Members 6 - 9

6. MEMBERSHIP
        6.1 The Charity must maintain a register of Members.
        6.2 The Subscribers to the Rules are the first Members.
6.3    Membership of the Charity is open to any individual aged at least sixteen or person interested in promoting the Objects who:
            6.2.1 subscribes for at least the Minimum Shareholding; and
            6.2.2 is approved by the Trustees.
        6.3 The form and the procedure for applying for Membership is to be prescribed by the Trustees.   
        6.4 If the Charity issues only one Share to each Member it may also request an annual subscription from Members. The annual subscription shall be such reasonable amount sufficient to cover the administration costs of Membership and may include a charitable donation to the Charity as may be specified by the Trustees from time to time. If such a subscription is not paid the Trustees may agree that the Membership of that Member ceases and the one Share of that Member is cancelled without reimbursement to the Member.
        6.5 A Member which is a body corporate or unincorporate may appoint a representative to act on its behalf and remove such representative by notice to the Charity.
        6.6 The Trustees may establish different classes of Members and set out their respective rights and obligations.
    7. TERMINATION OF MEMBERSHIP
        7.1 Membership is terminated automatically when a Member ceases to hold any Shares in the Charity.
    8. MEMBERS' MEETINGS
Calling Members’ Meetings
        8.1 Members are entitled to attend general meetings in person or by proxy.  The appointment of a proxy must be in writing and notified to the Charity at least 24 hours before the commencement of the meeting.  Any proxy form delivered late shall be invalid.  Any question as to the validity of a proxy shall be determined by the chair of the meeting whose decision shall be final.
        8.2 General meetings are called on at least 14 clear days' written notice indicating the business to be discussed and the date, time and place of the meeting.
        8.3 Seventy five per cent of Members may agree, by consent in writing, to a general meeting being held with less notice than required by rule 8.2.
        8.4 The Secretary shall also call a meeting of the Members at the written request of ten per cent or more of the membership.
        8.5 An AGM shall be held within seven months of the close of each financial year of the Charity to deal with the following:
            8.5.1 the receipt of the accounts and balance sheet and of the reports of the Trustees and, if relevant, the auditor;
            8.5.2 the appointment of an auditor (if required);
            8.5.3 the election of any Trustee to the Board;
            8.5.4 the application of surplus funds; and
            8.5.5 any other issues which the Trustees think appropriate.
Quorum at General Meetings
        8.6 There must be a quorum present before a meeting starts to do business and throughout the meeting.  
        8.7 There is a quorum at a general meeting if the number of Members present in person (or by their authorised representative) or by proxy is at least two members entitled to vote on the business.
        8.8 If a quorum is not present at the time set for the general meeting, the meeting shall be reconvened one week later at the same time and place, unless agreed otherwise by the Trustees.  If fewer than the number of Members required for a general meeting under Rule 8.7 are present within half an hour of the time the adjourned meeting is scheduled to have started, those Members present shall carry out the business of the meeting.
One Member One Vote
        8.9 Every Member present in person, by proxy or by authorised representative shall have one vote on each issue regardless of the number of Shares held by a Member.  
        8.10 The Chair of the Charity shall preside at a general meeting and shall not be entitled to a second or casting vote.  If the Chair is not present within 10 minutes of the start of the meeting the Members present shall elect a Chair of the general meeting.
Decisions at General Meetings
        8.11 Questions arising at a meeting of the Members shall be resolved by a simple majority of votes, unless a higher majority is required by these Rules or by any law or enactment.
Decision by Ballot
        8.12 At any meeting of the Members a resolution put to the vote of the Members shall be decided by a show of hands unless the Trustees resolve, or unless at least 10% of the Members present at the meeting request, that the matter should be put to a secret ballot.  The Trustees may make any reasonable rules to regulate the running of a secret ballot.
Decision by postal vote
        8.13 The Trustees may permit decisions to be taken at general meetings by a combination of postal voting and voting in person or by proxy provided that each Member has only one vote.
Written Resolutions of Members
        8.14  Except where a statutory provision seeks to protect creditors or future members by way of decision-making at a general meeting or a decision seeking the removal of a Trustee, a written resolution signed by a majority of those entitled to vote at a meeting (or, where required by law, a greater majority) is as valid as a resolution actually passed at that meeting.
        8.15 A written resolution may be set out in more than one document and will be treated as passed on the date of the last signature required to reach the relevant majority.
        8.16 The accidental omission to give notice of a meeting to, or the non-receipt of notice of a meeting by, any person entitled to receive notice shall not invalidate the proceedings at that meeting.
Meetings held by electronic means
        8.17 A general meeting may be held either in person or by suitable electronic means agreed by the Trustees in which all participants may communicate with all the other participants.
    9. ATTENDANCE AND SPEAKING BY TRUSTEES AND NON-MEMBERS
Trustees may attend and speak at general meetings.  The Chair of the meeting may permit other persons who are not:
        9.1 Members; or
        9.2 otherwise entitled to exercise the rights of Members in relation to general meetings,
to attend and speak at a general meeting.