Constitution
Introduction
1. The name of the Association shall be the “National Association for the Providers of Online Divorce” (referred to in this constitution as “NAPOD”).
2. NAPOD was officially established on 3rd September 2007.
3. NAPOD has the following mission statement:
“The National Association for the Providers of Online Divorce provides a service to Online Divorce Providers by helping to establish a favourable working environment, by providing a forum for discussion on non-competitive issues, and by providing information to assist them in their business.”
Objectives
4. NAPOD shall have the following objectives:
a) To be a central representative body to put the views of Online Divorce Providers to Government departments and agencies, Parliament, the European Commission and other relevant organisations.
b) To be a research and statistical centre, to aggregate and publish statistics, and to provide analysis on online divorce and other relevant market information.
c) To be a trade centre providing commentary, guidance and advice on all legal and other regulatory developments of relevance.
d) To provide a forum for the exchange of non-competitive information.
e) To regulate the rights and obligations of its members.
f) To promote the Online Divorce industry.
g) To perform other functions as maybe desirable from time to time for the purpose of giving effect to the objects set out above.
Membership
5. Membership of NAPOD is open to companies that provide Online Divorce and related services. Admission to membership is at the discretion of the Executive Committee.
6. A member shall pay such annual subscription as set by the Association in accordance with Rule 15 below.
7. An application for ordinary membership shall be by submission to the Executive Secretary of the Association of:
a) A duly completed current application form.
b) Payment of such annual membership fee as set in accordance with Rule 15 below.
8. Members shall inform the Executive Secretary of their full postal address and shall notify him of any change of address. All notices and publications forwarded to the last communicated address shall be deemed to have been duly delivered.
Associates
9. The Executive Committee shall, at its discretion, admit as an associate of NAPOD any organisation that does not provide Online Divorce and related services but which is otherwise interested in the business. Associates shall be entitled to receive most publications and other literature prepared under the auspices of NAPOD, and otherwise be entitled to participate in the affairs of NAPOD as decided by the Executive Committee.
Executive Committee
10. The Association shall be managed by its Executive Committee who shall comprise:
a) The Chairman
b) The Secretary
c) The Treasurer
d) No more than two other ordinary members
11. Representatives of the two largest member companies shall sit on the Executive Committee.
12. The Executive Committee may make bye-laws governing the conduct of elections including provision to phase retirements.
13. The Executive Committee shall be assisted by an Executive Secretary and such other staff whom they shall appoint on such terms as they shall think fit. The Executive Secretary may be but is not required to be a Member.
14. Executive Committee shall appoint from their number a Chairman, Vice Chairman and Treasurer.
15. The Executive Committee shall set annually the level of all subscription, registration, inspection, bond and any other such funds payable to the Association.
16. The Chairman and Vice Chairman shall be elected to their representative posts for three years following which they shall retire.
17. Both Chairman and Vice Chairman shall be eligible for re-election.
18. A member of the Executive Committee shall cease to be a member if he or she resigns from, or if he or she ceases to hold office in, the institution in which he or she has hitherto held office.
19. Each member of the Executive Committee shall have one vote. The Chairman shall have a second, or casting, vote in the event of equality.
Delegation
20. The Executive Committee may delegate any of their powers.
Committees and Panels
21. The Executive Committee may establish and maintain sub-committees and project groups, and may delegate matters to them.
22. The Executive Committee may appoint technical panels to advise and assist it.
Functions of Officers
23. The Chairman shall be the spokesman of the Association and shall chair all general meetings of the Association. The Chairman shall be a member of all committees and sub-committees save the Disciplinary Committee.
24. The Vice Chairman shall act as the Chairman’s deputy and shall chair the Disciplinary Committee.
25. The Treasurer shall be responsible for the finances of the Association and shall prepare and submit to the AGM accounts for the preceding twelve months.
26. The Executive Secretary shall administer the Association on a day to day basis, dealing with all correspondence, keeping the minutes of meetings and the Register of Membership, and shall carry into effect the decisions of the Executive Committee; shall report to the Executive Committee; shall submit to the Treasurer all working books and invoices at least 28 days prior to the AGM.
Register of Members
27. The Association shall maintain a register open to the public on payment of such reasonable fee as the Association may from time to time set of the names and addresses of:
a) Members of the Executive Committee
b) Association Members
Resignation
28. A member may from time to time resign from the Association by letter in writing. Any resignation received after the 1st May in any year will not affect the liability of the member to pay the full subscription for the year commencing 1st May.
29. A member of the Executive Committee may from time to time resign by letter in writing giving, save in the case of an emergency, not less than four weeks notice. The Executive Committee may appoint from the members an individual to fill a causal vacancy in the Executive Committee until the next Annual General Meeting.
Expulsion
30. Any member whose conduct (or his or her representative) is in the opinion of the Disciplinary Committee prejudicial to the interests of the Association and in particular the Objects and Rules of the Association shall be summoned to a meeting of the Executive Committee on not less than 14 days notice save in the case of an emergency (in respect of which the decision of the Chairman shall be final) so that a determination can be made as to whether the member’s membership shall be terminated. The Executive Committee shall allow the member a reasonable opportunity to state its case. The decision of the Executive Committee be a single majority shall be final.
Extraordinary General Meeting
31. An extraordinary general meeting may be called upon 21 days written notice by the Executive Committee or on the requisition of not less than seven ordinary members of the Association.
Revision of the Constitution
32. This constitution shall be amended by NAPOD, provided that at least 75% of the members of NAPOD present at the meeting vote in favour of amendments of which prior notice has been given.
Accounts
33. The accounts of the Association shall be prepared by the Treasurer and shall be audited by an independent person within six months of the end of the Association’s financial year.
34. Each ordinary and probationary member shall be entitled to a copy of the accounts once approved by the Executive Committee.
Finance of NAPOD
35. The financial year of NAPOD shall be the calendar year but this may be changed by resolution of the Executive Committee.
36. Members and Associates shall pay an annual subscription fixed by the Executive Committee.
Meetings of NAPOD
37. NAPOD shall hold an annual general meeting not later than four months after the end of each financial year. At least 10 members of NAPOD, or the Executive Committee, may at any time require the Secretary to convene a general meeting of NAPOD. In convening such a meeting the Secretary shall give not less than 21 days notice to members.
Report
38. The Association shall publish an annual report on its activities and a list of subscribing members. Both these documents will be published on the Association’s website with the membership list being always up to date.
Dissolution of the Association
39. The Association shall be dissolved on the resolution of the members passed with a two thirds majority of the members voting on the resolution.
40. On dissolution the Executive Committee shall dispose of all property and assets of the association on such terms (including outright gift) they shall in their absolute discretion see fit. Any surplus shall be distributed to each member of the Association at the date of the resolution to dissolve equally.
Transitional Arrangements
The following transitional arrangements shall apply.
The composition of the initial Executive Committee shall comprise:
- Chairman: Mr. Peter Thomas
- Secretary: Dr Daryl Hamilton Wallis
- Treasurer: Mr Jason Robbins
And will serve to the first AGM (3rd September 2007).
The initial entry fee and yearly subscription shall be waived for all founding members.
