Adopted June 2008
The Association shall be called SPORTS OFFICIALS UK (hereinafter called “SOUK”)
The objects of SOUK shall be:-
2.1 To constitute a forum where all national governing bodies and representative bodies of sport may be represented and may collectively or through special groups where appropriate formulate and promote measures to improve and develop sports officiating;
2.2 To support the work of specialist officiating bodies and bring them together with other interested organisations;
2.3 To promote, encourage and extend the officiating of sport throughout the United Kingdom including (but not limited to) the recruitment, administration and training of match officials and its development at all levels, including schools, and at all youth levels;
2.4 To act as a consultative body to Sports Councils, the Central Council for Physical Recreation and other representative or public bodies concerned or interested in officiating.
To further its objects SOUK shall have the power to do all such things as are incidental or conducive to the objects of SOUK including (but not limited to) all or any of the following:
3.1 Either directly or indirectly to employ, invest and deal with the assets and funds of SOUK for the objects of SOUK in such manner as shall be considered by the Committee to be expedient and to do all such other acts and things and carry on all such other activities as shall be considered by the Committee to be necessary or expedient for the purposes of SOUK or the advancement of its interests;
3.2 To accept and grant sponsorship and franchises and to make such arrangements in connection therewith as the Committee shall think fit;
3.3 To apply for and hold any licences, consents, certificates, permissions and approvals that may be required for or in connection with the activities of SOUK;
3.4 To invite, receive and make donations for or otherwise promote or assist in the development or continuance of facilities for, or the prestige of, officiating in sport or recreation;
3.5 To support (whether by direct subscription, the giving of guarantees or otherwise) any charitable, benevolent or educational fund, institution or organisation, or any event or purpose of a public or general nature, the support of which will or may in the opinion of the Committee, directly or indirectly benefit, or is calculated so to benefit, SOUK or its activities;
3.6 To maintain bank accounts in credit or overdrawn on such terms as the Committee shall think fit;
3.7 To pass such resolutions, regulations and instructions that shall be binding on all Members as are considered necessary for the better management, organisation, administration and regulation of SOUK;
3.8 To settle, conduct, enforce or resist either in a court of law or by arbitration any suit, debt, liability or claim by or against SOUK.
4.1 MEMBERSHIP
4.1.1 Full membership of SOUK shall be open to recognised national governing bodies of sport organisations in the United Kingdom.
4.1.2 Full membership shall be open to any association of persons of which the principal object is officiating of a sport in the United Kingdom where such organisations are affiliated to the National Governing Body of their sport.
4.1.3 Associate membership shall be open to other organisations in the United Kingdom which have an interest in officiating.
4.1.4 Individual membership may, at the discretion of the Executive, be offered to a person.
4.1.5 Honorary Life Membership may be offered by a decision of the Committee to any individual whose support of Sports Officials UK is deemed to deserve such recognition.
4.2 TERMINATION OF MEMBERSHIP.
Membership is terminated if:
4.2.1 the organisation ceases to exist or the individual member dies;
4.2.2 the member resigns by written notice to the Honorary Secretary of SOUK
4.2.3 any sum due from the member to SOUK is not paid in full within six months of it falling due;
4.2.4 a resolution is passed by the Committee that it is in the best interests of SOUK that membership be terminated and such resolution is approved at a General Meeting. A resolution to remove a member from membership may only be passed if:
(a) the member has been given at least twenty-one days’ notice in writing of the Meeting of the Association at which the resolution will be proposed and the reasons why it is to be proposed;
(b) the member’s representative has been allowed to make representations to the meeting.
5.1 All General Meetings shall be held at such time and place as the Committee may determine and any such meeting other than an Annual General Meeting shall be called an Extraordinary General Meeting.
5.2 The Chairman of all such Meetings shall be the Chairman of SOUK or if not present a Member of the Committee appointed at that Meeting concerned to take the Chair for that Meeting.
5.3 Every Full Member shall be entitled to attend and vote at any General Meeting.
5.4 Every Associate Member shall be entitled to attend, but not to vote, at any General Meeting
5.5 Representation of a Full or Associate Member shall be by one nominated representative.
5.6 Individual and Honorary Life Members may attend but not vote at any General Meeting.
5.7 Other persons may attend and speak by permission of the Chairman but shall not vote.
5.8 The quorum at any General Meeting shall be five voting Members.
5.9 If within thirty minutes after the time appointed for a General Meeting a quorum is not present, the Meeting, if convened on the requisition of Members, shall be dissolved, and in every other case it will stand adjourned to such other day and at such time and place, or be dissolved, as the Officers shall determine. Any General Meeting so adjourned shall not require a quorum when it is re-convened.
5.10 All resolutions shall be decided by a majority of votes recorded except where these Rules provide for a special resolution which shall require a majority of at least two-thirds of the votes recorded.
5.11 A declaration by the Chairman of a General Meeting to the effect that a particular resolution has been passed or not or passed by a particular majority or not shall be final and binding on all Members.
5.12 A General Meeting shall not be invalidated by reason only of any Member accidentally failing to receive a notice thereof or any accompanying document relating thereto.
5.13 The procedure for conduct of General Meetings shall be prescribed by the Committee and details thereof shall be kept by the Honorary Secretary and be available for inspection by Members at all reasonable times.
6.1 The Annual General Meeting shall be held not later than 31st July (or other such date as may be determined by SOUK in Committee Meeting from time to time).
6.2 At least 14 days' written notice of the place, date, time and agenda, together with the annual report and statement of accounts, shall be given to all those entitled to attend. Copies shall be sent to the secretary of each full and associate member organisation.
6.3 The agenda shall include inter alia the following items:
6.3.1 Adoption of the minutes of the previous Annual General Meeting;
6.3.2 Adoption of the minutes of any subsequent Extraordinary General Meeting;
6.3.3 Receipt of the annual report of the Officers;
6.3.4 Receipt of the statement of accounts presented by the Honorary Treasurer and as scrutinized by direction of SOUK members;
6.3.5 The recommended affiliation fees for the forthcoming year;
6.3.6 To consider as a special resolution any addition or alteration to these Rules duly proposed in accordance with rule 9.1;
6.3.7 Election of officers, and, if appropriate, Vice Presidents, individual members and life members;
6.3.8 Appointment of Lay Auditors who shall scrutinize the financial accounts of SOUK;
6.3.9 Appointment of qualified Auditors where thought necessary;
6.3.10 Recommendations for affiliations to other bodies;
6.3.11 Election of representatives to such bodies;
6.3.12 To consider any other business of which due notice shall have been given;
6.3.13 To hear any other relevant matter for the consideration of the Committee during the ensuing year, but on which no voting shall be allowed.
6.4 The election of the Officers shall be subject to the following provisions:
6.4.1 Any Member shall have the right to make nominations, with the written consent of a candidate, for election to any one or more of the offices named in or created under the provisions of Rule 11.1. Such nominations must be sent in writing so as to reach the Honorary Secretary 28 days before the Annual General Meeting. The Committee shall also have the right to make nominations for the election of Officers.
6.4.2 The election of each Officer shall be decided by a majority of votes recorded.
6.4.3 In the event of an equal number of votes being cast for two or more candidates for any office a further election for that office shall immediately be held between those candidates for whom the votes cast are equal in number. If there shall still be equality of votes the Officers of the retiring Committee present at the time shall decide who shall from those candidates receiving an equal number of votes in the second election be the holder of the office concerned for the ensuing year.
6.5 Proposals for additions or alterations to the Rules or for any other motion to be submitted to a General Meeting shall be subject to the following provisions:
6.5.1 Any proposal shall be submitted in writing to the Honorary Secretary 28 days before the General Meeting duly proposed by one Member and seconded by another.
6.5.2 Copies of all such proposals and copies of all proposals put forward by the Committee shall be sent to all Members with the notice of the General Meeting.
6.5.3 Amendments to any proposal notified to Members under Rule 6.3.6 shall be sent in writing so as to reach the Honorary Secretary duly proposed and seconded not less than twenty-four hours before the time for which the General Meeting is convened.
6.5.4 Amendments duly received in accordance with Rule 6.5.3 shall be added to the agenda by the Chairman of the General Meeting.
7.1 The Officers shall convene Committee Meetings at such times and in such places as shall be determined by them in order to conduct the work of the Association. These Meetings shall receive interim reports from sub-committees where appropriate, and shall appoint Sub-Committees where necessary to further the work of the Association.
7.2 Notice of such Meetings shall be sent to all Members giving at least two clear weeks notice thereof.
7.3 Any representative of a Member who attends a Meeting shall be considered as a Committee member for that Meeting.
7.4 The procedure for Committee Meetings shall be as for General Meetings as given in Rule 5.
8.1 The Committee may convene at any time an Extraordinary General Meeting by giving to all Members two clear weeks written notice thereof stating the date, time and place thereof and the resolution or resolutions to be moved or other business to be transacted thereat.
8.1.1 Amendments to any resolution proposed by the Committee shall be submitted in writing to the Honorary Secretary duly proposed and seconded by Members in the same manner as is prescribed by rule 6.5.3 for an Annual General Meeting.
8.1.2 Amendments duly received in accordance with Rule 8.1.1 shall be added to the agenda by the Chairman of the Extraordinary General Meeting.
8.2 The Committee shall also convene an Extraordinary General Meeting on receipt by the Honorary Secretary of a written requisition so to do, duly signed by not less than half of the membership. Each requisition must clearly state the specific resolution or resolutions to be moved.
8.2.1 Two clear weeks notice of such a Meeting stating the date, time and place thereof and the specific resolution or resolutions to be moved thereat shall be sent to all Members by the Honorary Secretary within 14 days of the receipt of the requisition.
8.2.2 Amendments to such a resolution shall be submitted in writing to the Honorary Secretary duly proposed and seconded by Members in the same manner as is prescribed by Rule 6.5.3
8.2.3 Amendments duly received in accordance with Rule 8.2.2 shall be added to the agenda by the Chairman of the Extraordinary General Meeting.
9.1 No new Rule shall be made, nor shall any Rule be amended or rescinded, except by a special resolution passed at an Annual General Meeting in accordance with Rule 6.5 or at an Extraordinary General Meeting convened by the Committee in accordance with Rule 8.1.
9.2 A copy of the Rules shall be delivered by the Honorary Secretary to any person on demand on payment of such sum as may from time to time be determined by the Committee.
The affairs of SOUK shall be administered by the Committee, which shall exercise all the powers of SOUK expressed in Rule 3 and without limiting the generality thereof.
10.1 The Committee shall have power to appoint such Sub-Committees as are considered necessary to deal with the affairs of SOUK.
10.1.1 The Committee shall determine the composition, powers and terms of reference of each Sub-Committee.
10.1.2 The Chairman of any Sub-Committee shall have a casting vote, and the quorum necessary for the transaction of business by a Sub-Committee shall be such as the Committee may determine.
10.1.3 A Sub-Committee may exercise the power of co-option subject to the provisions of Rule 10.2.
10.2 The Committee shall have the power to co-opt additional members to serve on it provided that the number of such co-opted members shall not exceed twenty-five per cent of the number of members appointed to hold office on the Committee (the Officers and the Representative(s) for the purposes of this computation being deemed to be elected members) and to approve the co-option of additional members to serve on any Sub-Committee, in both cases either for general or special service and with or without voting rights.
10.3 The Committee shall not exercise its powers in any way or for any purpose inconsistent with the objects of SOUK.
10.4 The procedure for the conduct of meetings of the Committee shall be prescribed by the Committee and details thereof shall be kept by the Honorary Secretary and be available for inspection by Members at all reasonable times.
10.5 References in these Rules to any acts or activities or opinion (including, without limitation, decisions, directions, requests, exercises of discretion and the giving of consent) of the Committee shall mean such acts or activities or opinions as shall have been sanctioned or effected or (as the case may be) expressed by (a) a resolution of the Committee or (b) a resolution of the relevant Sub-Committee where the power to act or authority be exercised has been delegated by the Committee to a Sub-Committee or (c) the relevant Officer where that power or authority has been delegated by the Committee to an Officer.
11.1 The Officers of SOUK shall be a Chairman, an Honorary Secretary, an Honorary Treasurer and such other Officers as SOUK may in General Meeting from time to time determine.
11.2 The Officers of SOUK shall be elected at each Annual General Meeting in accordance with Rule 6.4.
11.3 Each Officer on election at an Annual General Meeting shall hold office from the end of that Meeting until the end of the next Annual General Meeting but shall be eligible for re-election from year to year.
11.4 If any such offices shall fall vacant between one Annual General Meeting and the next such vacancy shall be filled by the Committee for the remaining period.
12.1 The Committee shall consist of:
12.1.1 The Officers.
12.1.2 Members duly appointed by their National Governing Body in accordance with Rule 7.3.
12.2 The quorum at any meeting of the Committee shall be five (or such other number as may be determined from time to time by SOUK in General Meeting) and the Member elected to take the Chair shall be entitled to exercise a casting vote.
12.3 Committee Members shall receive no remuneration for serving on the Committee other than payment of authorised expenses for carrying out their duties.
13.1 SOUK’s income shall be obtained annually from the subscriptions of Members, from charges levied upon the National Governing Bodies, from investments and securities, from sponsorship and from any other available sources.
13.2 The profits of SOUK shall be applied only in furthering the objects of SOUK.
13.3 SOUK shall not have power to receive money on deposit from Members or others.
13.4 A Financial Statement of SOUK’s affairs shall be made up to 31st March in each year (or such other date as may be determined from time to time by SOUK in General Meeting) and shall be signed by the Honorary Treasurer, the Honorary Secretary and one Member of the Committee. An audit where necessary in law or where the membership requires shall be carried out by a registered Auditor or, where the conditions applicable for appointing lay Auditors apply, by two or more lay auditors and a printed copy of the signed Financial Statement, together with the Auditor’s report thereon, shall be sent to each Member with the notice calling an Annual General Meeting.
13.5 SOUK may participate in a direct debiting scheme as an originator for the purpose of collecting subscriptions for any category of membership and/or any other amounts due to SOUK. In furtherance of such a scheme SOUK may enter into an indemnity required by the bank upon which direct debits are to be originated and such indemnity may be executed on behalf of SOUK by the Honorary Secretary or as otherwise determined pursuant to these Rules.
The Auditors or Lay Auditors, where appointed, shall be entitled to attend any General Meeting and to receive all notices of and other communications relating thereto which any Member is entitled to receive, and to be heard at any General Meeting on any part of the business which concerns them as auditors.
15.1 The name shall be stated in legible characters in all business letters of SOUK, in all notices, advertisements and other official publications of SOUK, and in all bills, invoices receipts and letters of credit of SOUK.
15.2 Save with the authority of the Committee, the name of SOUK shall not at any time be used by any Member in any document or advertisement issued or published by, or on behalf of or with the authority of that Member in such a way as to indicate or imply that such document or advertisement was issued or published by or on behalf of SOUK or the Committee.
16.1 SOUK shall keep a Register of Members and Officers in which the Honorary Secretary shall enter the following particulars:-
16.1.1 The name and address of each Member;
16.1.2 A statement of other property, if any, in SOUK held by each Member whether in loans or otherwise;
16.1.3 The date on which each Member was entered in the Register as a Member and the date on which a Member ceased to be a Member;
16.1.4 The names and addresses of the Officers of SOUK with the offices held by them respectively and the date on which they assumed and left office.
16.2 The Register of Members and Officers shall be so constructed that it is possible to open to inspection the particulars entered pursuant to Rules 16.1.1, 16.1.3 and 16.1.4 without also opening to inspection the other particulars entered in the Register.
All Members and persons having an interest in the funds of SOUK shall be allowed to inspect their own accounts and the particulars entered in the Register of Members and Officers other than those entered under Rule 16.1.2 on application to the Hon. Treasurer subject to such regulations as to the time and manner of such inspection as may be made from time to time by a resolution passed at a General Meeting.
A copy of the latest annual return shall be supplied free of charge on demand to every member or other person interested in the funds of SOUK.
In the event of it having to become necessary for the Members to discontinue the activities of SOUK and to dissolve SOUK its funds and property shall be appropriated or divided amongst the Members in such manner as the Committee considers to be fair and reasonable.
Each Officer and employee from time to time of SOUK and each person who was or is from time to time a Member of the Committee or any Sub-Committee shall (to the extent that such person is not entitled to recover under any policy of insurance) be entitled to be indemnified out of any and all funds available to SOUK which may lawfully be so applied, against all costs, liens, charges, expenses and liabilities whatsoever incurred by such person in the execution and discharge of duties undertaken on behalf of SOUK or in relation thereto or incurred in good faith in the purported discharge of such duties, including any liability incurred in initiating, prosecuting or defending any proceedings, civil or criminal, which relate to anything done or omitted as an officer or employee or as a Member of the Committee or any Sub-Committee as the case may be.
Any notice or other communication or document sent by first class post or by e-mail to the address provided by them to a Member, Officer or Member of the Committee shall be treated as having been given forty eight hours after the time when it was posted.
Any difference of opinion as to the interpretation of these Rules or on any matter not provided for therein shall be decided by the Chairman of a General Meeting at such Meeting or by the Committee in every other circumstance, and every such decision shall be recorded in the minutes and shall be accepted as the true meaning until thereafter otherwise interpreted on due notice at a subsequent General Meeting.