Adopted this, the sixteenth day of September, 2004.
1) The name of the Association is NO2ID (the Association).
1) The Association and its property shall be administered and managed in accordance with this Constitution by the Executive Committee, constituted by clause G of this Constitution (the Executive Committee).
1) The Association’s objects (the Objects) are:
i) To raise public awareness of the issues concerning ID cards, centralised identity registers and schemes involving the creation of a unique identifying number and/or biometrically based identifier(s) for each and every citizen.
ii) To research and evaluate any such schemes, legislation and initiatives that come to the attention of the Association in order to determine its position and response to each proposal.
iii) To lobby and campaign against the introduction of any scheme, legislation or administrative measures — as the Executive Committee sees fit — in the United Kingdom or elsewhere that might be detrimental or cause a fundamental change in the relationship between the citizen and the state in the United Kingdom, opposing also any initiatives that involve comprehensive data sharing without the fully-informed and explicit consent of the individual.
1) In furtherance of the objects and the development of the Association the Executive Committee may exercise the following powers:
i) to raise funds and to invite and receive contributions in money or in kind provided that, in raising funds, the Executive Committee shall conform to any relevant requirements of applicable laws; to sell goods and services of any description to any person;
ii) to receive, buy, take on lease or in exchange any property necessary for the achievement of the objects and to maintain any such property as required;
iii) subject to any consents required by law, to sell, lease or dispose of all or any part of the property of the Association;
iv) to co-operate with others (including, without limitation, associations, trades unions, political organizations, charities, voluntary bodies, individuals, corporations, statutory bodies and authorities) in furtherance of the objects or of similar purposes and to exchange appropriate information and advice with them;
v) to appoint and constitute such advisory committees as the Executive Committee may think fit;
vi) to employ any person; and to buy goods or services of any description from any person;
vii) to do any and all such other lawful things as are necessary, advisable or desirable in the opinion of the Executive Committee for the pursuit or achievement of the objects;
viii) to delegate any of its powers to any person or group of persons (whether members of the Association or not) who may be required to execute any specified task on behalf of the Association, provided the delegated powers shall be limited to those reasonably necessary for the accomplishment of the relevant task.
1) Membership of the Association is open on application to the Secretary by:
i) Individuals (Full individual membership) aged 18 years and over, who are interested in furthering the work of the Association, upon payment of an annual membership subscription — the value of which is to be set by the Executive Committee from time-to-time;
ii) Corporations, statutory bodies and unincorporated associations (Full corporate membership) which are interested in furthering the work of the Association. Each member organisation shall appoint or elect one individual to represent it and vote on its behalf. Such organisations may appoint a deputy to replace their appointed representative temporarily; and must appoint a new representative if their nominee is removed for any reason. Notice of such appointments, removals or changes must be sent to the Secretary, failing which the Association shall be entitled to deem the previously appointed representative entitled to exercise the privileges of the organisational member;
iii) Affiliated organisational membership may be granted, at the discretion of the Executive Committee, to any corporation or unincorporated association which supports the aims of the Association but do not wish or are unable to become full members;
iv) The Executive Committee may from time to time create such other classes of Affiliate or Honorary membership as it sees fit. Affiliate or Honorary Membership shall not carry any right to vote or to propose nor second resolutions at meetings of the Association, nor to nominate candidates for election to the Executive Committee.
2) Every Full Member whether individual or corporate shall have one vote at meetings of the Association and may propose or second resolutions at such meetings, and nominate candidates for election to the Executive Committee.
3) The Executive Committee may at its discretion decline any application for membership or terminate any membership.
4) A member may resign at any time by giving notice to the Secretary.
F Advisory Board
1) The Association will elect a Chair, Vice Chair, and three (3) others. No one individual may concurrently hold more than one Office. The Advisory Board shall be responsible for the appointment of the National Co-Ordinator and for the oversight of his duties.
2) The Advisory Board members shall be elected by ballot of the members in good standing at the Annual General Meeting.
3) All nominations must be sent to the Secretary no later than 14 calendar days before the AGM, stating name of candidate, proposer, seconder and including a statement from the candidate that they are willing to stand for election.
4) The National Co-Ordinator may be removed from office by a majority vote of the Advisory Board.
G Executive Committee.
1) The Executive Committee shall consist of:
i) The National Co-Ordinator, who will chair the Executive Committee;
ii) A Treasurer, selected by the National Co-Ordinator;
iii) A Secretary, selected by the National Co-Ordinator;
iv) Other persons chosen by the National Co-Ordinator at his discretion
2) In the event of a casual vacancy in any Advisory Board Office between AGMs the Executive Committee shall co-opt any Full Individual Member of the Association as an acting Advisory Board Member and such co-opted Advisory Board Officer shall exercise the full powers and functions of the relevant office.
H Receipts and expenditure.
1) The funds of the Association, including all donations, contributions and bequests, shall be paid into an account operated by the Executive Committee in the name of the Association, at such bank as the Executive Committee shall from time to time decide. All cheques drawn on the account must be signed by at least two members of the Executive Committee. No person may sign or countersign a cheque payable to themselves, their kin, or, to any organisation in which they have a material interest.
2) Accounts will be prepared annually by the Treasurer and presented to the AGM for approval. In addition, the Treasurer will make quarterly financial reports to the Executive Committee, and will provide summary information on the request of any member of the Executive or Advisory Board.
I The Annual General Meeting (AGM).
1) An AGM shall be held once in each calendar year (not more than 15 months after the preceding AGM). At least 21 days notice shall be given to each member. The business of the AGM will include reports from the National Co-Ordinator, Treasurer and Secretary; the election of the Advisory Board; approval of the accounts; and other matters as may from time to time be necessary.
J Special General Meetings.
1) The Advisory Board or a minimum of five percent (5%) plus twenty Full Members may at any time resolve to call a Special General Meeting of the Association (SGM). This request must be made in writing stating the business to be considered. The Secretary shall convene such a meeting within sixty days giving at least 21 days notice to each Member. The notice must state the business to be discussed. Should the matter concern elections, Clause F(3) shall apply.
K Procedure at General Meetings.
1) The Secretary or other person specially appointed by the Executive Committee shall keep a full record of proceedings at every General Meeting of the Association.
2) There shall be a quorum when at least one tenth of the number of Full members of the Association or twenty-five (25) Full members of the Association, whichever be the lesser, are present at any General Meeting.
3) All questions arising at any General Meeting, excepting those specific instances defined elsewhere in this Constitution, shall be decided by a simple majority of those present and their proxies shall be entitled to vote. In case of an equality of votes the chair of the General Meeting shall exercise a casting vote.
4) A meeting may be deemed as taking place if (and subject to agreement from the Membership in advance) it takes place:
i) in a conventional sense whereby members are gathered in one location;
ii) Via Audio-Visual conferencing;
iii) In a suitable online forum or fora;
iv) Across IP networks;
v) Via telecommunications infrastructures and devices;
vi) Or any combination of the above.
1) Any notice required to be served on any member of the Association shall be in writing and will be served by the secretary or the Executive Committee on any member either personally, or by sending it through the post in a prepaid letter addressed to such member at his or her last known address, or by sending it electronically to the member at an electronic address specified by the member for such purposes. Addresses and details given when applying for membership shall be assumed as acceptably specified.
M Alterations to the Constitution.
1) Saving only changes required or implied by law this Constitution may only be altered by a resolution passed by not less than two thirds of the Full members present and voting at a General Meeting and where the notice of the General Meeting shall have included notice of the resolution, setting out the terms of the alteration proposed.
1) If the Advisory Board decides by a simple majority that it is necessary or advisable to dissolve the Association, it shall call an SGM to consider and vote on a resolution to do this.
2) In the event of dissolution of the Association, any remaining funds and property of the Association (if any) after its liabilities have been met will be transferred to appropriate charities, societies, companies or organisations with similar objects, as determined by the Advisory Board.
O Arrangements until first Annual General Meeting.
1) Until ratified by a General Meeting this Constitution shall take effect as if references to the Advisory Board were references to the persons whose signatures appear at the bottom of this document.
2) This Constitution was adopted on the date mentioned above by the persons whose signatures appear at the bottom of this document: