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![[Dagaz (Daeg) Guardian rune]](graphics/dagaz_guard.gif) |
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Rune School ConstitutionThe School's Constitution as agreed in August 2001: 1.0 Definitions In this document, the following terms apply "School" means "The Rune School" which is a non-profit organisation established by means of this Constitution for the purposes stated below. "Founder" means "[name supressed for public document]", the founder of the Rune School. "Board" means the "Board of Governors of the Rune School" who shall be the supreme body of the School. "Director" means the "Director of the Rune School" and is its Principal and Chief Executive. "Secretary" means "Secretary of the Rune School" or the person, who may currently be undertaking the duties ordinarily assigned to this post. "Treasurer" means "Treasurer of the Rune School" or the person, who may currently be undertaking the duties ordinarily assigned to this post. "Student" means a person who has registered for a course of study offered or provided by the School. "Staff" means a person or persons, undertaking research for the School, and/or assisting in course delivery, or in the management or administration of the School, whether in a paid or voluntary capacity. 1.1 Aims To establish, maintain and conduct, an institution of learning operating primarily through the Internet and hereafter known as "The Rune School". To promote and support the academic study of the runes in all their aspects, archaeological, historical, mythological, divinatory and magical. To create, maintain and develop relevant courses of study, into the runes. To undertake, support and encourage research into the runes, Norse literature and mythology, magic and divination. To provide, ensure and guarantee free access to information on the runes to all those who are interested, regardless of age, gender, sexuality, nationality, religious or political belief, or level of prior academic attainment. To create, maintain and develop a website acting as a resource, bringing together a wide range of information about the runes, to inform and stimulate debate. To initiate, explore and develop innovative methods of teaching and learning which utilise appropriate technology and are responsive to student need. To ensure quality systems for assurance, control and enhancement operate across all activities and that they engage and reflect the views of staff and students of the School. To undertake limited commercial activity to support and fund the objectives of the School. 2.0 Powers of the School For the purposes given, and as deemed necessary: To provide lecture, class or examination rooms, and/or offices, and all other necessaries and conveniences for students, staff and officers of the School, and to afford them appropriate facilities for study, research, teaching and performance of the duties allocated to them, respectively. To organise and hold, lectures, debates, classes and teaching workshops. To offer opportunities and facilities for development and research of any kind, including the publication of results, papers, reports, treatises, theses and all other material arising out of such research. To found scholarships and exhibitions and to make grants and give prizes, and to give certificate and diplomas to persons who are, or have been, students of the School. To establish, maintain and fund academic departments, in order to further knowledge and understanding of particular aspects of the runes. To make and publish regulations for the governance and conduct of the School, its staff and students and to amend, add to, or rescind such regulations as may be deemed necessary or as shall be required by law. To appoint, suspend, discipline or dismiss members of staff, subject to legislative limitations and obligations. To open and hold, in the name of the School, bank or other financial accounts for the storage and transfer of monies. To buy, lease, licence or accept permission to use, occupy, hold, furnish, equip, maintain, manage, sell, surrender, exchange, mortgage, charge, lease, dispose of or grant any right in any real or personal property of any kind and upon any terms. To accept subscriptions, donations, bequests, grants, loans and subsidies. To apply for funding, borrow or raise or otherwise secure the payment of money. To invest the monies of the School not immediately required for its operation in such investments, securities or property as may be deemed fit and in accordance with statutory restrictions and obligations To incur expenditure within the limits of the total resources available to the School. To enter into, vary, carry out or cancel contracts. To negotiate with, and make agreements with, or otherwise participate in arrangements with any academic institution, foundation, company, charity or organisation. To do all such other things are as necessary and lawful to fulfil the aims of the School. 2.1 Limitations The income and property of the School, howsoever derived, shall be applied solely to the aims of the School as set out in this constitution, and no portion thereof may be paid, or transferred, directly or indirectly, by way of profit to any governor, staff member, student or other person. Nothing in the above clause shall however prevent the payment, in good faith, of reasonable and appropriate remuneration to any governor, member of staff, or other person, company, charity or organisation, in return for any services actually rendered to the School. The School may also be subject to any statutory instruments covering geographical areas in which it is operating, and/or any legal interpretation of its status with any corresponding statutory obligations or restrictions which be consequently imposed upon it. 3.0 Governance The School shall be governed in accordance with this constitution by a Board of Governors. The Board shall be responsible for the strategic management and direction of the School. Except where this constitution, or legislation, states otherwise, the Board is the supreme body of the School and its decisions are final and unquestionable. It shall consist of no less than 4 and no more than 15 members. The persons fulfilling the roles of Director, Treasurer and Secretary shall be ex-officio members of the Board and not included in these totals. 3.1 Responsibilities of Governors The responsibilities of individual governors, and the Board as a whole, shall be
3.2 Composition of the Board Members of the Board will be appointed to the Board by the Board on the basis of their skills and experience, in one of more of the following areas - runes, magic, divination, finance, commerce, administration or education. The Board will have a formal duty to ensure that its composition enables it to fulfil its educational, financial and statutory responsibilities. Though the structure of the Board will be for the Board to decide, in accordance with this constitution, it will be required to make provision for governors representing the staff and students of the School. 3.3 Terms of Office In the case of an ex-officio, staff or student governor, they shall serve until such time as they cease to hold the office or perform the role which made them eligible for appointment, or until a period set out in regulations made separately by the Board will have elapsed. Other than stated above, Board members will serve for a three year term and may be reappointed once, after which they will not be eligible for a seat on the Board for a further 5 year period, except in an ex-officio capacity. No person who is presently a member of staff, or a student, of the School shall be eligible to serve as a governor, other than, as appropriate, a staff, student or ex-officio governor. The minimum age for a governor, at the time of their appointment, shall be 18 years. Any governor, who during their time in office, is declared bankrupt or becomes unable or unfit to discharge their duties, shall thereupon cease to be a governor. A governor may resign at any time by giving written notice of resignation to the Secretary. 4.0 Annual General Meeting (AGM) An Annual General Meeting shall be held every year at a time and place to be decided by the Board. At least 30 days notice shall be given in writing of the AGM. The AGM shall receive and approve the accounts and the report of the Director 4.1 Extra-Ordinary General Meetings (EGM) An Extra-Ordinary Meeting of the Board may be convened at any time by the Secretary, either on the request of the Director or on receipt of a resolution signed by half the members of the Board. At least 12 days notice shall normally be given of an EGM unless the Chair and Secretary both decide that the urgency of the matter is such that the normal operation of the School shall be endangered unless a resolution is reached, in which case 3 days notice shall be required. 4.2 Transaction of Business of the Board No business shall be transacted at any meeting of the Board unless a quorum of members is present. The quorum for the AGM shall be one quarter of the governors and for an EGM shall be half the governors. The Chair of the Board, or in their absence a non ex-officio member of the Board chosen by the Board, shall preside at meetings. Persons who are not members of the Board, may attend in a non-voting capacity, and participate in its meetings, only at the invitation of the Chair. Every governor shall have one vote, except that in the case of an equality of votes on any resolution the Chair shall have a second or casting vote. Any resolution passed by the Board shall be final and binding except where this constitution or legislation shall state otherwise. A governor with any financial, family, or other direct or indirect interest in any matter under discussion by the Board shall declare this interest at the first opportunity and take no further part in the debate or vote. A person shall not be deemed to have an interest solely by their being a student or member of staff of the School. Outside of formal meetings of the Board, a governor may put a resolution to the members by submitting it in writing to the Secretary. It shall then be circulated to the Board members by means of electronic mail (e-mail). Discussion shall be invited, and conducted by e-mail. This discussion shall be open for a period of not less than 10 days excluding weekends. After completion of this period members shall be invited to vote, by e-mail or such other method via the Internet as the Board shall have previously approved. Voting shall be open for a period of not less than 3 and not more than 5 days. A resolution carried by a simple majority of votes shall have the same effect as though passed by a General Meeting provided that the total number of votes cast shall not be less than half of the governors eligible to vote. The Board shall cause minutes and records to be kept of all meetings and resolutions of the School. A minute or resolution signed by the Chair of the meeting shall be conclusive evidence of the decisions contained therein. The proceedings of any meeting shall not be invalidated by reason of any accidental informality or irregularity in its convening, including the non-receipt of notice, or any want in qualification of any of the persons present and voting. 5.0 Director of the School The Board will appoint a person to fulfil the duties of Director of the School. The Director shall be the Chief Executive Officer of the School and shall have authority under the general direction of the Board
This may be a paid or unpaid position as determined by the Board. 5.1 Secretary The Director in consultation with the Board shall appoint or engage a Secretary of the School on such terms as they deem fit. The Secretary shall act as Clerk to the Board and shall undertake such duties in this capacity as decided by the Board. In addition the Secretary shall be the Chief Administrative Officer of the School, and as such, responsible to the Director. This may be either a paid or unpaid position as determined by the Director. In the absence of a Secretary the Director will fulfil this role. The position of the Secretary may also be combined with other posts, duties or responsibilities depending on the size of the School and level of workload, as judged by the Director. 5.2 Treasurer The Director shall appoint or engage a Treasurer to be responsible for the prudent financial management of the School. The Treasurer shall keep the School's accounts and prepare reports and estimates for the Board. This may be either a paid or unpaid position as determined by the Director. In the absence of a Treasurer the Secretary will fulfil this role. The position of the Treasurer may also be combined with other posts, duties or responsibilities depending on the size of the School and level of workload, as judged by the Director. 6.0 Committees of the School The Board shall be empowered to establish such Committees and Sub-Committees, Working-Parties or Groups, as it sees fit, to populate them as it deems necessary, and to delegate such powers and authority to them as it determines appropriate, provided that, the final decision, on any matter expressly stated in this constitution as being the responsibility of the Board, shall be made by the Board alone. Such Committtes, like the Board itself, may conduct their business in person or remotely via the Internet as they see fit. There shall be three standing sub-committees of the Board, an Executive with day to day responsibility for the School, a Finance and Enterprise Committee which will monitor the School's finances, and a Quality Assurance Committee which will oversee and ensure the academic validity of all the work of the School. EXECUTIVE FINANCE AND ENTERPRISE The committee will be responsible for the drawing up, approval and monitoring of the School's budget and for investigating and reporting to the Board on income-generating opportunities. QUALITY ASSURANCE COMMITTEE 7.0 Academic Departments Where 3 or more persons wish to undertake detailed study and research into a particular aspect of the runes, they may apply to the Board to establish an academic department, so becoming staff of the School. The Board will investigate all such proposals and determine, the usefulness and academic validity of such research. Academic departments will receive a level of funding from the School as determined by the Director, who will designate one member of staff to be Head of the department. The Head will be responsibility for managing the department and for appointing further staff. Academic departments will have autonomy over their activities but may be suspended by the Director if they should judge the behavior of the department is bringing the School into disrepute or threatening its academic credibility. All such suspensions will be passed to an EGM of the Board to rule upon which may uphold the suspension requiring changes to the department, disband the department, or fully reinstate it. The output of academic departments shall be published on the School's website as well as in any other suitable medium giving appropriate credit to the School. 8.0 Auditor The Board shall appoint an individual or company to audit the School's accounts in accordance with best practice. Until such time as the School's annual income exceeds $20,000, it shall not be necessary to employ the services of commercial auditors provided the persons chosen have the skills and expertise necessary to perform this role. 9.0 Constitutional Amendments Amendments to the School's constitution may only be made by resolution of the Board, carried by at least two thirds of those eligible to vote. Where necessary statutory authorities will be notified of these changes and they shall not come into effect until they have received their approval also. 10.0 Dissolution The School may be dissolved by a formal resolution of three quarters of those eligible to vote. Such a resolution must receive 50 days notice before the meeting of the Board is held. In the event of a decision to wind up the School, all assets shall be transferred to another body which the Board judges shares similar aims. 11.0 Founder In recognition of his vision and dedication in setting up the School, the Founder is awarded special privileges under this constitution. The Founder shall be the first Director of the School and hold this role until such time as he choses to resign after which he shall remain a permanent ex-officio and voting member of the Board. No decision to dissolve the School or to fundamentally change the aims, structure or direction of the School shall come into effect without the assent of the Founder. This clause may not be modified by constitutional amendment except with the agreement of the Founder and shall automatically self-destruct on his death. |
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