United Kingdom Society for Trenchless Technology: UKSTT - Synopsis of UKSTT

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Synopsis of UKSTT

Summary of Memorandum and Articles of Association.

1. Society's Objects

   1. To advance the science and practice of Trenchless Technology for the public benefit ("Trenchless Technology" meaning technology for the servicing, renovation and replacement of existing, and the construction of new, public utilities and other services underground without the digging of trenches, including the development of all kinds of underground mapping techniques, tunnelling devices and specialist machinery, materials and equipment) ; and
   2. To promote education, training, study and research in the said science and practice for the public benefit, and to publish the useful results of the same.

    

2. Powers are then vested in the society to enable the objects to be attained viz.

   1. To hold meetings, exhibitions, read papers, deliver lectures, hold discussions and debate the subject of Trenchless Technology.
   2. To promote the interchange of ideas and disseminate information through publications.
   3. To hold classes and grant scholarships etc.
   4. To promote or aid charities with the same aims.
   5. To establish, form and maintain a library.
   6. To establish and operate local branches.
   7. To establish, promote or co-operate with other societies whose aims are similar to those of the Society.
   8. To hold shares in any other charitable company which would benefit the Society.
   9. To be able to hire consultants and other employees necessary for achieving the aims of the Society and to be able to remunerate them.
   10. To determine and charge fees and to receive subscriptions.
   11. To lease or purchase property considered necessary.
   12. To sell, let, manage, develop, mortgage or dispose of assets or property of the Society.
   13. To borrow or raise money.
   14. To guarantee and support any obligations and commitments of the Society.
   15. To invest moneys of the Society.
   16. To acquire the whole or any part of businesses, property, assets, liabilities and obligations of charitable institutions or companies.
   17. To grant pensions or gratuities to employees or ex-employees.

    

3. Guarantors

   The society shall register as a company limited by guarantee with a minimum of two Guarantors and thereafter shall have not less than six nor more than twelve Guarantors.

   Every Guarantor of the Society undertakes to contribute to the assets of the Society in the event of the same being wound-up during the time that he is a Guarantor, or within one year afterwards, for payment of the debts and liabilities of the Society, contracted before the time at which he ceases to be a Guarantor, and of the costs, charges and expenses of winding-up the same and for the adjustment of the rights of the contributories amongst themselves, such amount as may be required not exceeding one pound (£1)

   
   

4. Members

   The members of the Society shall be such persons whose applications for membership of the Society shall have been accepted by the Council and whose names shall be placed by the authority of the Council on the register of Members.

   There shall be a class of membership open to students who shall pay a reduced subscription.

   There shall also be a class of membership open to corporations who shall pay the corporate rate of subscription and who shall be entitled to nominate up to five individuals to represent the corporation who shall for all purposes of these articles be treated as members of the Society and each such representative shall have one vote. The representatives of corporate members shall be such persons as shall from time to time be notified as such persons to the Secretary of the Society.

   
   

5. Annual General Meeting

   Each year the Society shall hold an Annual General Meeting to which each member is entitled to attend and vote.

   All general meetings other than Annual General Meetings Shall be called Extraordinary General Meetings. Members shall be entitled to receive notice of and attend and to vote at these meetings.

   
   

6. Council

   The management of the Society shall be carried out by a Council which shall consist of not less than six and not more than twelve members elected by the members at each Annual General Meeting.

   The members of Council shall include the Honorary Officers of the Society Elected by the members at each Annual General Meeting and if not so elected Council shall elect the Honorary Officers.

   The Honorary Officers shall include:
   1. Chairman
   2. Vice Chairman
   3. Treasurer
   4. Secretary
   
   

   The Council shall meet at least four times each year.

   Members of Council shall retire by rotation with one third of the members retiring at each Annual General Meeting. Retiring members shall be eligible for re-election.

   
   

7. Chairman, Secretary and Treasurer

   These Officers shall hold office for one year, but shall be eligible for re-election. (Subsequently altered in late 1995 to allow the Chairman to hold office for two years).

   
   

8. General Information.

   1. The UKSTT 1993/94 subscription rate was not increased even though that of the ISTT was increased in April this year. This was to give the Council and members time to review the new format of the Society and to decide what may be needed for the future.
      However the present subscription, without funds from conferences and exhibitions, will not cover expenses for the running of the Society. Thus in considering what it would be nice for the Society to have and to do, the financial constraints must be borne in mind.
   2. It is envisaged that the Society will be organised on a regional basis with UK split into 6 or 8 areas. Each of these areas will be headed by a person acting as Chairman of the branch (or leader) who will also serve on the national Council.
   3. The national interim Council will determine policy and strategic planning. The areas will secure close relationships with the membership, seek to increase the membership, promote events and meetings. All these items should be designed to help promote UKSTT locally and nationally.
   4. Perhaps the national Council could be divided so that each Council member takes responsibility for a different item. Eg:
      1. Research and Education
      2. Promotion and Public Awareness of Trenchless Technology and PR
      3. Exhibitions, Conferences and Seminars
      4. Contact with Government and Decision Makers
      5. Treasurer
      6. Secretary and Development of a Library
      7. Liaison with ISTT
   5. The Society has applied to the Charity Commissioners to be registered as a charity in UK. This makes for certain constraints on the non payment of dividends and the disposal of assets in a wind-up situation. It also moves the Society outside the scope for taxation on profits generated by its activities.
   6. In addition to the company limited by guarantee it is proposed that UKSTT forms a subsidiary trading company in the name of UKSTT Trading Services Limited. The object of this company is to remove from the registered charity status any trace of trading activity which is against the rules of the Charity Commissioners and which would invalidate charitable status.
      The trading company would be used to place orders for conference space, advertising and promotional material etc. and to receive subscriptions and registration fees for events held. At the end of the trading period all profits from the trading company may be covenanted to the Society taking advantage of the tax relief afforded in such circumstances.
      The parallel to this is Thomas Telford which is the trading company of the Institution of Civil Engineers.
      Legal advice was sought on this aspect in view of the change of policy and rules of the Charity Commissioners from January 1993.
   
   

UK Society for Trenchless Technology, 38 Holly Walk, Leamington Spa,
Warwickshire, CV32 4LY, United Kingdom

Telephone: +44 (0)1926 330 935, Fax: +44 (0)1926 330 935, Email: admin@ukstt.org.uk