Constitution of the British Association of Therapists

1.     FORMATION & NAME

1.1.     The name of the organization shall be the British Association of Therapists (‘the Association’).  References in this Constitution to ‘UK institution(s)’ may also include the Association.

1.2.     For expediency, the Association may be referred to from time-to-time by its acronym ‘BAT’, but the legal name of the Association shall be as specified in clause 1.1 above.

1.3.     This Constitution shall be enacted on the date it is signed.

1.4.     The Association shall consist of:-

1.4.1.     professional healers, therapists, practitioners of alternative medicine and practitioners in allied professions (together ‘the Professions’) who agree to meet and maintain certain agreed core practitioner standards as set out in this Constitution, the Code of Ethics annexed in Schedule 2 hereto and any other standards and guidance issued by the Association from time-to-time (‘the Core Standards’);

1.4.2.     students and trainees in the Professions who wish to commit themselves to attainment of the Core Standards;

1.4.3.     other persons with a general interest in the Professions.

2.     AIMS & MISSION

2.1.     The Association shall generally work to advance the interests of the therapeutic, alternative and complementary medicine generally, to popularize and support the Professions and their clinical approaches and methodologies.

2.2.     Among the specific aims of the Association shall be the promotion of the following:

2.2.1.    the widest possible acceptance in the Professions of the Core Standards;

2.2.2.     highest standards of professional practice in the Professions;

2.2.2.     an ethical approach to practice in the Professions;

2.2.3.    educational and training opportunities for students and practitioners involved in the Professions;

2.2.4.     the wider use of therapeutic, alternative and complementary treatments and similar treatments in a clinical setting, in private practice and in industry;

2.2.5.     a favorable public image and reputation for the Professions through the Code of Ethics in Schedule 2 annexed hereto and through public education;

2.2.6.     an effective a forum whereby members can continue education, exchange and generate ideas and network with other professionals and to provide a support network for the profession.

2.3.     Members of the Association agree and acknowledge that the Association in no way guarantees referral or introduction of new business to members from the Association or any other source.

3.     POWERS

To further these aims, the Management Committee (defined in clause 5 below) shall have power to:

3.1.     obtain, collect and receive money or funds by way of contributions, donations, grants and any other lawful method towards the aims of the Association;

3.2.     take on employees and workers, and engage agents, contractors and volunteers, to further the business and activities of the Association;

3.3.     associate local authorities, voluntary organisations and patients and clients in a common effort to carry out the aims of the Association;

3.4.     refer members of the public to suitable therapists (all legal liability resting between the member-therapist and the client);

3.5.     provide funding (which may be charitable or non-charitable in nature) for therapeutic referrals;

3.6.     provide channels for the promotion and marketing of the professional services of member-therapists including for the sale and distribution of Professional Members’ goods and services (and members in other membership categories, where those members have been approved by the Management Committee for this purpose) and PROVIDED that any such advertising and promotions and retail activity is:-

3.6.1.     in respect of therapeutic and closely-allied goods and services only; and,

3.6.2.     undertaken on the strict undertaking that the Association accepts no liability or responsibility whatsoever for the provision of goods and services by its members (irrespective of whether a disclaimer is included to this effect on the Association’s website).

3.7.     validate the prior qualifications of members;

3.8.     evaluate the professional courses of training providers, subject to registration with the relevant public authority;

3.9.     issue publications and journals form time-to-time as the Management Committee shall see fit;

3.10.     provide public information on the services provided by the Professions and organise events, courses, seminars and the like to popularise the Professions and promote public awareness, education and familiarisation in this area;

3.11.     provide various means for networking and the fruition of business and professional relationships among all members;

3.12.     set up referral relationships for the benefit of the Association and its members;

3.13.   (subject to the consent of individual members in each instance) refer its Professional Members to service providers where it is to the advantage of those members;

3.14.     do all such lawful things as will further the aims of the Association.

4.     MEMBERSHIP

4.1.     Professional Membership shall be open to individuals who:

4.1.1.     practice or reside within the UK (unless paragraph 4.9 below applies); and,

4.1.2.     are 18 years of age or older; and,

4.1.3.     have on risk a policy of professional indemnity insurance with a limit of indemnity of at least ONE MILLION POUNDS (£1 million);

4.1.4.     have agreed to uphold:

4.1.4.1.     the terms and provisions of this Constitution; and,

4.1.4.2.     the Code of Ethics in Schedule 2 annexed hereto; and,

4.1.4.3.     the National Occupational Standards for complementary therapies (or the equivalent successor standards); and,

4.1.5.     have satisfied the Management Committee as to their qualifications, training, competence (if already practicing), professional fitness, character and general suitability for admission to the Association as Professional Members.

4.2.     Other categories of membership shall be open to persons who meet the requirements in sub-clauses 4.1.2 and 4.1.4 above.

4.3.     Eligible individuals may join the Association in one of the categories listed in Schedule 1 annexed hereto.

4.4.     Unless otherwise stated to the contrary in this Constitution, or in Schedule 1 annexed hereto or publicity of the Association, all members shall be subject to the same rights and privileges and duties and obligations regardless of category of membership.

4.5.     Voting membership shall be open to all membership categories in Part 1 of Schedule 1.  All other members of the Association shall be non-voting members.

4.6.     Application for membership will be made on a form prescribed by the Management Committee, which may be changed from time to time at their discretion. The application must be signed by the applicant and forwarded, with the applicable fee(s), to the Secretary at the postal address on the application. No person shall be eligible for, or continue to enjoy membership, if he or she has falsified information on their application form, or has been found in violation of the Constitution or the Code of Ethics.

4.7.     The Management Committee may from time-to-time stipulate specific requirements for membership applications (including, without limitation, academic, trade and professional references, evidence of qualifications, certificate of insurance) as it sees fit.

4.8.     Where an applicant for Professional Membership has earned his or her qualifications at or from an institution outside the UK or undertaken his or her professional training outside the UK, the Management Committee will require either:

4.8.1.     evidence of mutual recognition of the applicant’s qualifications and training (as applicable) by the relevant UK regulatory authorities for the applicant’s therapeutic specialism; or,

4.8.2.     evidence of acceptance of the applicant into the UK profession by the statutory regulator for the applicant’s specialism.

4.9.     Exceptionally, the Management Committee may (in its absolute discretion) admit to Professional Membership an applicant who does not meet the requirements in sub-paragraph 4.1.1 or paragraph 4.8 above, on the basis that:

the applicant has obtained one or more relevant professional qualifications by attending a UK institution ORthe applicant has completed professional training or gained experience in the UK; and,

4.9.1. the applicant declares an intention to practice in the UK; and,

4.9.2. the applicant meets the requirements in paragraph 4.10.below;

PROVIDED THAT the Management Committee shall have the discretion to waive the requirement in sub-paragraph 4.9.1 above in meritorious cases; and,

in all cases, the Management Committee must satisfy itself as to the applicant’s qualifications, training, competence (if already practicing), professional fitness, character and general suitability for admission as a Professional Member of the Association.

4.10.     In the case of applicants to which paragraph 4.9 above applies, the following provisions shall apply in the assessment of qualifications and training:

4.10.1.     qualifications or training gained outside the United Kingdom but within the European Economic Area (‘EEA Portfolio’) may (at the reasonable discretion of the Management Committee) be accepted as a sound basis for this aspect of the Professional Membership criteria PROVIDED that the candidate (at his or her own expense) is able to produce satisfactory evidence that the EEA Portfolio is of a standard at least equivalent to those that would apply to a UK-based candidate (and for the purposes of this paragraph 4.10, the Isle of Man and the Channel Islands shall be treated as being part of the European Economic Area);

4.10.2.     all other qualifications and training gained outside the United Kingdom (‘Foreign Qualifications’) may (in the absolute discretion of the Management Committee) be accepted as a sound basis for this aspect of the Professional Membership criteria PROVIDED that the candidate (at his or her own expense) has:-

4.10.2.1.     produced satisfactory evidence that the Foreign Qualifications are of a standard at least equivalent to those that would apply to a UK-based candidate; and

4.10.2.2.     completed any written and practical assessments that the Association shall reasonably decide are necessary to test the candidate’s competence and suitability for Professional Membership.

4.11.     The decision of the Management Committee pursuant to paragraphs 4.10.1 and 4.10.2.1 above shall be guided by the National Qualifications Framework (NQF), Qualifications and Credit Framework (QCF) and the Framework for Higher Education Qualifications (FHEQ) (or their equivalent(s) in Scotland where the Management Committee deems this appropriate.

4.12.     The assessments in sub-paragraph 4.10.2 above shall be administered and invigilated by the Association in the UK or, if the examination is to take place outside the UK, by a reputable institute of education or training selected by the Association and that shall be within the applicant’s territory.  This shall be at the applicant’s expense and the applicant shall contribute an administration fee to the costs of the Association in the minimum sum of FIFTY POUNDS (£50.00).

4.13.     In making its decisions under paragraphs 4.1.5 and 4.9 above, the Management Committee shall have the right to call on the applicant to produce (among other things):

4.13.1.     proof of identity and proof of residence;

4.13.2.     proof of admission or accreditation to any professional association or regulatory body;

4.13.3.     evidence of completion of courses and qualifications relied on by the applicant;

4.13.4.     evidence of residential attendance at said courses where the applicant’s presence in the UK was a requirement;

4.13.5.     proof of completion of a minimum number of practicing hours (the number of hours to be decided on by the Management Committee on a case-by-case basis);

4.13.6.     provision of testimonials from past and existing clients and from other members of the applicant’s profession (the number of testimonials to be decided on by the Management Committee on a case-by-case basis and testimonials should not be from persons who are related to the applicant, or in the case of companies, should not be entities in which the applicant has a legal, beneficial or equitable interest);

4.13.7.     proof that the applicant has permission to enter, settle or work in the UK legally, if this is relevant to the application; and,

in each case above (and in other cases prescribed by the Management Committee, what will be accepted ‘evidence’ or ‘proof’ shall be decided by the Management Committee in its absolute discretion and communicated to the applicant either following the application or on written enquiry of the Association by the applicant (‘Pre-Application Enquiry’).

4.14.     Any response from the Association to a Pre-Application Enquiry shall be for information only and shall not bind the Association in its dealings with an applicant.

4.15.     Notwithstanding the provisions above, the Management Committee reserves to itself at all times the power to approve or reject applications for membership or to terminate the membership of any member for any reason provided that the member shall have the right to be heard by the Management Committee before a final decision is made.

4.16.     New members must agree to abide by this Constitution (including, among other things) the Code of Ethics in Schedule 2, and any By-Laws of the Association from time-to-time in force.

5.     MEMBERSHIP FEES & RENEWAL

5.1.     All new members must pay the annual membership fee prescribed for their category of membership from time-to-time by the Management Committee and in the manner and frequency that the Management Committee shall specify.  Membership shall be conditional on continued prompt payment of such fees as they become due and owing.

5.2.     The annual membership fees shall be payable on the 1st. January in each year, using a payment method that the Management Committee shall prescribe. A person applying for membership past the six (6) month point of the membership year will pay half the membership fee for the portion of that year. A member whose payment is returned for insufficient funds in a bank account, shall be required to pay a fee of THIRTY POUNDS (£30) for the returned cheque.

5.3.     Notice of membership renewal will be sent by post. Members are entitled to renew their membership provided their circumstances have not altered in such a way that would make them ineligible for membership.  Members are required to notify the Association in the event such a change of circumstances arises, in which case the Association reserves the right to amend or re-designate the member’s membership category or terminate the member’s membership pursuant to paragraph 6.2 below.

5.4.     Specifically, should it be brought to the notice of the Association that a Professional Member neither resides nor practices in the UK, then continuing Professional Membership will be at the discretion of the Committee, and as the Professional Member would fall into the category of a foreign practitioner seeking accreditation from the BAT without practising here, then the Management Committee would have the option of (among other things) re-designating that member as an Associate Member.

5.5.     Any member failing to pay his membership fee within fourteen (14) days of the date on which it becomes due will be considered in arrears and will cease to be a member. Notice of arrears will not be sent to members. All members in arrears will cease to be members and be taken off any Members Directory and other publicity material produced by the Association.

5.6.     Membership fees shall be the amount specified by the Management Committee and may be reviewed and changed at their direction. However, such changes will only apply in the next membership year.

5.7.     The provisions of this section 5 and paragraph 6.2 below shall not apply to the Founder and the Founder shall not be subject to the Management Committee’s powers in paragraph 4.15.  The Founder shall be designated as a Lifetime Professional Member and not required to pay the annual membership fee or renew his membership annually, nor shall he be required to maintain residency or professional practice in the UK.

5.8.     For the avoidance of doubt, any provisions of this Constitution not excluded in paragraph 5.7 above shall apply to the Founder.

6.     TERMINATION & DETERMINATION OF MEMBERSHIP

6.1.     A member may resign in writing, either by regular mail or email, to the Chairman provided fees are paid in full. A member who has resigned may be reinstated by paying current fees. A member who forfeits membership for non-payment of fees may be reinstated by paying the current membership fee and the reasonable costs of the Association arising from the arrears and cancellation of membership.

6.2.     The Association may terminate the membership of any member on written notice at any time in its discretion PROVIDED that:-

(except where section 18 applies) a member subject to termination shall have a right to a hearing before the Management Committee;

6.3.     When a person ceases to be a member of the Association, he will not have any claim to Association property nor to have any portion of fees refunded. Association property, including certificate and membership cards (if any) must be returned at his own cost within fourteen (14) working days of membership ceasing, such items must be returned in person or by registered post to the Association postal address.

7.     MANAGEMENT

7.1.     A Management Committee elected annually at the Annual General Meeting shall manage the Association.

7.2.     Until the Association has ten (10) members or a period of twenty-four (24) months has elapsed from the date this Constitution is enacted, whichever shall be the later (‘the Initial Period’):-

7.2.1.     the quorum of the Management Committee shall be a minimum of one (1) committee member; and,

7.2.2.     no decision shall be taken by the Management Committee without the approval of Jakub Tenčl (‘the Founder’).

7.3.     Following the Initial Period, the provisions of clause 7.2 above shall no longer apply and:

7.3.1.     the committee shall consist of a chair, secretary, treasurer, and other voting members; and,

7.3.2.     the quorum shall be one-third of the Management Committee.

7.4.     The Management Committee may:-

7.4.1.     choose to create new Committee positions in the future; and,

7.4.2.      co-opt further Committee Members in its discretion but they shall not be entitled to vote in decisions of the Management Committee.

7.5.     All Committee Members shall retire at the next Annual General Meeting (‘AGM’) and may stand for re-election at that AGM.

7.6.     The Management Committee shall meet at least four (4) times each year.

7.7.     A proper record of all transactions and meetings shall be kept.

8.     MANAGEMENT COMMITTEE

8.1.     The Management Committee shall consist of the elected officers and others elected to the Management Committee from time-to-time as per the powers in clause 7.3.1 and 7.4.2 above.

8.2.     The Management Committee shall be responsible for:-

8.2.1.     executing the powers in clause 3 above;

8.2.2. generally, management and administration of the Association when the Association is not in meeting. Duties of the elected Officers shall be as determined by the Management Committee; and,

8.2.3.     formulation and development of policies for the effective functioning of the Association.

8.4.     When not in session, the Management Committee may act or meet by telephone, letter, e-mail or any other form of communication, on all matters of any nature requiring action by the Management Committee.

8.5.     The Management Committee shall have the authority to create standing and special committees as required to deal with areas of importance to the Association.

9.     OFFICERS

9.1.     The officers of the Association specified in clauses 7.3.1 and as arising from clause 7.4.1 above shall be:

9.1.1.     appointed by the Management Committee.

9.1.2.     members of the Management Committee, having been elected at the AGM or a Special General Meeting called for this purpose.

9.2.     Any voting member of the Association can nominate any other voting member for available positions SAVE that members cannot be nominated or seconded by family members or partners, nor can both members of a couple be nominated or become officials of the Association.  The nomination must be submitted in writing to the Secretary of the Association at least thirty (30) days prior to the date of the relevant general meeting.

9.2.     Officers standing for re-election need not be formally nominated but must register their intention to stand for re-election in writing with the Secretary at least thirty (30) days prior to the date of the relevant general meeting.

9.3.     To qualify for nomination for any office, an individual shall have been a member of the Association for at least twelve (12) months at the time of election, or (if not meeting this requirement) shall otherwise been confirmed as a valid nominee by the Founder.

9.4.     All Committee members shall serve until the following AGM, when they shall retire but may stand for re-election. There shall be no maximum limit on terms of office. Terms shall commence on the day following the AGM.

9.5.     Officers shall perform the duties prescribed by this Constitution and in general law and in the policies (if any) adopted by the Association.

9.6.     Specifically (and without limitation), officers of the Association will be required to:

9.6.1.     attend regular Committee meetings;

9.6.2.     show respect for group decisions;

9.6.3.     not act as an individual on behalf of Association;

9.6.4.     not act in a way that could bring the Association into disrepute.

9.7.     An officer can be removed from office for any reason on:

9.7.1.     a majority vote by the rest of the Committee; or,

9.7.2.     a majority vote of the membership present at a Special General Meeting convened for this purpose.

9.8.     The Officer subject to such a vote shall be given an opportunity to address the meeting prior to the vote being taken.

10.     ELECTIONS

10.1.     All elections shall be held at a general meeting of the Association.

10.2.     Election shall be by ballot.

10.3.     Members not able to attend the annual meeting may vote using a proxy who shall be permitted to attend and vote on production of a letter of authority signed by the member, PROVIDED that advance written notice of the proxy is given by a deadline to be set by the Management Committee

10.4.    The newly-elected Management Committee shall take office for the specified term on the day following the relevant general meeting.

10.5.     All voting at meetings of the Association shall be by show of hands, except for elections, which shall be a ballot vote.

11.     VACANCIES

11.1.     A vacancy in the office of Chairman shall be filled by (in order of succession) the Vice-Chairman, then the Secretary, then the Treasurer, until the next AGM and ballot.

11.2.     A vacancy in any other office shall be filled by the Management Committee until the next AGM and ballot PROVIDED that the Management Committee may (in its discretion) convene a Special General Meeting for the purpose of electing a new official, following the electoral procedures set out in clause 10 above.

12.     MEETINGS

12.1.     The regular Committee Meetings shall take place at least once quarterly, unless called by the Chairman or any two (2) members of the Management Committee.  Notice of this meeting shall be posted to each member at his last known address at least seven (7) days prior to the meeting.

12.2.     The AGM shall be held each year at such time and place as may be determined by the Management Committee. At such meeting, the members shall receive a year-end financial report and deal with any other business that is pertinent to the Association. Notice of this meeting shall be posted to each member at his last known address at least sixty (60) days prior to the meeting.

12.3.     For general meetings, those members present shall constitute a quorum.

12.4.     For Committee meetings, the quorum shall be as specified in sub-clause 7.3.2 above, unless sub-clause 7.2.1 still applies.

13.     FINANCIAL MATTERS

13.1.     The fiscal year shall be from the first day of January and conclude on the last day of December of each year.

13.2.     All Association funds shall be handled by the Treasurer and the Chairman and kept in a bank account under the name(s) of the trustee(s) specified in clause 16 below AND the full legal name of the Association as specified in clause 1.1 above.

13.3.     The Chairman and Treasurer will sign all cheques.

13.4.     Accurate records of Association finances will be kept and regular reports shall be provided to the Committee.

14.     GENERAL MEETINGS

14.1.     An AGM shall be held within fifteen (15) months of the date of the adoption of this constitution and each year thereafter.

14.2.     Notices of the AGM shall be published three weeks beforehand and a report on the Association’s financial position for the previous year will be made available at the same time.

14.3.     A Special General Meeting may be called at any time at the request of the committee, or not less than one quarter of the membership. A notice explaining the place, date, time and reason shall be sent to all members three weeks beforehand.

14.4.     One third of membership or four members being present, whichever is the greater, shall enable a General Meeting to take place.

14.5.     Proposals to change the constitution must be given in writing to the secretary at least twenty-eight (28) days before a general meeting and approved by a two thirds majority of those present and voting.

15.     ACCOUNTS

15.1.     The funds of the Association including all donations, contributions and bequests, shall be paid into an account operated by the Management Committee.  All cheques drawn on the account must be signed by at least two members of the Management Committee.

15.2.     The funds belonging to the Association shall be applied only to further the objects.

15.3.     A current record of all income, funding and expenditure will be kept.

16.     APPOINTMENT OF TRUSTEES

16.1.     During the Initial Period, the Founder will act as trustee of the Association’s assets (including, without limitation, all equipment, fittings, fixtures, cash and real and personal property) on trust for the Association.

16.2.     Thereafter, the above-mentioned assets of the Association shall be held by the officials of the Association on trust for the Association.

16.3.     The trustee(s) shall at all times discharge his or her duties in accordance with the best interests of the Association and in furtherance of the Aims & Mission.

17.     AMENDMENT

This Constitution may be amended by the Management Committee by a majority vote EXCEPT THAT:

17.1.     clause 5.7 shall not be amended without the express prior written consent of the Founder; and,

17.2.     during the Initial Period (defined in clause 7.2 above),the Constitution may be amended unilaterally by the Founder at any time.

18.     DISCIPLINE

18.1.     The Committee shall have the power to suspend, expel or reprimand any member if, in the opinion of the Committee, the member has:

18.1.1.     breached the Constitution of the Association; or,

18.1.2.     breached the Code of Ethics of the Association; or,

18.1.3.     has otherwise committed any act or omission of a serious nature (whether or not in connection to his or her profession) that can be reasonably considered to prejudice the interests of the Association; or,

18.1.4.     been found guilty of serious professional misconduct by any professional association or regulatory body (whether or not the subject-matter of the misconduct relates to the Aims & Mission of the Association); or,

18.1.5.     in the reasonable opinion of the Management Committee, has brought the name of the Association, or an Association Member into disrepute.

18.2.     Any member may prefer charges against a member of the Association for alleged misconduct as stated in clause 17.1 above.

18.3.     Written charges with specifications must be filed with the Chair together with a deposit of ONE HUNDRED POUNDS (£100.00), which shall be forfeited if such charges are not sustained by the Management Committee following a hearing.  However, where the Management Committee, with a majority vote, prefer charges against a Member or Committee Member, no deposit will be required.

18.4.     The Chair shall promptly send a copy of the charges to each Management Committee Member and the Management Committee shall first consider whether the actions alleged in the charge, if proven, might constitute conduct prejudicial to the best interests of the Association.

18.5.     If the Management Committee considers that the charges do not allege misconduct prejudicial to the best interests of Association, it may refuse to entertain the charge. If the Management Committee entertains the charge, it shall fix a date of a hearing by a Disciplinary Committee (which shall consist of any members of the Management Committee wishing to attend) not less than three (3) weeks or more than six (6) weeks thereafter.

18.6.     The Chair shall promptly send one copy of the charges against the accused member by registered mail together with a notice of the hearing and confirmation that the accused may personally appear in his own defence and bring witnesses if he wishes.

18.7.     The Disciplinary Committee shall be subject to the same quorum as the Management Committee, as referred to in clause 12.4 above, and shall be chaired by the Chair.

18.8.     The Disciplinary Committee shall have complete authority to decide whether counsel may attend the hearing, but both complainant and defendant shall be treated uniformly in that regard.

18.9.     Should the charges be sustained after hearing all the evidence and testimony presented by the complainant and defendant, the Disciplinary Committee may, by a majority vote of those present, suspend the defendant from all privileges of the Association, for not more than six (6) months from the date of the hearing.

18.10. If it deems suspension insufficient, the Disciplinary Committee may also consider expulsion. The defendant will be suspended whilst this is considered.

18.11. Expulsion of a member from the Association may only be accomplished by a majority vote of the Management Committee.  Such proceedings may not occur at the disciplinary hearing referred to in clause 17.5 above (though the Disciplinary Committee may make written recommendations for consideration by the Management Committee), but may occur at a regular or special meeting of the Management Committee and shall be held within sixty (60) days but not earlier than thirty (30) days after the date of the Disciplinary Committee’s recommendation of expulsion.

18.12. The defendant shall have the privilege of appearing on his own behalf, though no evidence shall be taken at this meeting. The Chair shall read the charges and the Disciplinary Committee’s finding and recommendations and shall invite the defendant, if present, to speak on his own behalf if he wishes. The Committee shall then vote by secret ballot on the proposed expulsion. A 2/3rds. majority of those present and voting at the meeting shall be necessary for expulsion. If expulsion is not approved, the Committee’s suspension shall stand.

19.     ASSOCIATION’S LOGO

19.1.     The Association logo is protected by copyright and cannot be used on any correspondence, advertising or the like without the express written permission of the Chairman or Vice-Chairman.

19.2.     Professional Members only may promote their membership of the Association on their own web sites or paperwork, with the express written permission of the Chairman or Vice-Chairman.

20.     DISSOLUTION

20.1.     The Association may be dissolved by a resolution passed by a simple two-thirds majority of those present and voting at a Special General Meeting.

20.2.     If confirmed, or should the Association otherwise remain inactive for a continuous period of twelve (12) months, the committee shall distribute any assets remaining after the payment of all bills to other charitable group(s) or organisation(s) having aims similar to the Association or some other charitable purpose(s) as the Association may decide.