an Annual General Meeting the Members shall elect and may remove the following officer posts; Chair, Secretary and Treasurer. The Secretary will have those functions detailed in these rules and such further functions as the Members may determine. The Treasurer will be responsible for the proper management of the financial affairs of the Co‑operative.
(g) If the Co‑operative, at General Meeting, has decided not to elect a Committee to manage the affairs of the Co‑operative but has decided to manage the affairs of the Co‑operative collectively then the officer posts of Chair, Secretary and Treasurer, elected at each Annual General Meeting, do not per se constitute a committee as such.
(h) No business shall be contracted at any General Meeting unless half or more of the members are present, or ten members whichever is the lesser.
DISQUALIFICATION OF A COMMITTEE MEMBER (if appropriate)
12. A Committee member shall be deemed to have vacated his/her office if he/she:
(a) resigns his/her office by notice in writing to the Co‑operative; or
(b) ceases to be a member of the Co‑operative; or
(c) is removed by a majority vote at a General Meeting of the Co‑operative; or
(d) is directly or indirectly interested in any contract with the Cooperative and fails to declare the nature of his/her interest. A Committee member shall not vote in respect of any contract in which he/she is interested or any matter arising therefrom, and if he/she does so vote his/her vote shall not be counted.
APPLICATION OF SURPLUS
13. The Co‑operative shall not trade for profit. Any surplus of the Cooperative shall be applied as follows in such proportion and in such manner as the General Meeting shall agree from time to time: (a) to a general reserve for the continuation and development of the Co‑operative; (b) to payments to members in an equitable manner.
AUDIT
14. A General Meeting of the Co‑operative may require that the financial records of the Co‑operative for any financial year are scrutinised by an independent person (not being a member of the Co‑operative) in order to ascertain their accuracy.
RECORDS
15. The Co‑operative shall keep a Register of Members in which the Secretary shall enter the following particulars:
(a) The names and addresses of its members;
(b) The date at which each member was entered in the register as a member and the date at which any member ceased to be a member.
(c) The names and addresses of the officers of the Co‑operative, with the offices held by them respectively and the dates on which they assumed office. Any member changing his/her address shall notify the Co‑operative.
16. Any rule herein may be rescinded or amended or a new rule made by the vote of three quarters of all members of the Co‑operative at a General Meeting where all the members of the Co‑operative have been given seven clear days notice of the change to be proposed at the meeting.
DISSOLUTION
The Co‑operative may be dissolved by the consent of three quarters of the members testified by their signatures. The Co‑operative is a common ownership enterprise. In the event of the winding up or dissolution of the Cooperative the liquidator shall first, according to law, use the assets of the Cooperative to satisfy its debts and liabilities. Any balance of assets remaining, may not be distributed among the Members but shall be transferred to some other common ownership co‑operative(s) or similar. If such residual assets cannot be distributed in this manner they shall be transferred to some other organisation(s) whose purpose is to promote and support the Co‑operative Movement and common ownership enterprises.
1. The name of the co-operative shall be FOR NOW.
2. The Co-operative shall abide by the internationally recognised values and principles of the co-operative identity as defined b y the International Co-operative Alliance, in particular the values of self-help, self-responsibility, democracy, equality and solidarity, and the ethical values of honesty, openness, social responsibiolity and caring for others.
3 FOR NOW is a co-operative of mutually supportive artists based in or near Bath, whose objects are to engage in and promote, maintain and enhance the practice of contemporary art, and to present them to the widest audience possible through the dissemination of the members' art practice.
The OBJECTS opf the co-operative shall be to:
- Support the professional development of its members
- Raise the profile of contemporary art in Bath
- Sell and exhibit work
- Build strong cultural links
- Promote artist members and the group
4. The Co-operative shall have the power to do all things necessary or expedient for the fulfilment of its objectives.
5. The address of the Co-operative shall be the same as that of the Secretary.
MEMBERSHIP
6. The Co-operative shall consist of of all those who sign this governing instrument (the Founder members) and such persons as the Co-operative may admit in accordance with rule 7.
7. Application for membership may be made by any person who is a working artist in the Bath area and actively contributes to the Objects of the Co-operative, and has agreed to pay to the Co-operative any fee or other monies due for tyhe use of such services.
8 Every applicant for admission shall be considered by the co-operative or the Committee at its firtst meeting after it was made or as soon as thereafter as is practicable; if the application for membership is approved then upon payment of such admission fee (if any) as may be in force, the person shall be admitted as a member.
9. A member shall cease to be a member if he/she:
(a) resigns in writing to the Secretary;
(b) ceases in the opinion of the Co‑operative or the Committee to fulfill the criteria for membership as set by the Cooperative; or
(c) fails in the opinion of the Co‑operative or the Committee to pay any fee or other monies due to the Co‑operative; or
(d) is expelled by a resolution carried by the votes of three quarters of its members present and voting at a General Meeting of the Co‑operative of which notice has been duly given provided that a complaint in writing of conduct detrimental to the interests of the Co‑operative has been sent to her/him or it by order of the Co‑operative not less than one calendar month before the meeting. Such complaint shall contain particulars of the conduct complained of and shall call upon the member to answer the complaint and to attend the meeting called under this rule. At such meeting the members shall consider evidence in support of the complaint and such evidence as the member may wish to place before them. If on due notice having been served the member fails to attend the meeting with due cause the meeting may proceed in that member's absence; or
(e) dies.
BORROWING
10.
(a) The Co‑operative shall have the power to borrow money for the purpose of the Co‑operative in whatever manner it may determine including the issue of loan stock, providing that the amount for the time being remaining undischarged of money borrowed shall not exceed £I,000.
(b) The rate of interest on money borrowed, except money borrowed by way of bank loan or overdraft or on mortgage from a Building Society, Local Authority, Bank, Finance House, Hire Purchase or Leasing Company shall not exceed 6% p.a. or 3% above the Co‑operative Bank PLC Base Lending Rate at the commencement of the loan, whichever is the higher.
(c) The Co‑operative may receive from any person donations or loans free of interest towards the work of the Co‑operative. The Co‑operative shall not accept deposits.
MANAGEMENT
11.
(a) Regular General meetings of the Co‑operative shall be called by the Secretary giving each member seven clear days' notice of the time, date and place of the meeting and the issues upon which decisions are to be taken. The Secretary shall also call a meeting at the request of three or more members delivered to him/her in writing. Meetings may be conducted by appropriate approved electronic methods
(b) A General Meeting shall elect a Chairperson whose function will be to conduct the business at meetings in an orderly manner. At meetings at which the Chairperson is not present a Chairperson for that meeting shall be elected by the members present. The Chairperson shall not have a casting vote in the event of a tied vote, and the resolution shall be deemed to be lost.
(c) Every member present in person or by previously approved and agreed electronic method at a General Meeting shall have one vote, and questions shall be decided upon a majority vote of members present, except for those questions to be decided in accordance with Rules 9(d), 16 and 17. Approved electronic method shall mean when participants can be either seen and heard or heard, to include such as video conferencing and phone conferencing.
(d) The Co‑operative may, if it so decides in General Meeting, elect a Committee to manage the affairs of the Co‑operative or alternatively may decide to manage the affairs of the Co‑operative collectively. If so decided, such a Committee shall be elected at the Annual General by all the members present. Only members of the Co‑operative may be members of the Committee. The Committee may have the power to co‑opt any member of the Co‑operative to serve on the Committee provided that the number of co‑opted members shall never exceed more than one‑half of the elected members. A Committee so elected may exercise all such powers as may be exercised by the Co‑operative in General Meeting subject, nevertheless, to the provisions of these Rules and regulations not inconsistent with these Rules made from time to time by the Cooperative in General Meeting.
(e) An Annual General Meeting shall be held within six months of the close of the financial year of the Co‑operative, the business of which shall include:
i. the receipt of the accounts and balance sheet,
ii.the election of Committee Members, if it has been decided to have such a Committee.
(f) At an Annual General Meeting the Members shall elect and may remove the following officer posts; Chair, Secretary and Treasurer. The Secretary will have those functions detailed in these rules and such further functions as the Members may determine. The Treasurer will be responsible for the proper management of the financial affairs of the Co‑operative.
(g) If the Co‑operative, at General Meeting, has decided not to elect a Committee to manage the affairs of the Co‑operative but has decided to manage the affairs of the Co‑operative collectively then the officer posts of Chair, Secretary and Treasurer, elected at each Annual General Meeting, do not per se constitute a committee as such.
(h) No business shall be contracted at any General Meeting unless half or more of the members are present, or ten members whichever is the lesser.
DISQUALIFICATION OF A COMMITTEE MEMBER (if appropriate)
12. A Committee member shall be deemed to have vacated his/her office if he/she:
(a) resigns his/her office by notice in writing to the Co‑operative; or
(b) ceases to be a member of the Co‑operative; or
(c) is removed by a majority vote at a General Meeting of the Co‑operative; or
(d) is directly or indirectly interested in any contract with the Cooperative and fails to declare the nature of his/her interest. A Committee member shall not vote in respect of any contract in which he/she is interested or any matter arising therefrom, and if he/she does so vote his/her vote shall not be counted.
APPLICATION OF SURPLUS
13. The Co‑operative shall not trade for profit. Any surplus of the Cooperative shall be applied as follows in such proportion and in such manner as the General Meeting shall agree from time to time: (a) to a general reserve for the continuation and development of the Co‑operative; (b) to payments to members in an equitable manner.
AUDIT
14. A General Meeting of the Co‑operative may require that the financial records of the Co‑operative for any financial year are scrutinised by an independent person (not being a member of the Co‑operative) in order to ascertain their accuracy.
RECORDS
15. The Co‑operative shall keep a Register of Members in which the Secretary shall enter the following particulars:
(a) The names and addresses of its members;
(b) The date at which each member was entered in the register as a member and the date at which any member ceased to be a member.
(c) The names and addresses of the officers of the Co‑operative, with the offices held by them respectively and the dates on which they assumed office. Any member changing his/her address shall notify the Co‑operative.
16. Any rule herein may be rescinded or amended or a new rule made by the vote of three quarters of all members of the Co‑operative at a General Meeting where all the members of the Co‑operative have been given seven clear days notice of the change to be proposed at the meeting.
DISSOLUTION
The Co‑operative may be dissolved by the consent of three quarters of the members testified by their signatures. The Co‑operative is a common ownership enterprise. In the event of the winding up or dissolution of the Cooperative the liquidator shall first, according to law, use the assets of the Cooperative to satisfy its debts and liabilities. Any balance of assets remaining, may not be distributed among the Members but shall be transferred to some other common ownership co‑operative(s) or similar. If such residual assets cannot be distributed in this manner they shall be transferred to some other organisation(s) whose purpose is to promote and support the Co‑operative Movement and common ownership enterprises.