The SOC constitution 2007

21st January 1978. Last amended on 3rd November 2007.

1. Name

The name of the club shall be "The Scottish Ornithologists' Club".

2. Objects

The object of the Club shall be to advance education of the public in the study of birds in Scotland, and in furtherance thereof, but not otherwise:

To promote the study and documentation of Scotland’s birdlife
To promote interest in wild birds
To support the conservation of birds and their habitats in Scotland
To provide a focus for anyone with an interest in, and for information relating to, the study of birds in Scotland
To encourage the practice and appreciation of the visual arts of Natural History

3. Membership

Membership shall be open to anyone interested in Scottish ornithology.
An applicant for membership shall sign an application form in such terms as the council may approve.
Council may refuse admission without giving reasons.
Subscriptions shall be at such rates as may be approved from time to time by council. Those under 18 years of age when their subscriptions fall due, and students under 25 who satisfy the council of their status, shall be eligible for junior membership. Married couples shall be eligible for family membership, which shall include any of their nominated children under 18 years of age, and for family life membership, and shall enjoy all the usual privileges of membership but be entitled to only one copy of the club journal and other material circulated by the club. Nominated children shall not be entitled to vote. Reduced rates of subscription may be offered to members of an age to draw the state old age pension.
The council shall have power to elect those who have rendered distinguished service to Scottish ornithology, up to twelve in number, as honorary members not liable to pay subscriptions.
If, in the opinion of the council, any member shall have acted in a manner injurious to the interests or good name of the club, the honorary secretary shall be directed to send a letter by recorded delivery to that member stating the nature of the offence of which he or she is accused and the source of the complaint, and asking for an explanation of the same. After allowing for a reasonable time (not less than a clear fortnight after receipt of the honorary secretary’s letter) for a reply, or for appearing in person before the council, if he or she so desires, the council, providing that not less than three-fourths of those present are agreed, shall have power to revoke his or her membership. Such member, if he or she desires, can stand for re-election at the next annual general meeting and be reinstated by a three-fourths majority of those voting.
Subscriptions are due on 1st September for the following 12 months and a member whose subscription is not paid by 31st December shall cease to belong to the club.

4. Management and Officials

(a) Office Bearers

The office bearers of the club shall be the president, the vice-president, the honorary secretary and the honorary treasurer. The president and vice-president shall each hold office for two years and shall be eligible for re-election for a further two years. The honorary treasurer and honorary secretary shall each hold office for two years and shall be eligible for re-election annually thereafter. The club may also elect one or more honorary presidents nominated by the council in recognition of services to Scottish ornithology.

The president (whom failing, the vice-president) shall preside at annual and other general meetings of the club and at meetings of council.

The honorary secretary shall keep minutes of these meetings, and be responsible for the general conduct of the business of the club as instructed by the council.

The honorary treasurer shall supervise the finances of the club, including collection of subscriptions and payment of sums due, and ensure that proper records are kept. He shall submit an annual statement of accounts to the council.

(b) Council

The council shall consist of the office bearers, the honorary presidents, a representative from each extant branch and up to three other members of the club elected at a general meeting. One of these (other members) shall retire annually by rotation, except so far as vacancies arise in their number, and shall not be eligible for re-election for one year. The council may fill temporary vacancies among the office bearers or the elected members, and those so appointed shall stand for election at the following annual general meeting.

The council shall

meet at least twice a year.
conduct the affairs of the club generally.
have control of the funds and finances of the club with power to borrow from banks or any other sources.
issue an annual report and accounts.
have power to appoint committees to deal with different aspects of the club's activities and to delegate such powers as it considers appropriate to such committees.
have power to employ and pay staff on such terms as it considers appropriate, including the provision of pension arrangements.
have the power to purchase or lease property for inter alia the provision and maintenance of a Scottish Centre for Ornithology.
have the power to form a property holding company, wholly owned by the club, in which may be vested interests in property so purchased or leased.
have the power to form other companies, wholly owned by the club, for operational purposes.

Nominations for vacancies among the office bearers or the elected members of the council must be received by the honorary secretary not later than 31st July. Intimation of nominations shall be given in the notice calling the annual general meeting.

(d) General Meetings

Notice of not less than 14 days shall be given of all general meetings. The club shall hold an annual general meeting to receive the report of council and accounts, to elect office bearers and members of council, and to transact any other competent business.

(e) Branches

Branches may be set up with the approval of the council to organise meetings and other activities in specified areas. A branch shall consist of all members of the club who desire to be associated with club activities in the branch's area. Branch expenses shall be met from the club funds with the approval of the council, but if it so desires a branch may meet its own expenses in whole or in part from funds raised by the branch.

(f) Branch Committees

The office bearers of a branch shall be a chair, a vice-chair, a secretary and a treasurer, (although some of these functions may be combined in smaller branches), each of whom shall hold office for three years and then be eligible for re-election. These, together with such other members of the branch as the branch shall deem necessary at its annual general meeting, shall constitute the branch committee. Nominations for any vacancy on a branch committee must be received by the branch secretary not later than one week before the annual general meeting of the branch. Each branch shall hold such a meeting to receive a report from its committee and to transact other business. The chairman (whom failing, the vice-chairman) shall preside at meetings of the branch. The branch secretary shall keep minutes and perform such other duties as may be assigned to him; he shall be empowered to receive and transmit subscriptions as may be arranged. Each branch shall elect annually one member to represent it on Council.

(g) Quorums

Ten shall be a quorum for a club meeting, seven for a council meeting, five for a branch meeting and four for a branch committee meeting.

(h) Club Year

The club year shall end on 31st March and accounts shall be made up to that date.

5. Equal Opportunities

The SOC aims to ensure that no job applicant or employee, or member of the Club, or user of Club services receives less favourable treatment on the grounds of, for example, gender, colour, ethnic origin, nationality, religion, disability, sexual preference or age, or is dis-advantaged by terms or requirements which cannot be shown to be justified. The Club is committed to operate in ways in which the rights and dignity of job applicants, employees, members and users of services are respected, and which are free from discrimination, prejudice, intimidation and all forms of harassment and bullying.

6. Alteration of the Constitution

This constitution may be altered by a three-fourths majority of those voting at a general meeting of the club, provided that no less than 28 days' notice of the motion to alter the constitution has been given and particulars have been circulated to all members.

7. Winding-up

The club may resolve to wind itself up and the requisite procedure shall be the same as hereinbefore provided for the alteration of the constitution. In the event of winding-up, the club's assets shall not be paid to or distributed amongst the members of the club but shall be given or transferred to some other charitable institution or institutions, having objects similar to the objects of the club, and which shall prohibit the distribution of its or their income and property among its or their members to an extent as least as great as is hereinbefore imposed on the club, such charitable institution or institutions to be determined by the members of the club at or before the time of winding-up, and if and so far as effect cannot be given to such provisions, then to some other object which the law regards as charitable.