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Consitution

PART I - PRELIMINARY

1. Name and Headquarters
The Society shall be called the Scottish Touch Association with headquarters in Edinburgh. Its jurisdiction shall extend to and be acknowledged by all members and by affiliated bodies in Scotland.

2. Definitions

In the Rules, unless a contrary intention appears:
'association' means the Scottish Touch Association.

'member' means a member, however described, of the Scottish Touch Association.

'ordinary committee member' means a member of the committee who is not an office-bearer of the association as referred to in paragraph 14.3

'Playing Member' means a member of the association who is registered to play touch in a competition conducted by the association.

'affiliated bodies' means any touch organisation associated with the running of touch tournaments, leagues and competitions in Scotland.

3. Objects

3.1 To promote, organise and foster Touch Football in Scotland and to contribute to the advancement of the game throughout Scotland.

3.2 To settle questions or disputes on any matters relating to Touch Football in Scotland as defined by the Scottish Touch Association that may be submitted to the Association for its adjudication.

3.3 To employ the funds of the association as shall be deemed to be in the best interests of the game.

PART II - MEMBERSHIP

4. Qualifications

4.1 A person is qualified to be a member of the association if he or she:

(a) has applied for membership of the association; and
(b) has been approved for membership of the association by the committee of the association.

5. Applications

5.1 An application for membership of the association:

(a) shall be made in writing using the form set out in Appendix I to these rules or in any other form as determined by the committee;
(b) shall be accompanied by the entrance fee and the first year's annual subscription; and
(c) shall be lodged with the secretary of the association.

5.2 As soon as is practicable after receiving an application for membership, the secretary shall refer the application to the committee, which shall determine whether to approve or reject the nomination.

5.3 Where the committee approves an application, the secretary shall enter the applicant's name in the register of members and, upon the name being so entered, the applicant shall be a member of the association. The secretary shall notify the member of the approval and supply him or her with a copy of these rules and all By-laws.

5.4 Where the committee determines to reject an application, the secretary shall notify the applicant of the rejection and return the sum paid by the applicant. The secretary is not obliged to inform the applicant of the reason for the determination.

6. Rights of Affiliation

6.1 Players selected for the representative team will be selected from members of the association.

7. Cessation of Membership

7.1 A person will cease to be a member of the association if he or she:

(a) dies;
(b) resigns from membership of the association;
(c) is expelled from the association; or
(d) fails to renew membership of the association.

8. Fees, Subscriptions Etc.

8.1 The entrance fee to the association is £0.01 if demanded, or if any other amount has been determined by resolution of the committee, such other amount.

8.2 The annual membership fee of the association is £0.01 if demanded, or if any other amount has been determined by resolution of the committee that other amount.

8.3 The annual membership fee is payable by the due date as determined by the committee.

9. Members' Liabilities

9.1 The liability of a member to contribute towards the payment of the debts and liabilities of the association or the costs, charges and expenses of the winding up of the association is limited to the amount, if any, unpaid by the member in respect of membership of the association described in rule 8.

10. Misconduct

10.1 In all cases of alleged misconduct by any member of the association an inquiry shall be held by the committee or its appointed subcommittee within seven days from the date when such alleged misconduct has been brought to the notice of the committee.

11. Suspension and Expulsion

11.1 In cases of infringement by members of the association of any Constitution, Regulations, or By-laws of the association, the member may:

11.2 Pending the hearing and determination of the charges be summarily suspended by the committee.

11.3 Save as set out above, no member shall be suspended without being given an adequate opportunity of being heard in defence. Notice of suspension of a member shall be given in writing immediately to such member setting out the charge preferred and notifying the time and place of such hearing.

11.4 In all cases of alleged infringement by any member a hearing shall be held by the committee, or its appointed subcommittee, within seven days from the date when such alleged infringement has been brought to the notice of the committee.

11.5 Nothing in this section shall be deemed to prevent the committee from suspending a member for failure to pay fees by the due date or imposing suspension for not more than twenty-eight days, or inflict fines upon any member found guilty of breaking any of the rules of the association, or the conditions governing any of its competitions, or refusing to give effect any resolution passed by the committee.

11.6 Expulsion of a member may be made only by a Special General Meeting of members of the association, called for that purpose, and only if the votes in favour of expulsion shall constitute a two-thirds majority of the voting power of the members present and entitled to vote at the Meeting.

11.7 Notice of any suspension or expulsion imposed shall at once be sent by the secretary to associated touch bodies.

12. Appeals

12.1 Any member disqualified by the Committee shall have the right of appeal at a Special General Meeting of the association specifically called for that purpose within fourteen days of the passing of the resolution of disqualification. Such appeal shall be accompanied by a deposit that may be reviewed at the Annual General Meeting. This shall be forfeited if the appeal is deemed frivolous.

12.2 Such appeal shall be in writing addressed to the secretary of the association and shall set forth specifically the decision appealed against and the grounds for such appeal. The association shall in no way be responsible for any expenses incurred by the appellant. Pending decision of any appeal a disqualification shall be operative.

PART III - THE COMMITTEE

13. Management

13.1 The management of the association shall be vested in the committee.

14. Constitution and Membership

14.1 The committee shall consist of:

(a) the office-bearers of the association;
(b) the national director of referees; and
(c) ordinary committee members not exceeding seven.

14.2 The office-bearers and the ordinary committee members shall be elected pursuant to rule 15 or appointed in accordance with sub-rule 14.5 or 14.6 with respect to the national director of referees.

14.3 The office-bearers of the association shall be:

(a) the president;
(b) the vice-president;
(c) the secretary; and
(d) the treasurer.

14.4 Each member of the committee shall, subject to these rules, hold office until the conclusion of the Annual General Meeting two years following the date of the member's election. Members of the committee are eligible for re-election.

14.5 In the event of a vacancy in the membership of the committee, the committee may appoint a member of the association to fill the vacancy and the member so appointed shall hold office, subject to these rules, until the conclusion of the Annual General Meeting next following the date of appointment.

14.6 The position of national director of referees shall be appointed by the committee.

15. Election of Committee Members

15.1 The office-bearers of the association and ordinary committee members shall be elected bi-annually at the Annual General Meeting.

15.2 Nominations of candidates for election:

(a) shall be made in writing, signed by 2 members of the association and accompanied by the written consent of the candidate (which may be endorsed on the nomination form); and
(b) shall be delivered to the secretary of the association not less than seven days before the date fixed for the Annual General Meeting at which the election is to take place.

15.3 If insufficient nominations are received to fill all vacancies on the committee, the candidates nominated shall be deemed to be elected and further nominations shall be received at the Annual General Meeting.

15.4 If insufficient further nominations are received, any vacant positions remaining on the committee shall be deemed to be vacancies.

15.5 If the number of nominations received is equal to the number of vacancies to be filled, the persons nominated shall be taken to be elected.

15.6 If the number of nominations received for the election of office-bearers or ordinary committee members exceed the number of vacancies to be filled, a ballot shall be held.

15.7 The ballot for the election of office-bearers and ordinary committee members shall be conducted at the Annual General Meeting in such manner as the committee direct.

15.8 A person is not eligible to simultaneously hold more than one position on the committee.

16. Duties of the Secretary

16.1 The secretary shall:

(a) keep all records and Minute Books of the association in custody;
(b) keep all Minutes of general and committee meetings;
(c) keep a record of the names and addresses of all office-bearers;
(d) give notice of all meetings in accordance with these rules;
(e) conduct all general correspondence and keep copies of such correspondence;
(f) advertise Annual General Meeting fourteen days before the date of the meeting;
(g) provide all members with a Balance Sheet and a copy of any remits at least seven days prior to the Annual General Meeting;
(h) ensure that the Annual Report is available for the Annual General Meeting; and
(i) in cases of suspension, expulsion and protest; to notify all parties concerned.

17. Duties of the Treasurer

17.1 The treasurer shall:

(a) keep proper books of accounts;
(b) receive all monies for and on behalf of the association and immediately thereupon pay them into such bank as the committee from time to time decide, to the credit of the account or accounts in the name of the Scottish Touch Association;
(c) pay all accounts approved by the committee or General Meeting;
(d) submit a statement of the financial position of the association at each committee meeting; and
(e) prepare a Balance Sheet and completed audited statement of all Accounts to the secretary fourteen days prior to the Annual General Meeting for distribution to members. These will then be presented at the Annual General Meeting.

18. Powers of the Committee

18.1 The committee shall have power:
(a) to admit members to the association for affiliation and to cancel and revoke such admission at any time for good cause shown;
(b) to manage and control the finances of the association;
(c) to appoint subcommittees for any purpose relating to the affairs of the association and to prescribe the duties and powers of any such subcommittee;
(d) to consider and adjudicate on any apparent infringement of the rules of the association, whether such infringement should become known to the committee by formal protest or otherwise;
(e) to make By-laws as may from time to time be found necessary for the conduct of its business. Such By-laws to remain in force until the next General Meeting when they shall be confirmed, amended or rescinded;
(f) to appoint Selectors, Coaches, and Managers of representative teams. Applications for such positions to be called for in writing by date set at each Annual General Meeting;
(g) to approve representative teams and captains;
(h) to settle any question which may arise and which is not provided for in these rules; and
(i) to fill any casual vacancy which may occur in the committee, or in any subcommittee, except that of president.

18.2 In the case of any protest, suspension or expulsion to appoint, if considered necessary, a subcommittee of three to hear and determine the same. An appeal against the decision of any such subcommittee may be made to the committee. Members of any protest committee shall not be connected in any way with the matter being heard.

18.3 In the absence of the president at any Special or General Meeting of the association, appoint a chairperson.

19. Vacancies

19.1 For the purpose of these rules, a vacancy in the office of a member of the Committee occurs if the member:

(a) dies;
(b) ceases to be a member of the association;
(c) resigns the office;
(d) is removed from office pursuant to rule 20;
(e) becomes an insolvent under administration within the meaning of the Corporations Law;
(f) suffers from mental or physical incapacity such that normal duties cannot be carried out; or
(g) is absent without consent of the committee from all meetings of the committee held during a period of six months.

20. Removal of Committee Members

20.1 The association in General Meeting may by resolution remove any member of the committee from the office of member of the committee before the expiration of the member's term of office.

21. Committee Meetings and Quorum

21.1 The committee shall meet at least four times in each calendar year at such place and time as the committee may determine.

21.2 Additional meetings of the committee may be convened by any member of the committee.

21.3 Oral or written notice of a meeting of the committee shall be given by the secretary to each member of the committee at least seven days (or such shorter time unanimously agreed upon by the members of the committee) before the time appointed for the holding of the meeting.

21.4 Sixty percent of the total membership of the committee shall form a quorum.

21.5 No business shall be transacted by the committee unless a quorum is present. If, within half an hour after the time appointed for the meeting, a quorum is not present the meeting stands adjourned until it can be rearranged to a time and place convenient to a majority of the committee.

21.6 Non committee members may attend committee meetings at the discretion of the committee.

22. Voting at Committee Meeting

22.1 Each member of the committee shall be entitled to one vote. The chairperson of the committee shall have casting as well as deliberative vote. Voting on any question shall be by ballot if desired by any member present. At all meetings of the committee, the vote of the majority shall rule.

PART IV - GENERAL MEETINGS

23. Annual General Meeting

23.1 The association shall, at least once in each calendar year and within five months after the expiration of each financial year of the association, convene an Annual General Meeting of its members.

23.2 The business of the Annual General Meeting shall be:

(a) to confirm the Minutes of the last preceding Annual General Meeting and of any Special General Meeting held since that meeting;
(b) to receive from the Committee reports on the activities of the association during the last preceding financial year, including an Annual Report and Balance Sheet;
(c) to deal with Remits and Notices of Motion;
(d) to elect office-bearers and ordinary committee members; and
(e) to deal with all general business.

24. Special General Meeting

24.1 The committee may, whenever it thinks fit, convene a Special General Meeting of the association.
24.2 The committee shall, at the requisition in writing of not less than 12 members convene a Special General Meeting of the association.

24.3 A requisition of members for a Special General Meeting:

(a) shall state the purpose or purposes of the meeting;
(b) shall be signed by the members making the requisition;
(c) shall be lodged with the secretary of the association; and
(d) may consist of several documents in a similar form, each signed by one or more of the members making the requisition.
24.4 If the committee fails to convene a Special General Meeting within one month after the date on which a requisition for the meeting is lodged with the secretary, any one or more of the members who made the requisition may convene a Special General Meeting to be held not later than three months after that date.

24.5 A Special General Meeting convened by one or more members referred to in sub-rule 24.4 shall be convened as early as is practicable in the same manner as General Meetings are convened by the Committee and any member who thereby incurs expense is entitled to be reimbursed by the association for any reasonable expense so incurred.

25. Notice

25.1 Seven days clear notice in writing shall be given of every General Meeting to the members. Such notice shall clearly set forth the business to be transacted at such meeting.

25.2 A member desiring to bring any business before a General Meeting may give notice in writing of that business to the secretary who shall include that business in the next notice calling a General Meeting given after receipt of the notice from the member.

26. Voting and Decision Making

26.1 At any General Meeting, the voting power shall be one vote per member, subject to sub-rule 26.5.

26.2 Votes may be given personally or by proxy.

26.3 A member or proxy is not entitled to vote at any General Meeting of the association unless all money due and payable to the association by the member or proxy has been paid.

26.4 Voting will normally be by show of hands but may be conducted by ballot if desired by any member present.

26.5 In the case of an equality of votes on a question at a General Meeting the person presiding is entitled to exercise a second or casting vote.

26.6 At all meetings the vote of the majority shall rule.

27. Procedure and Quorum

27.1 No item of business shall be transacted at a General Meeting unless a quorum of members entitled under these rules to vote is present during the time the meeting is considering that item.

27.2 Twenty members present in person (being members entitled under these rules to vote at a General Meeting) constitute a quorum for the transaction of the business of a General Meeting.

27.3 If, within half an hour after the time appointed for the meeting, a quorum is not present the meeting stands adjourned until it can be rearranged.

28. Appointment of Proxies

28.1 Each member shall be entitled to appoint another member as proxy by notice to the secretary no later than 24 hours before the time of the meeting in respect of which the proxy is appointed.

28.2 The notice appointing the proxy shall be in the form set out in Appendix 2 to these rules.

29. Chairperson

29.1 At any Meeting of the association, the president shall be chairperson.

29.2 In the absence of the president, the committee will appoint a chairperson.

29.3 The chairperson of any meeting shall have a casting as well as deliberative vote.

PART V - MISCELLANEOUS

30. Finance

30.1 The financial year of the association shall close on 31 March.

30.2 The funds of the association shall be derived from annual subscriptions from members, donations and such other sources as the committee determines.

30.3 All money received by the association shall be deposited as soon as is practicable and without deduction to the credit of the association's bank account.

30.4 The association shall as soon as practicable issue an appropriate receipt.

30.5 Members of the association may be paid for services rendered or goods supplied to the association as the committee determines from time to time.

30.6 Subject to any resolution passed by the association in General Meeting, the funds of the association shall be used in pursuance of the objects of the association in such manner as the committee determines.

30.7 All cheques, drafts, bills of exchange, promissory notes and other negotiable instruments shall be signed by any two of four members of the committee authorised to do so by the committee.

30.8 All accounts shall be passed by a General Meeting or by the committee.

30.9 The accounts of the association shall be audited by an auditor appointed by the committee. The auditor shall not hold any other office in the association.

30.10 An annual fee shall be paid to the Federation of International Touch within 28 days of receipt of invoice.

30.11 Any member whose subscription remains unpaid after 31 July in any year shall cease to be affiliated to this association.

31. Rules of Play

31.1 The playing rules of the Federation of International Touch shall govern all play in matches under the control of this association.

32. Inspection of Books

32.1 The records, books and other documents of the association shall be open to inspection, free of charge, by any member of the association by arrangement at a reasonable place and time.

33. Alteration of Constitution

33.1 Neither this Constitution (nor Regulations made there under) shall be repealed or altered, nor shall any addition be made without the concurrence of a three-fifths majority of the votes of the members of the association present at the Annual General Meeting, or a Special General Meeting called for that purpose.

33.2 At least fourteen days notice in writing of such proposed alterations shall be given to all members in either case.

33.3 Any alterations so made shall take place immediately unless the Meeting by the same majority shall decide otherwise.

34. Indemnity Clause

34.1 Every member of the committee and every other officer of the association shall be indemnified out of the funds of the association against any liability incurred in the discharge of any duty undertaken on behalf of the association and in defending any proceedings whether civil or criminal in which judgement is given in favour of the person or in which the person is acquitted.

34.2 No member of the committee shall be responsible for any other member of the committee, or for any officer, clerk or servant of the association by the insufficiency or deficiency of value of, or title to, any property or security acquired or taken on behalf of the association or by the bankruptcy or any tortuous act of any customer or debtor of the association, or by anything done in the execution of his/her duties of his/her office or in relation thereto, or otherwise then his/her own wilful act or default.

35. Protests

35.1 All protests regarding association matters shall be received in writing by the president or secretary within five working days of the occurrence of the incident regarding which the protest is made.

35.2 The persons concerned shall have the right to attend the Meetings of the Protest Committee for the purpose of stating their case.

36. Dissolution

36.1 The association shall not be dissolved unless all liabilities have been discharged and a motion has been passed by a majority of the votes recorded at a General Meeting convened for the purpose.

36.2 Any sum remaining after the satisfaction of all liabilities shall be given or transferred to such amateur club, association or other organisation to be determined by a majority of members present at such meeting.

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