[UK-TUG] Draft motions for dissolution special general meeting (SGM)

[Jay Hammond]

I hope that JF's draft dissolution motion is rejected or at a minimum, 
redrafted.

It's not acceptable as it stands.

What effort must the committee go to to gather opinions?

What is the interpretation if only some members express an opinion?

What is the interpretation if  some members express an unimplementable 
opinion

Unimplementable might need explaining:


Dissolution binds the committee to obey sub-clause 3*whatever the motion 
passed by members* to direct the application of surplus funds.

here's subclause 3 again:

The Committee must apply any remaining property or money:
(a) directly for the Objects;
(b) by transfer to any organisations for purposes the same as or similar 
to UK-TUG.

Members expressed wishes will only be implementable if they conform.
Does the recipient have  purposes (Aims, Objects) the same as or similar 
to UK-TUG. Is the transfer acceptable to the recipient?

The committee, in carrying out dissolution,  will have to establish 
whether it is feasible  and permissible to transfer funds as directed by 
the members.

jay

---------------





On 03/10/2021 15:44, Jonathan Fine wrote:
> Hi all
>
> SUMMARY: I respond here to one aspect of Nicola Talbot's thoughtful 
> and helpful email, namely whether my draft dissolution motion (1) is 
> consistent with the constitution. I argue that it is. I hope the 
> discussion here helps us understand the constitution better. (It 
> certainly helped me.)
>
> Nicola Talbot wrote:
>
>     It makes sense to approach possible recipients before dissolution.
>     It can't be done afterwards as the motion to dissolve must
>     definitively state where the funds will go.
>
>
> I agree that it's preferable if possible to approach possible 
> recipients before dissolution. However, we now have only 9 days before 
> the deadline for motions. I don't regard it as mandatory.
>
> I don't agree with the interpretation of the constitution in Nicola's 
> second sentence. The relevant clause in the constitution is:
>
> 4. The members may pass a resolution before or at the same time as the 
> resolution to dissolve UK-TUG specifying the MANNER [my emphasis] in 
> which the Committee are to apply the remaining property or assets of 
> UK-TUG and the Committee must comply with the resolution if it is 
> consistent with sub-clause 3 of this clause.
>
> My draft motion (1) is: That UK-TUG's surplus assets be distributed in 
> proportion to the individually expressed wishes of members (subject to 
> these wishes promoting the objects of UK-TUG).
>
> The constitution allows the general meeting to pass a resolution 
> regarding the MANNER in which the committee is to apply the surplus 
> funds. I say that "distribution in proportion to the 
> individually expressed wishes of members" is a MANNER of applying 
> surplus funds. If so, then surely that settles that the motion is 
> consistent with the constitution.
>
> This statement might help. First-past-the-post and 
> single-transferable-vote are different MANNERs of electing a 
> representative in a single seat constituency.
>
> By the way, the constitution allows the general meeting to pass a bare 
> dissolution resolution, without first passing a MANNER resolution. In 
> that case the committee gets to choose, subject to sub-clause 3. So 
> perhaps Nicola's reasoning is based on a misapprehension.
>
> By the way, sub-clause 3 reads:
>
> The Committee must apply any remaining property or money:
> (a) directly for the Objects;
> (b) by transfer to any organisations for purposes the same as or 
> similar to UK-TUG.
>
> One final comment. After bare and no-manner dissolution resolution, 
> the committee if it wished COULD idistribute according to individually 
> expressed wishes. The only change made by also passing my draft 
> resolution (1) is that the committee MUST distribute the surplus 
> according to individually expressed wishes.
>
> I hope this helps. I find the language precise once understood (which 
> might take some effort).
>
> with kind regards
>
> Jonathan
>
>
>
>
>
-- 
Email use jay at jjnr.uk

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