Mem and Arts

The Companies Acts 1985 to 2006

Company Limited by Guarantee and not Having a Share Capital

_____________________________________________________________

Memorandum

and

Articles of Association

of

UK Association for Accessible Formats

_______________________________________________________________

Bates Wells & Braithwaite London LLP

2-6 Cannon Street

London EC4M 6YH

(Telephone: 020 7551 7777)

www.bwbllp.com

PK/SG/011417/0211

The Companies Acts 1985 to 2006

Company Limited by Guarantee and not Having a Share Capital

Memorandum of Association

of

UK Association for Accessible Formats

Name

1. The name of the company is UK Association for Accessible Formats.  In this Memorandum and the company’s Articles of Association it is called “the Charity”.

Registered office

2. The registered office of the Charity is situated in England and Wales.

Objects

3. The objects of the Charity are to promote the better integration into society of blind and partially sighted people, or others with any incapability, disability or condition which makes reading difficult (“print impairments”) by:

(a) Promoting and enhancing the widespread use, availability and quality of formats and materials which are accessible to people with print impairments; and

(b) Determining the English Literary Braille Code and other official Braille codes within the United Kingdom for public use.

Powers

4. To further its objects the Charity may:

4.1 provide and assist in the provision of money, materials or other help;

4.2 organise and assist in the provision of conferences, courses of instruction, exhibitions, lectures and other educational activities;

4.3 provide leadership and representation for organisations and individuals;

4.4 publish and distribute books, pamphlets, reports, leaflets, journals, films, tapes and instructional matter on any media;

4.5 promote, encourage, carry out or commission research, surveys, public consultations, studies or other work, making the useful results available;

4.6 promote the use of universal standards to improve the quality and availability of materials which are accessible to those with print impairments;

4.7 provide or procure the provision of counselling and guidance;

4.8 provide or procure the provision of advice;

4.9 alone or with other organisations seek to influence public opinion and make representations to and seek to influence governmental and other bodies and institutions regarding the development and implementation of appropriate policies provided that all such activities shall be conducted on the basis of well-founded, reasoned argument and shall in all other respects be confined to those which an English and Welsh charity may properly undertake;

4.10 enter into contracts to provide services to or on behalf of other bodies;

4.11 acquire or rent any property of any kind and any rights or privileges in and over property and construct, maintain, alter and equip any buildings or facilities;

4.12 subject to any consent required by law, dispose of or deal with all or any of its property with or without payment and subject to such conditions as the Trustees think fit;

4.13 subject to any consent required by law, borrow or raise and secure the payment of money for any purpose including for the purposes of investment or of raising funds;

4.14 set aside funds for special purposes or as reserves against future expenditure;

4.15 invest the Charity’s money not immediately required for its objects in or upon any investments, securities, or property;

4.16 delegate the management of investments to a financial expert or experts provided that:

4.16.1 the investment policy is set down in writing for the financial expert or experts by the Trustees;

4.16.2 every transaction is reported promptly to the Trustees;

4.16.3 the performance of the investments is reviewed regularly by the Trustees;

4.16.4 the Trustees are entitled to cancel the delegation arrangement at any time;

4.16.5 the investment policy and the delegation arrangements are reviewed at least once a year;

4.16.6 all payments due to the financial expert or experts are on a scale or at a level which is agreed in advance and are notified promptly to the Trustees on receipt; and

4.16.7 the financial expert or experts may not do anything outside the powers of the Trustees;

4.17 arrange for investments or other property of the Charity to be held in the name of a nominee or nominees (being a corporate body registered or having an established place of business in England and Wales) under the control of the Trustees or of a financial expert or experts acting under their instructions and pay any reasonable fee required;

4.18 lend money and give credit to, take security for such loans or credit and guarantee or give security for the performance of contracts by any person or company;

4.19 open and operate bank accounts and other facilities for banking and draw, accept, endorse, issue or execute promissory notes, bills of exchange, cheques and other instruments;

4.20 subject to the restriction in clause 4.22 raise funds by way of subscription, donation or otherwise;

4.21 accept (or disclaim) gifts of money and any other property;

4.22 trade in the course of carrying out the objects of the Charity and carry on any other trade which is not expected to give rise to taxable profits;

4.23 incorporate subsidiary companies to carry on any trade;

4.24 subject to clause 5:

4.24.1 engage and pay employees, consultants and professional or other advisers; and

4.24.2 make reasonable provision for the payment of pensions and other retirement benefits to or on behalf of employees and their spouses and dependants;

4.25 establish and support or aid in the establishment and support of any other organisations and subscribe, lend or guarantee money or property for charitable purposes;

4.26 become a member, associate or affiliate of or act as trustee or appoint trustees of any other organisation (including without limitation any charitable trust of permanent endowment property held for any of the charitable purposes included in the Charity’s objects);

4.27 undertake and execute charitable trusts;

4.28 amalgamate with or acquire or undertake all or any of the property, liabilities and engagements of any body having objects wholly or in part similar to those of the Charity;

4.29 co-operate with charities, voluntary bodies, statutory authorities and other bodies and exchange information and advice with them;

4.30 pay out of the funds of the Charity the costs of forming and registering the Charity;

4.31 insure the property of the Charity against any foreseeable risk and take out other insurance policies as are considered necessary by the Trustees to protect the Charity;

4.32 provide indemnity insurance to cover the liability of the Trustees  which by virtue of any rule of law would otherwise attach to them in respect of any negligence, default, breach of trust or breach of duty of which they may be guilty in relation to the Charity, including without limitation any liability to make a contribution to the Charity’s assets as specified in section 214 of the Insolvency Act 1986 (wrongful trading), provided that any such insurance shall not extend to the provision of any indemnity for a person in respect of:

4.32.1 any act or omission which he or she knew to be a breach of trust or breach of duty or which was committed by him or her in reckless disregard to whether it was a breach of trust or breach of duty or not;

4.32.2 any liability incurred by him or her in defending any criminal proceedings in which he or she is convicted of an offence arising out of any fraud or dishonesty, or wilful or reckless misconduct by him or her; or

4.32.3 in relation to any liability to make a contribution to the Charity’s assets as specified in section 214 of the Insolvency Act 1986, any liability to make such a contribution where the basis of the Trustee’s liability is his or her knowledge prior to the insolvent liquidation of the Charity (or reckless failure to acquire that knowledge) that there was no reasonable prospect that the Charity would avoid going into insolvent liquidation;

and

4.33 do all such other lawful things as may further the Charity’s objects.

Limitation on private benefits

5.1 The income and property of the Charity shall be applied solely towards the promotion of its objects.

5.2 Except as provided below no part of the income and property of the Charity may be paid or transferred directly or indirectly by way of benefit to the members of the Charity and no Trustee may receive any remuneration or other benefit in money or money’s worth from the Charity.  This shall not prevent any payment in good faith by the Charity of:

5.2.1 any payments made to any member, Trustee or Connected Person in their capacity as a beneficiary of the Charity;

5.2.2 reasonable and proper out of pocket expenses of the Trustees;

5.2.3 reasonable and proper remuneration to any Trustee for any goods or services supplied to the Charity on the instructions of the Trustees (excluding the service of acting as Trustee and services performed under a contract of employment with the Charity) provided that:

(a) the procedure described in Article 86 to 93of the Articles (Conflicts of Interest) must be followed in considering the appointment of the Trustee and in relation to any other decisions regarding the remuneration authorised by this provision; and

(b) this provision together with clause 5.2.4 of this Memorandum may not apply to more than half of the Trustees in any financial year (and for these purposes such provisions shall be treated as applying to a Trustee if they apply to a person who is a Connected Person in relation to that Trustee);

5.2.4 reasonable and proper remuneration to any person (not being a Trustee) for any goods or services supplied to the Charity (including services performed under a contract of employment with the Charity) provided that:

(a) if such person is a Connected Person the procedure described in Article 86 to 93 of the Articles (Conflicts of Interest) must be followed by the relevant Trustee in relation to any decisions regarding such Connected Person; and

(b) this provision together with clause 5.2.3 of this Memorandum may not apply to more than half of the Trustees in any financial year (and for these purposes such provisions shall be treated as applying to a Trustee if they apply to a person who is a Connected Person in relation to that Trustee);

5.2.5 interest on money lent by any member, Trustee or Connected Person at a reasonable and proper rate;

5.2.6 any reasonable and proper rent for premises let by any member, Trustee or Connected Person;

5.2.7 reasonable and proper premiums in respect of indemnity insurance effected in accordance with clause 4.32 of this Memorandum;

5.2.8 any payments made to any Trustee or officer under the indemnity provisions set out at Article 104;

5.3 The restrictions on benefits and remuneration conferred on members of the Charity and on the Trustees by clause 5.2 of this Memorandum and the exceptions to such restrictions in clauses 5.2.1 to 5.2.8 of this Memorandum shall apply equally to benefits and remuneration conferred on members of the Charity and on the Trustees by any Subsidiary Company, and for this purpose references to the Charity in clauses 5.2.3 and 5.2.4 shall be treated as references to the Subsidiary Company and references to a Trustee in clause 5.2.3 shall be treated as references to a director of the Subsidiary Company.

5.4 For any transaction authorised by clause 5.2., the Trustee’s duty (arising under the Companies Act 2006) to avoid a conflict of interest with the Charity shall be disapplied provided the relevant provisions of clause 5.2. have been complied with.

Limited liability

6. The liability of the members is limited.

7. Every member of the Charity undertakes to contribute a sum not exceeding £1 to the assets of the Charity if it is wound up during his or her membership or within one year afterwards:

7.1 for payment of the debts and liabilities of the Charity contracted before he or she ceased to be a member;

7.2 for the costs, charges and expenses of winding up;

7.3 for the adjustment of the rights of the contributories among themselves.

Winding up

8. If any property remains after the Charity has been wound up or dissolved and the debts and liabilities have been satisfied it may not be paid to or distributed among the members of the Charity, but must be given to some other institution or institutions with similar objects which is or are regarded as charitable under the law of every part of the United Kingdom. The institution or institutions to benefit maybe chosen by resolution of the members at or before the time of winding up or dissolution, and subject to any such resolution of the members may be chosen by resolution of the Trustees at or before the time of winding up or dissolution.

Definitions

9. Words and phrases used in this Memorandum of Association have the same meanings as are ascribed to them in the Articles of Association of the Charity unless the context otherwise requires.

 

We, the subscribers to this Memorandum, wish to be formed into a company in accordance with this Memorandum

_____________________________________________

Signatures, Names and Addresses of Subscribers

_____________________________________________

Guarantee

1.         Name:              Mrs Sheila Barrie Armstrong                                                                    £1

Address:             [Removed from this public version]

Date:                13/11/2008

2.         Name:             Mrs Sarah Home                                                                             £1

Address:             [Removed from this public version]

Date:                13/11/2008

3.         Name:              Mrs Lisa Marie Jones                                                                            £1

Address:              [Removed from this public version]

Date:                13/11/2008

4.         Name:              Mr Alan Matthews                                                                         £1

Address:              [Removed from this public version]

Date:                13/11/2008

5.         Name:              Dr Sarah Morley Wilkins                                                             £1

Address:              [Removed from this public version]

Date:                13/11/2008

6.         Name:              Mr Peter Jefery Osborne                                                                       £1

Address:              [Removed from this public version]

Date:                13/11/2008

7.         Name:              Mr Michael Andrew Parr                                                                £1

Address:              [Removed from this public version]

Date:                13/11/2008

8.         Name:              Mr William Batty Langley Poole                                                   £1

Address:              [Removed from this public version]

Date:                13/11/2008

9.         Name:              Ms Marion Jane Ripley                                                               £1

Address:              [Removed from this public version]

Date:                13/11/2008

10.       Name:              Dr Edward David Taylor                                                              £1

Address:              [Removed from this public version]

Date:                13/11/2008

11.       Name:              Mr Richard Edward West                                                               £1

Address:              [Removed from this public version]

Date:                13/11/2008

12.       Name:              Miss Sharon Louise Williams                                                                       £1

Address:             [Removed from this public version]

Date:                13/11/2008

 

The Companies Acts

Company Limited by Guarantee and not Having a Share Capital

Articles of Association

of

UK Association for Accessible Formats

Interpretation

1. In these Articles and the Memorandum the following terms shall have the following meanings:

Term

Meaning

1.1 “address”

includes a number or address used for the purposes of sending or receiving documents by electronic means

1.2 “Articles”

these Articles of Association of the Charity

1.3 “Charity”

UK Association for Accessible Formats

1.4 “circulation date”

in relation to a written resolution, has the meaning given to it in the Companies Acts

1.5 “clear days”

in relation to the period of a notice, that period excluding the day when the notice is given or deemed to be given and the day for which it is given or on which it is to take effect

1.6 “Companies Acts”

has the meaning given to it in section 2 of the Companies Act 2006

1.7 “Connected Person”

any person falling within one of the following categories and where payment of that person might result in the Trustees obtaining benefit: (a) any spouse, civil partner, parent, child, brother, sister, grandparent or grandchild of a Trustee; (b) the spouse or civil partner of any person in (a); or (c) any other person in a relationship with a Trustee which may reasonably be regarded as equivalent to such a relationship; or (d) any company, LLP or member, firm of which a Trustee is a paid director, partner or employee, or shareholder holding more than 1% of the capital

1.8 “electronic form” and “electronic means”

have  the meanings respectively given to them in the Companies Act 2006

1.9 “financial expert”

an individual, company or firm who is authorised to give investment advice under the Financial Services and Markets Act 2000

1.10 “hard copy” and “hard copy form”

have the meanings respectively given to them in the Companies Act 2006

1.11 “Memorandum”

the Memorandum of Association of the Charity

1.12 “officers”

the officers of the Charity (who shall also be Trustees) as listed at Article 17

1.13 “Secretary”

the secretary of the Charity

1.14 “Subsidiary Company”

any company in which the Charity holds more than 50% of the shares, controls more than 50% of the voting rights attached to the shares or has the right to appoint a majority of the board of the company

1.15 “Trustee” and “Trustees”

the director and directors as defined in the Companies Acts

1.16 “User Advisory Group”

A group of associate members of the Charity comprising users of accessible information formats who have delegated responsibility from the Trustees to advise the Charity on their user requirements and thereby inform the work, direction and aims of the Charity.

2. In these Articles and the Memorandum:

2.1 Unless the context otherwise requires, words or expressions contained in the Articles bear the same meaning as in the Companies Act 2006 as in force on the date when these Articles became binding on the Charity.

2.2 Subject to Article 2.1, any reference in these Articles or the Memorandum to an enactment includes a reference to that enactment as re-enacted or amended from time to time and to any subordinate legislation made under it.

2.3 The provisions of the Memorandum to the extent that they could have been contained in the Articles shall take effect as though repeated in the Articles.

Members

3. The subscribers to the Memorandum and such other persons as are admitted to membership by the Trustees in accordance with the Articles shall be members of the Charity.  The names of the members of the Charity shall be entered in the register of members.

4. Every person who wishes to become a member shall apply to the Charity in such form as the Trustees require.  The Trustees shall have power to admit persons to membership and may in their absolute discretion decline to accept any person as a member and need not give reasons for so doing.

5. Membership shall be on an annual basis on payment of a subscription to be determined by the members at every annual general meeting of the Charity.  Each organisational member shall pay a subscription fee for each of its individual representatives.

6. The Trustees may from time to time prescribe criteria for membership but shall not by so doing become obliged to accept persons fulfilling those criteria as members.

7. Members which are unincorporated bodies or corporate bodies may appoint one or more individuals to represent them and vote on their behalf at meetings of the Charity.  Each individual appointed will be a separate member.  The Trustees shall determine the number of representative members which each organisational body is entitled to appoint.

8. If a person becomes a member as a representative of an unincorporated association or body, the name of the member, the name of the unincorporated association or body and the fact that the member is its representative shall be entered in the register of members.  Subject to the Trustees’ right to decline to accept any person as a member, the unincorporated association or body shall be entitled to replace any member who is its representative with another person by giving notice to the Charity and without it being necessary for the outgoing member to give notice or the incoming member to complete an application form.

9. Every corporate member shall appoint one or more individuals to represent it at meetings of the Charity and the name of such representative(s) and the fact that he or she (or they) is (or are) the representative(s) of such member shall be noted in the register of members. A corporate member shall be able to replace any one of its representatives with another individual by giving notice to the Charity.

10. Subject to Articles 8 and 9, membership shall not be transferable and shall cease on death.  A member shall cease to be a member:

10.1 on the expiry of at least seven clear days’ notice given by him or her to the Charity of his or her intention to withdraw;

10.2 if any subscription or other sum payable by the member to the Charity is not paid on the due date and remains unpaid seven days before the date of the annual general meeting following the date on which the subscription or other sum became payable.  The Trustees may re-admit to membership any person removed from membership on this ground on his or her paying such reasonable sum as the Trustees may determine;

10.3 if he or she becomes bankrupt or makes any arrangement or  composition with his or her creditors generally or it goes into liquidation otherwise than for the purpose of a solvent reconstruction or amalgamation or has an administrator or a receiver or an administrative receiver (but not a receiver and manager appointed under Section 18 of the Charities Act 1993) appointed over all or any part of its assets or an order is made or a resolution passed for its winding up; or

10.4 if, at a meeting of the Trustees at which at least half of the Trustees are present, a resolution is passed resolving that the member be expelled on the ground that his or her continued membership is harmful to or is likely to become harmful to the interests of the Charity.  Such a resolution shall not be passed unless the member has been given at least 14 clear days’ notice that the resolution is to be proposed, specifying the circumstances alleged to justify expulsion, and has been afforded a reasonable opportunity of being heard by or of making written representations to the Trustees. A member expelled by such a resolution shall nevertheless remain liable to pay to the Charity any subscription or other sum owed by him or her.

11. Subject to the Companies Acts, the Trustees may establish such classes or categories of membership as they think fit.  The Trustees may at their discretion levy subscriptions on members of the Charity at such rate(s) as they shall decide and may levy subscriptions at different rates on different classes or categories of members.

Associate and Honorary Membership

12. The Trustees may establish such classes of associate membership with such description and with such rights and obligations (including without limitation the obligation to pay a subscription) as they think fit and may admit and remove such associate members in accordance with such regulations as the Trustees shall make provided that no such associate members shall be members of the Charity for the purposes of the Articles or the Companies Acts.

13. The Charity may appoint individuals who are considered by the members to have displayed outstanding commitment to the furtherance of the Charity’s objects as Honorary Members of the Charity.  Honorary Members shall be full members of the Charity and will be appointed at the annual general meetings.  An Honorary Member shall be appointed for an undefined period but his or her honorary membership shall be subject to periodic review by the Trustees and may be removed by them.

President and Patrons

14. The Trustees may appoint and remove any individual as president of the Charity and on such terms as they shall think fit.  A president shall have the right to be given notice of, to attend and speak (but not vote) at any general meeting of the Charity as if a member and shall also have the right to receive accounts of the Charity when available to members

15. The Trustees may appoint and remove any individual(s) as patron(s) of the Charity and on such terms as they shall think fit.  A patron shall have the right to be given notice of, to attend and speak (but not vote) at any general meeting of the Charity as if a member and shall also have the right to receive accounts of the Charity when available to members.

Trustees

Number of Trustees

16. There shall be at least three Trustees.

Composition of board of Trustees

17. The board of Trustees shall consist of the following Trustees elected to those posts at the annual general meeting:

17.1 the following officers:

17.1.1 chair;

17.1.2 vice-chair;

17.1.3 public relations officer;

17.1.4 treasurer;

17.1.5 Secretary;

17.1.6 chair of the User Advisory Group;

17.2 six ordinary Trustees, who shall not be officers.

18. In addition the Trustees may from time to time appoint additional Trustees either to fill casual vacancies or by way of co-option to the board of Trustees provided that those appointed by way of co-option do not exceed three in number, not including individuals co-opted in accordance with Article 22.  Any Trustee so appointed shall retain his or her office only until the next annual general meeting, but shall then be eligible for re-election. If not reappointed at such annual general meeting, he or she shall vacate office at the end of the meeting.

Appointment, retirement, removal and disqualification of Trustees

19. Those persons notified to the Registrar of Companies as the first directors of the Charity shall be the first Trustees.

20. The first Trustees shall serve for such period as shall be determined by the Trustees, provided that:

20.1 four Trustees (including two officers and two trustees who are not officers) shall serve for a period of one year from incorporation of the Charity;

20.2 four Trustees (including two officers and two trustees who are not officers) shall serve for a period of two years from the date of incorporation;

20.3 four Trustees (including two officers and two trustees who are not officers) shall serve for a period of three years from the date of incorporation of the charity; and

20.4 in the absence of agreement between the Trustees in relation to the period for which each Trustee should remain in office, this decision shall be made by drawing lots.

21. All subsequent Trustee appointments (other than those appointed pursuant to Articles 18 and 22) shall be made at the annual general meeting and shall be for terms of up to three years from the date of the annual general meeting at which the Trustee was appointed.

22. If a Trustee does not serve his/her full term, a successor may be elected at general meeting to complete that term.  If the remaining unserved term is less than one year, the Trustees may co-opt a person who is willing to act to fill that vacancy.

23. No person may be appointed as a Trustee:

23.1 unless he or she has attained the age of 18 years; or

23.2 in circumstances such that, had he or she already been a Trustee, he or she would have been disqualified from acting under the provisions of the Articles.

24. No person other than a Trustee retiring by rotation shall be appointed or reappointed a Trustee at any general meeting unless:

24.1 he or she is recommended by the Trustees; or

24.2 at least 14 but not more than 35 clear days before the date appointed for the meeting, notice executed by a member qualified to vote at the meeting has been given to the Charity of the intention to propose that person for appointment or reappointment stating the particulars which would, if he or she were so appointed or reappointed, be required to be included in the Charity’s register of Trustees together with notice executed by that person of his or her willingness to be appointed or reappointed.

25. At least seven but not more than 28 clear days before the date appointed for holding a general meeting notice shall be given to all who are entitled to receive notice of the meeting of any person (other than a Trustee retiring by rotation at the meeting) who is recommended by the Trustees for appointment or reappointment as a Trustee at the meeting or in respect of whom notice has been duly given to the Charity of the intention to propose him or her at the meeting for appointment or reappointment as a Trustee. The notice shall give the particulars of that person which would, if he or she were so appointed or reappointed, be required to be included in the Charity’s register of Trustees.

26. Subject to the above Articles, the Charity may by ordinary resolution appoint a person who is willing to act to be a Trustee either to fill a vacancy or as an additional Trustee and may also decide the period for which any additional Trustees are to serve.  If such an additional appointment is intended to last for more than 12 months, it must be approved by a majority at the AGM following the appointment.

27. Subject to the above Articles, a Trustee who retires at an annual general meeting may, if willing to act, be reappointed for two or more consecutive terms of office.  If he or she is not reappointed, he or she shall retain office until the meeting appoints someone in his or her place, or if it does not do so, until the end of the meeting.

28. The office of a Trustee shall be vacated if:

28.1 he or she ceases to be a Trustee by virtue of any provision of the Companies Acts or he or she becomes prohibited by law from being a Trustee;

28.2 he or she is disqualified under the Charities Act 1993 from acting as a Trustee;

28.3 he or she becomes bankrupt or makes any arrangement or composition with his or her creditors generally;

28.4 he or she resigns by notice to the Charity (but only if at least three Trustees will remain in office when the notice of resignation is to take effect);

28.5 he or she fails to attend three consecutive meetings of the Trustees and the Trustees resolve that he or she be removed for this reason;

28.6 at a general meeting of the Charity, a resolution is passed that he or she be removed from office, provided the meeting has invited the views of the Trustee concerned and considered the matter in the light of such views; or

28.7 at a meeting of the Trustees at which at least half of the Trustees are present, a resolution is passed that he or she be removed from office.  Such a resolution shall not be passed unless the Trustee has been given at least 14 clear days’ notice that the resolution is to be proposed, specifying the circumstances alleged to justify removal from office, and has been afforded a reasonable opportunity of being heard by or of making written representations to the Trustees.

Powers of Trustees

29. Subject to the Companies Acts, the Memorandum and the Articles, the business of the Charity shall be managed by the Trustees who may exercise all the powers of the Charity. No alteration of the Memorandum or Articles shall invalidate any prior act of the Trustees which would have been valid if that alteration had not been made. The powers given by this Article shall not be limited by any special power given to the Trustees by the Articles and a meeting of the Trustees at which a quorum is present may exercise all powers exercisable by the Trustees.

30. The continuing Trustees or a sole continuing Trustee may act despite any vacancies in their number but while there are fewer Trustees than required for a quorum the Trustees may only act for the purpose of increasing the number of Trustees or of summoning a general meeting of the Charity.

31. All acts done by a person acting as a Trustee shall, even if afterwards discovered that there was a defect in his or her appointment or that he or she was disqualified from holding office or had vacated office be as valid as if such person had been duly appointed and was qualified and had continued to be a Trustee.

32. Subject to the Articles the Trustees may regulate their proceedings as they think fit.

Chair

33. The chair of the Trustees shall be one of the Trustees appointed in accordance with Articles 17 to 21.

Delegation of Trustees’ powers

34. The Trustees may by power of attorney or otherwise appoint any person to be the agent of the Charity for such purposes and on such conditions as they determine.

35. The Trustees may delegate any of their powers or functions to any committee or the implementation of any of their resolutions and day to day management of the affairs of the Charity to any person or committee in accordance with the conditions set out in these Articles.

Delegation to committees

36. In the case of delegation to committees:

36.1 the resolution making that delegation shall specify those who shall serve or be asked to serve on such committee (although the resolution may allow the committee to make co-options up to a specified number);

36.2 the composition of any such committee shall be entirely at the discretion of the Trustees and may comprise such of their number (if any) as the resolution may specify;

36.3 the deliberations of any such committee shall be reported regularly to the Trustees and any resolution passed or decision taken by any such committee shall be reported promptly to the Trustees;

36.4 all delegations under this Article shall be variable or revocable at any time;

36.5 the Trustees may make such regulations and impose such terms and conditions and give such mandates to any such committee as they may from time to time think fit; and

36.6 no committee shall knowingly incur expenditure or liability on behalf of the Charity except where authorised by the Trustees or in accordance with a budget which has been approved by the Trustees.

37. For the avoidance of doubt, the Trustees may delegate all financial matters to any committee and may empower such committee to resolve upon the operation of any bank account according to such mandate as it shall think fit whether or not requiring a signature of any Trustee.

38. The meetings and proceedings of any committee shall be governed by the Articles regulating the meetings and proceedings of the Trustees so far as applicable and not superseded by any regulations made by the Trustees.

Delegation of day to day management powers

39. In the case of delegation of the day to day management of the Charity to a chief executive or other manager or managers:

39.1 the delegated power shall be to manage the Charity by implementing the policy and strategy adopted by and within a budget approved by the Trustees and if applicable to advise the Trustees in relation to such policy, strategy and budget;

39.2 the Trustees shall provide the manager with a description of his or her role and the extent of his or her authority; and

39.3 the manager shall report regularly to the Trustees on the activities undertaken in managing the Charity and provide them regularly with management accounts sufficient to explain the financial position of the Charity.

Members’ Meetings

40. Articles 41 to 72 shall apply to members’ meetings.

Annual general meetings

41. The Charity shall hold an annual general meeting within 18 months of incorporation and afterwards once in every calendar year and not more than 15 months shall pass between one annual general meeting and the next.  It shall be held at such time and place as the Trustees think fit.

Other general meetings

42. The Trustees may call a general meeting at any time.  The Trustees shall call a general meeting on receiving a requisition to that effect, signed by at least 10% of the members having the right to attend and vote at general meetings.  In default, the requisitionists may call a general meeting in accordance with the Companies Acts.

Length of notice

42.1 Unless Article 42.2 applies, all general meetings shall be called by at least 14 clear days’ notice unless the Companies Acts require a longer notice period.

42.2 A general meeting may be called by shorter notice if it is so agreed by a majority of the members having a right to attend and vote at that meeting.  Any such majority shall together represent at least 90% of the total voting rights at that meeting of all the members.

Contents of notice

43. Every notice calling a general meeting shall specify the place, day and time of the meeting, whether it is general or annual general meeting, and the general nature of the business to be transacted.    If a special resolution is to be proposed, the notice shall include the proposed resolution and specify that it is proposed as a special resolution.  In every notice calling a meeting of the Charity there must appear with reasonable prominence a statement informing the member of his or her rights to appoint another person as his or her proxy at a general meeting.

Service of notice

44. Notice of general meetings shall be given to every member, to the Trustees, to any patron(s) and to the auditors of the Charity.

Manner of serving notice

45. Notice of general meetings shall be served in accordance with Articles 98 to 103.

Quorum

46. No business shall be transacted at any general meeting unless a quorum is present. Twelve persons entitled to vote upon the business to be transacted, each being a member or a proxy for a member or a duly authorised representative of a corporate member shall be a quorum.  If a quorum is not present within half an hour from the time appointed for the meeting, the meeting shall stand adjourned to the same day in the next week at the same time and place or to such time and place as the Trustees may determine and if at the adjourned meeting a quorum is not present within half an hour from the time appointed for the meeting those present and entitled to vote shall be a quorum.

Attendance

47. A Trustee may, even if not a member, attend and speak at any general meeting.

Chair

48. The chair, if any, of the Trustees or in his or her absence some other Trustee nominated by the Trustees shall preside as chair of every general meeting, but if neither the chair nor such other Trustee (if any) is present within fifteen minutes after the time appointed for holding the meeting and willing to act, the Trustees present shall elect one of their number to be chair and, if there is only one Trustee present and willing to act, he or she shall be chair.  If no Trustee is willing to act as chair, or if no Trustee is present within fifteen minutes after the time appointed for holding the meeting, the members present and entitled to vote shall choose one of their number to be chair save that a proxy holder who is not a member entitled to vote shall not be entitled to be appointed chair.

Adjournment

49. The chair may, with the consent of a general meeting at which a quorum is present (and shall if so directed by the meeting), adjourn the meeting from time to time and from place to place, but no business shall be transacted at an adjourned meeting other than business which might properly have been transacted at the meeting had the adjournment not taken place.  When a general meeting is adjourned for 14 days or more, at least seven clear days’ notice shall be given specifying the time and place of the adjourned meeting and the general nature of the business to be transacted. Otherwise it shall not be necessary to give any such notice.

Poll

50. A resolution put to the vote of a general meeting shall be decided on a show of hands unless before or on the declaration of the result of the show of hands a poll is duly demanded. Subject to the Companies Acts, a poll may be demanded:

50.1 by the chair; or

50.2 by any person who, by virtue of being appointed proxy for one or more members entitled to attend and vote at the meeting, holds two or more votes; or

50.3 by at least two members present in person or by proxy and having the right to vote at the meeting; or

50.4 by a member or members present in person or by proxy representing at least one-tenth of the total voting rights of all the members having the right to vote at the meeting.

51. Unless a poll is duly demanded a declaration by the chair that a resolution has been carried or carried unanimously, or by a particular majority, or lost, or not carried by a particular majority and an entry to that effect in the minutes of the meeting shall be conclusive evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against the resolution.

52. The demand for a poll may, before the poll is taken, be withdrawn but only with the consent of the chair and a demand so withdrawn shall not be taken to have invalidated the result of a show of hands declared before the demand was made.

53. A poll shall be taken as the chair directs and he or she may appoint scrutineers (who need not be members) and fix a time and place for declaring the result of the poll. The result of the poll shall be deemed to be the resolution of the meeting at which the poll was demanded.

54. A poll demanded on the election of the chair or on a question of adjournment shall be taken forthwith. A poll demanded on any other question shall be taken either forthwith or at such time and place as the chair directs not being more than 30 days after the poll is demanded. The demand for a poll shall not prevent the continuance of a meeting for the transaction of any business other than the question on which the poll was demanded. If a poll is demanded before the declaration of the result of a show of hands and the demand is duly withdrawn, the meeting shall continue as if the demand had not been made.

55. No notice need be given of a poll not taken forthwith if the time and place at which it is to be taken are announced at the meeting at which it is demanded. In any other case at least seven clear days’ notice shall be given specifying the time and place at which the poll is to be taken.

Votes

56. On a show of hands and on a poll every member present in person or by proxy shall have one vote.

57. No member shall be entitled to vote at any general meeting unless all monies presently payable by him or her to the Charity have been paid.

58. A member in respect of whom an order has been made by any court having jurisdiction (whether in the United Kingdom or elsewhere) in matters concerning mental disorder may vote, whether on a show of hands or on a poll, by his or her receiver, curator bonis or other person authorised in that behalf appointed by that court and any such receiver, curator bonis or other person may, on a poll, vote by proxy. Evidence to the satisfaction of the Trustees of the authority of the person claiming to exercise the right to vote shall be deposited at the registered office of the Charity, or at such other place as is specified in accordance with the Articles for the deposit of instruments of proxy, at least 48 hours before the time appointed for holding the meeting or adjourned meeting at which the right to vote is to be exercised and in default the right to vote shall not be exercisable.

59. No objection shall be raised to the qualification of any voter except at the meeting or adjourned meeting at which the vote objected to is tendered, and every vote not disallowed at the meeting shall be valid. Any objection made in due time shall be referred to the chair whose decision shall be final and binding.

Proxies

60. The appointment of a proxy shall be in the following form (or in form as near thereto as circumstances allow or in any other form which is usual or which the Trustees may approve):-

“UK Association for Accessible Formats

[Name of member appointing the proxy]:

Address:

I/We hereby appoint [name of proxy] of as my/our proxy to vote in my/our name(s) and on my/our behalf at the meeting of the Charity to be held on [date], and at any adjournment thereof.

This form is to be used in respect of the resolutions mentioned below as follows:

Resolution No 1

*for

*against

*abstain

*as the proxy thinks fit

Resolution No 2

*for

*against

*abstain

*as the proxy thinks fit

All other resolutions properly put to the meeting

*for

*against

*abstain

*as the proxy thinks fit

*Strike out whichever is not desired.

Unless otherwise instructed, the proxy may vote as he or she thinks fit or abstain from voting.

Signed: …………………………………….

Dated:            ………………………………………”

61. Unless the appointment of a proxy indicates otherwise, it must be treated as:

61.1 allowing the person appointed under it as a proxy discretion as to how to vote on any ancillary or procedural resolutions put to the meeting, and

61.2 appointing that person as a proxy in relation to any adjournment of the general meeting to which it relates as well as the meeting itself.

62. The appointment of a proxy and any authority under which it is executed or a copy of such authority in some way approved by the Trustees may:

62.1 in the case of an instrument in writing be deposited at the registered office of the Charity or at such other place within the United Kingdom as is specified in the notice convening the meeting or in any instrument of proxy sent out by the Charity in relation to the meeting at least 48 hours before the time for holding the meeting or adjourned meeting at which the person named in the instrument proposes to vote; or

62.2 in the case of an appointment sent by electronic means, where an address has been specified for the purpose of receiving documents or information by electronic means:

62.2.1 in the notice convening the meeting, or

62.2.2 in any instrument of proxy sent out by the Charity in relation to the meeting, or

62.2.3 in any invitation to appoint a proxy issued by the Charity in relation to the meeting which is sent by electronic means,

be received at such address not less than 48 hours before the time for holding the meeting or adjourned meeting at which the person named in the appointment proposes to vote;

62.3 in the case of a poll taken more than 48 hours after it is demanded, be deposited or received as aforesaid after the poll has been demanded and at least 24 hours before the time appointed for the taking of the poll; or

62.4 where the poll is not taken forthwith but is taken not more than 48 hours after it was demanded, be delivered at the meeting at which the poll was demanded to the chair or to the Secretary (if any) or to any Trustee;

and an appointment of proxy which is not deposited, delivered or received in a manner so permitted shall be invalid.

63. A proxy for a member who is entered on the register of members as being a representative of an unincorporated association or body may be appointed either by the member or by the unincorporated association or body.

64. A vote given or poll demanded by proxy or by the duly authorised representative of a corporation shall be valid notwithstanding the previous termination of the authority of the person voting or demanding a poll unless notice of the termination was received by the Charity at the registered office of the Charity or at such other place at which the appointment of the proxy was duly deposited or, where the appointment of the proxy was sent by electronic means, at the address at which such appointment was duly received before the commencement of the meeting or adjourned meeting at which the vote is given or the poll demanded or (in the case of a poll taken otherwise than on the same day as the meeting or adjourned meeting) the time appointed for taking the poll.

65. An appointment of a proxy may be revoked by delivering to the Charity a notice given by or on behalf of the person by whom or on whose behalf the proxy notice was given.  A notice revoking the appointment of a proxy only takes effect if it is delivered before the start of the meeting or adjourned meeting to which it relates.   Attendance by a member in person at a meeting automatically revokes any appointment by that member of a proxy.

Remote attendance at general meetings

66. The Charity may make arrangements for members to attend a general meeting by televisual or other electronic or virtual means provided that all remote attendants may securely identify themselves, follow the proceedings and cast their votes on line or in a manner otherwise acceptable to the Charity.

Written resolutions

67. Subject to Article 68, a written resolution of the Charity passed in accordance with these Articles 67 to 72 shall have effect as if passed by the Charity in general meeting.

67.1 A written resolution is passed as an ordinary resolution if it is passed by a simple majority of the total voting rights of eligible members.

67.2 A written resolution is passed as a special resolution if it is passed by members representing not less than 75% of the total voting rights of eligible members.  A written resolution is not a special resolution unless it states that it was proposed as special resolution.

67.3 In relation to a resolution proposed as a written resolution of the Charity the eligible members are the members who would have been entitled to vote on the resolution on the circulation date of the resolution.

68. A members’ resolution under the Companies Acts removing a Trustee or an auditor before the expiration of his or her term of office may not be passed as a written resolution.

69. A copy of the written resolution must be sent to every member together with a statement informing the member how to signify their agreement to the resolution and the date by which the resolution must be passed if it is not to lapse. Communications in relation to written resolutions shall be sent to the Charity’s auditors in accordance with the Companies Acts.

70. A member signifies their agreement to a proposed written resolution when the Charity receives from him or her an authenticated document identifying the resolution to which it relates and indicating his or her agreement to the resolution.

70.1 If the document is sent to the Charity in hard copy form, it is authenticated if it bears the member’s signature.

70.2 If the document is sent to the Charity by electronic means or in a format accessible to people with print impairments, it is authenticated if the identity of the member is confirmed in a manner specified by the Trustees or it is accompanied by a statement of the identity of the member and the Charity has no reason to doubt the truth of that statement/ if it is from an email address specified by the member to the Charity for the purposes of receiving documents or information by electronic means.

71. A written resolution is passed when the required majority of eligible members have signified their agreement to it.

72. A proposed written resolution lapses if it is not passed within 28 days beginning with the circulation date.

Trustees’ meetings

73. Articles 74 to 83 shall apply to Trustees’ meetings.

Notice

74. The Trustees will meet at least every three months and additionally as required.

75. Two Trustees may (and the Secretary, if any, shall at the request of two Trustees) call a Trustees’ meeting.

76. A Trustees’ meeting shall be called by at least seven clear days’ notice unless either:-

76.1 all the Trustees agree; or

76.2 urgent circumstances require shorter notice.

77. Notice of Trustees’ meetings shall be given to each Trustee.

78. Every notice calling a Trustees’ meeting shall specify the place, day and time of the meeting and the general particulars of all business to be considered at such meeting.

79. Notice of Trustees’ meetings shall be given in accordance with Articles 98 to 103.

Quorum

80. The quorum for Trustees’ meetings may be fixed by the Trustees and, unless so fixed at any other number, shall be two or one-third of the total number of Trustees, whichever is the greater.

Chair

81. The chair, if any, of the Trustees or in his or her absence another Trustee nominated by the Trustees present shall preside as chair of each Trustees’ meeting.

Decision making by Trustees at meetings

82. Questions arising at a Trustees’ meeting shall be decided by a majority of votes.  In the case of an equality of votes, the chair shall be entitled to a casting vote in addition to any other vote he or she may have.

Virtual meetings

83. A Trustees’ meeting may be held by telephone or by televisual or other electronic or virtual means agreed by resolution of the Trustees in which all participants may communicate simultaneously with all other participants.

Decisions without a meeting

84. The Trustees may take a unanimous decision without a Trustees’ meeting by indicating to each other by any means, including without limitation by electronic means, that they share a common view on a matter.  Such a decision may, but need not, take the form of a resolution in writing, copies of which have been signed by each Trustee or to which each Trustee has otherwise indicated agreement in writing.

85. The Trustees may take a majority decision without holding a Trustees’ meeting if:

85.1 a Trustee has become aware of a matter on which the Trustees need to take a decision;

85.2 that Trustee has made the other Trustees aware of the matter and the need for a decision;

85.3 the Trustees have had a reasonable opportunity to communicate their views on the matter and the decision to each other; and

85.4 a majority of the Trustees indicate their agreement by any means to a particular decision on that matter.

Conflicts of interest

86. Whenever a Trustee has an interest in a matter (whether personal, by virtue of a duty of loyalty to another organisation or otherwise) and that interest is reasonably likely to give rise to a conflict of interest, he or she must:

86.1 declare an interest before discussion begins on the matter;

86.2 remain only for such part of the meeting as is in the view of the Trustees necessary to inform the debate;

86.3 not be counted in the quorum for that part of the meeting; and

86.4 withdraw during the vote and have no vote on the matter.

87. Article 86 shall apply to any matter to be discussed at a general meeting or a Trustees’ meeting or in relation to which a decision is proposed to be made in accordance with Article 84.

88. If any question arises whether a Trustees’ interest can reasonably be regarded as likely to give rise to a conflict of interest, the question shall be decided by a majority decision of the unconflicted Trustees.

89. Where a Trustee is in a position of conflict, he or she will not be in breach of his or her duties to the Charity if he or she withholds confidential information from the Charity.

Trustees’ power to authorise a conflict of interest

90. The Trustees may (subject to such terms and conditions, if any, as they may think fit to impose from time to time, and subject always to their right to vary or terminate such authorisation) authorise, to the fullest extent permitted by law:

90.1 any matter which would otherwise result in a Trustee infringing his or her duty to avoid a situation in which s/he has, or can have, a direct or indirect interest that conflicts, or possibly may conflict, with the interests of the Charity and which may reasonably be regarded as likely to give rise to a conflict of interest (including a conflict of interest and duty or conflict of duties);

90.2 the manner in which a conflict of interest arising out of any Trustee’s office, employment or position may be dealt with, either before or at the time that such a conflict of interest arises,

provided that for this purpose the Trustee in question and any other interested Trustees are not counted in the quorum at any board meeting at which such matter, or such office, employment or position, is approved and it is agreed to without their voting or would have been agreed to if their votes had not been counted.

91. If a matter, or office, employment or position, has been authorised by the Trustees in accordance with Article 90 then:

91.1 the Trustee shall not be required to disclose any confidential information relating to such matter, or such office, employment or position, to Charity if to make such a disclosure would result in a breach of a duty or obligation of confidence owed by him or her in relation to or in connection with that matter, or that office, employment or position; and

91.2 the Trustee may absent him or herself from meetings of the Trustees at which anything relating to that matter, or that office, employment or position, will or may be discussed.

92. A Trustee shall not, by reason of his or her office, be accountable to the Charity for any benefit which s/he derives from any matter, or from any office, employment or position, which has been approved by the Trustees pursuant to Article 90 (subject in any such case to any limits or conditions to which such approval was subject).

93. Articles 90 -91 operate without prejudice to the operation of Article 86

Register of Trustees’ interests

94. The Trustees shall cause a register of Trustees’ interests to be kept.

Irregularities

95. The proceedings at any meeting or on the taking of any poll or the passing of a written resolution or the making of any decision shall not be invalidated by reason of any accidental informality or irregularity (including any accidental omission to give or any non-receipt of notice) or any want of qualification in any of the persons present or voting or by reason of any business being considered which is not specified in the notice unless such specification is a requirement of the Companies Acts.

General

Minutes

96. The Trustees shall cause minutes to be made in books or other formats accessible to people with print impairments kept for the purpose:

96.1 of all appointments of officers made by the Trustees;

96.2 of all resolutions of the Charity and of the Trustees; and

96.3 of all proceedings at meetings of the Charity and of the Trustees, and of committees of Trustees, including the names of the Trustees present at each such meeting;

and any such minute, if purported to be signed (or in the case of minutes of Trustees’ meetings signed or authenticated) by the chair of the meeting at which the proceedings were had, or by the chair of the next succeeding meeting, shall, as against any member or Trustee of the Charity, be sufficient evidence of the proceedings.  The minutes must be kept for at least ten years from the date of the meeting, resolution or decision.

Records and accounts

97. The Trustees shall comply with the requirements of the Companies Acts and of the Charities Act 1993 as to maintaining a members’ register, keeping financial records, the audit or examination of accounts and the preparation and transmission to the Registrar of Companies and the Charity Commission of:

97.1 annual reports;

97.2 annual returns;

97.3 annual statements of account.

Communications by and to the Charity

98. Subject to the provisions of the Companies Acts and these Articles:

98.1 a document or information (including any notice) to be given, sent or supplied to any person pursuant to the Articles may be given, sent or supplied in hard copy form, in electronic form or (in the case of communications by the Charity) by making it available on a website;

98.2 a document or information (including any notice) may only be given, sent or supplied in electronic form where the recipient has agreed (generally or specifically) that the document or information may be sent in that form and has not revoked that agreement; and

98.3 a document or information (including any notice) may only be given, sent or supplied by being made available on a website if the recipient has agreed (generally or specifically) that the document or information may be sent or supplied in that manner, or if the recipient is deemed to have so agreed in accordance with the Companies Acts.

99. Any document or information (including any notice) sent to a member under the Articles may be sent to the member’s postal address as shown in the Charity’s register of members or (in the case of documents or information sent by electronic means) to an address specified for the purpose by the member, provided that:

99.1 a member whose registered address is not within the United Kingdom and who gives to the Charity an address within the United Kingdom at which notices may be given to him or her, or an address to which notices may be sent by electronic means, shall be entitled to have notices given to him at that address, but otherwise no such member shall be entitled to receive any notice from the Charity; and

99.2 the Charity is not required to send notice of a general meeting or a copy of its annual report and accounts to a member for whom it no longer has a valid address.

100. Any document to be served on the Charity or on any officer of the Charity under the Articles may only be served:

100.1 in the case of documents in hard copy form, by sending or delivering them to the Charity’s registered office or delivering them personally to the officer in question; or

100.2 in the case of documents in electronic form, by sending them by electronic means:

100.2.1 to an address notified to the members for that purpose; and

100.2.2 from an address previously notified to the Charity by the member (other than by electronic means) for the purpose of sending and receiving documents and information.

101. A member present in person or by proxy at any meeting of the Charity shall be deemed to have received notice of the meeting and, where requisite, of the purpose for which it was called.

102. Where a document or information is sent or supplied under the Articles:

102.1 Where the document or information is sent or supplied by post, service or delivery shall be deemed to be effected at the expiration of 48 hours after the envelope containing it was posted.  In proving such service or delivery it shall be sufficient to prove that such envelope was properly addressed and posted.

102.2 Where the document or information is sent or supplied by electronic means to an address specified for the purpose by the intended recipient, service or delivery shall be deemed to be effected on the same day on which it is sent or supplied.  In proving such service it shall be sufficient to prove that it was properly addressed.

102.3 Where the document or information is sent or supplied by means of a website, service or delivery shall be deemed to be effected when:-

102.3.1 the material is first made available on the website; or

102.3.2 (if later) when the recipient received or is deemed to have received notification of the fact that the material was available on the website.

103. Where any document or information has been sent or supplied by the Charity by electronic means and the Charity receives notice that the message is undeliverable:

103.1 if the document or information has been sent to a member and is notice of a general meeting of the Charity or a copy of the annual report and accounts of the Charity, the Charity is under no obligation to send a hard copy of the document or information to the member’s postal address as shown in the Charity’s register of members, but may in its discretion choose to do so; and

103.2 in all other cases, the Charity will send a hard copy of the document or information to the member’s postal address as shown in the Charity’s register of members, or in the case of a recipient who is not a member, to the last known postal address for that person.

103.3 The date of service or delivery of the documents or information shall be the date on which the original electronic communication was sent, notwithstanding the subsequent sending of hard copies.

Indemnity

104. Without prejudice to any indemnity to which a Trustee may otherwise be entitled, every Trustee of the Charity shall be indemnified out of the assets of the Charity in relation to any liability incurred by him or her in that capacity but only to the extent permitted by the Companies Acts; and every other officer of the Charity may be indemnified out of the assets of the Charity in relation to any liability incurred by him or her in that capacity, but only to the extent permitted by the Companies Acts.

Trustees’ indemnity insurance

105. The Trustees shall have power to resolve pursuant to clause 4.32 of the Memorandum to effect Trustees’ indemnity insurance, despite their interest in such policy.

Winding-up

106. The provisions of clauses 7 and 8 of the Memorandum relating to the winding-up or dissolution of the Charity shall have effect and be observed as if the same were repeated in the Articles.

Regulations

107. The Trustees shall have power from time to time to make, repeal or alter regulations as to the management of the Charity and its affairs, as to the duties of any officers or employees of the Charity, as to the conduct of business of the Trustees or any committee and as to any of the matters or things within the powers or under the control of the Trustees provided that such regulations shall not be inconsistent with the Companies Acts, the Memorandum, the Articles or any rule of law.

 

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Names and Addresses of Subscribers

___________________________________________________________________

1.         Name:            Mrs Sheila Barrie Armstrong

Address: [Removed from this public version]

Date:  13/11/2008

2.         Name: Mrs Sarah Home

Address:  [Removed from this public version]

Date: 13/11/2008

3.         Name:  Mrs Lisa Marie Jones

Address:  [Removed from this public version]

Date:  13/11/2008

4.         Name:  Mr Alan Matthews

Address:  [Removed from this public version]

Date:  13/11/2008

5.         Name:  Dr Sarah Morley Wilkins

Address:  [Removed from this public version]

Date: 13/11/2008

6.         Name:  Mr Peter Jefery Osborne

Address:  [Removed from this public version]

Date:  13/11/2008

7.         Name:  Mr Michael Andrew Parr

Address:  [Removed from this public version]

Date: 13/11/2008

8.         Name:  Mr William Batty Langley Poole

Address: [Removed from this public version]

Date:  13/11/2008

9.         Name:  Ms Marion Jane Ripley

Address: [Removed from this public version]

Date:  13/11/2008

10.       Name:  Dr Edward David Taylor

Address:  [Removed from this public version]

Date:  13/11/2008

11.       Name:  Mr Richard Edward West

Address:  [Removed from this public version]

Date:  13/11/2008

12.       Name:  Miss Sharon Louise Williams

Address:  [Removed from this public version]

Date:  13/11/2008