Rules of the Mathematical Association
(as agreed at the AGM on 11th April 2006)
- Terminology
- Name, Objects and Composition of the Association
- Conditions and Entitlements of Membership
- Branches and Corresponding Associations
- General Meetings
- The Council and Committees of the Association
- Property and Funds
- Diplomas of the Mathematical Association
- Alteration of Rules
- Regulations made by the Council
- Dissolution
In these Rules and Regulations:
- "the Association" denotes "The Mathematical Association";
- "Member" denotes a Personal Member of The Mathematical Association; "member" denotes a member of a branch, a committee, etc.;
- "Chair", "Secretary" and "Treasurer" denote the Chair of Council, the Secretary of the Association and Treasurer of the Association; "chair", "secretary" and "treasurer" denote the holders of these offices on committees, subcommittees or working groups.
- the term "Headquarters staff" means those paid employees of the Association whose normal place of work is at Headquarters;
- the term "chief executive" is used to designate the senior member of the Headquarters staff.
For the purpose of Rules 5.1 to 5.8 and any associated regulations, a year shall be deemed to extend from the conclusion of one Annual General Meeting to the conclusion of the next.
1.1 The Association shall be called "The Mathematical Association".
1.2 The Objects of the Association shall be:
(a) to effect improvements in the teaching and learning of mathematics and its applications;
(b) to provide means of communication among students and teachers of mathematics.
1.3 In furtherance of the Objects, but not otherwise, the Council may exercise the following powers:
(a) To provide and maintain a library.
(b) To publish periodicals and other items.
(c) To employ such staff, including a chief executive, as are necessary for the proper pursuit of the Objects and to make all reasonable and necessary provision for the payment of pensions and superannuation for staff and their dependants. (No member of staff shall be a member of the Council.)
(d) To do all such other lawful things as are necessary for the achievement of the Objects.
1.4 The Association shall consist of Personal Members (including Honorary, Life and Senior Members) and Institutional Members.
1.5 Those members of any Branch who are not Members of the Association shall be Associates of the Association.
2.1 A Personal Member shall be entitled to attend and to vote at all General Meetings of the Association, to use the Association's Library and to receive such publications as the Council shall decide.
2.2 Honorary Members shall be individuals who have made a distinguished contribution to mathematical education or who have provided outstanding service to the Association. They shall have all the privileges of Personal Members but shall not be required to pay any subscription. Honorary Membership shall be conferred by the Council and reported to the next Annual General Meeting.
2.3 An Institutional Member shall be entitled to nominate a person within the institution who:
(a) shall represent it and vote on its behalf at General Meetings of the Association;
(b) may use the Association's Library;
(c) shall receive such publications as the Council shall decide.
2.4 An Associate shall be entitled to attend all General Meetings of the Association but shall not be entitled to vote. An Associate shall not be entitled to use the Association's Library or to receive free any of the publications of the Association.
2.5 The Council shall make Regulations to specify the conditions for eligibility, the subscription rate, the publications to be received and any other provisions of membership for Personal Members and for Institutional Members.
3.1 (a) The Council may establish Branches of the Association. Such Branches shall be known as Established Branches. They shall act in pursuance of the Objects of the Association, and be subject to such Regulations as may from time to time be laid down by the Council.
(b) The Council may dissolve an Established Branch.
3.2 (a) The Council may designate other associations as Branches of the Association. Such Branches shall be known as Designated Branches. For so long as they are so designated, such associations shall act in pursuance of the Objects of the Association, and be subject to such Regulations as may from time to time be laid down by the Council.
(b) The Council may withdraw the designation of another association as a Branch of the Association.
3.3 (a) The Council may designate other associations with objectives similar to those of the Association as Corresponding Associations.
(b) The Council may withdraw the designation of another association as a Corresponding Association.
4.1 The time and place of every General Meeting of the Association shall be announced by circular despatched to all Members not less than two weeks before the date of the meeting. Notice of the principal business to be transacted at the meeting shall be sent to all Members with the circular announcing the meeting.
4.2 There shall be an Annual General Meeting. The Council shall decide the day or days on which the Annual General Meeting shall be held. At the Annual General Meeting, the Chair of Council shall present a report on the proceedings of the Association during the past year and the Treasurer shall report on the financial position of the Association. The Auditors for the ensuing year shall be appointed.
4.3 A Special General Meeting may be called by the Council. The Council shall be required to call such a meeting at the written request of twenty-five Members who shall state therein the object for which the meeting is to be called. Notice of the business to be transacted shall be sent to all Members in the circular calling the meeting. No resolution relating to any other business shall be put to the meeting.
4.4 (a) Resolutions submitted to a General Meeting, other than motions for election, shall be determined by an open vote unless a ballot be demanded; motions for election in which the number of nominations is not greater than the number of vacancies that must be filled shall be declared carried unopposed; contested elections shall be determined by a ballot of those present. In the event of a tie in an open vote or in a ballot, the chair shall have a second and casting vote.
(b) Any motion may be carried by a simple majority of votes with the exception of a motion for altering, annulling or adding to the Rules, or a motion involving the sale or disposal of land or buildings; such a motion shall require to be supported by three-quarters of the Members present and voting (i.e. abstentions are not counted).
(c) At a General Meeting, the names of all Members nominated for election to the Council shall be given in the notice calling the meeting.
5.1 The Officers of the Association shall be the Chair of Council, the Secretary and the Treasurer. A Member shall be elected annually to each of these offices. These persons may not hold the office to which they have been elected for more than five years in any continuous period of ten years.
5.2 (a) The business of the Association shall be conducted by a Council consisting of the President of the Association, the immediate past President, the President-Designate (if any), the Chair of Council, the Secretary, the Treasurer, nine members without office, and the chair of each of the Committees listed in Rule 5.5(a).
(b) The Officers, members without office and the chair of each of the Committees listed in Rule 5.5(a) shall be Personal Members of the Association.
(c) The President, the Chair of Council, the Secretary, the Treasurer and one member without office appointed by the Council shall constitute the Standing Committee of the Council. The Standing Committee shall have the power to act on behalf of the Association except in such matters as are reserved to the Trustees, the Council or a General Meeting, and it shall report any such action to the Council not later than its next meeting.
5.3 (a) The President shall be elected by the Council to hold office from the conclusion of one Annual General Meeting until the conclusion of the next. The election of the President shall be announced on behalf of the Council at the first of these meetings.
(b) Once elected, the successor to the incoming President shall become the President-Designate, and shall be a member of the Council.
(c) The President, when present, shall normally take the chair at all General Meetings of the Association but may delegate the duty to another member of Council on specific occasions. In the absence of the President or the person so delegated, any Member may be voted into the chair.
5.4 (a) The Council shall make Regulations to define the functions and duties of the Chair of Council, the Secretary, the Treasurer and the chief executive, and shall thereby ensure that provision is made for the proper conduct of the business of the Association, for the maintenance and insurance of its property, for the work, well-being and insurance of its employees, and for the discharge of all legal and financial obligations on behalf of the Association.
(b) The Council may appoint Members to undertake specific duties on behalf of the Association. Such appointments shall be subject to annual review.
(c) The signatories of the Association's account shall be the three Officers and no more than three Headquarters staff. All cheques drawn on the Association's account require two signatories. If the amount exceeds £5000, then at least one of the signatories must be an Officer of the Association, otherwise the signatories can both be members of the Headquarters staff.
(d) The accounts of the Association shall be examined by Auditors appointed at the previous Annual General Meeting. These accounts shall be presented by the Treasurer to the following Annual General Meeting and shall be published in the Annual Report.
5.5 (a) The Committees of the Association shall include the Teaching Committee, the Branches Committee, the Conferences Committee, the Publications Committee, the Publicity and Membership Committee, the Professional Development Committee, and the Editorial Board.
(b) The Council may establish other Committees to perform specific functions.
(c) For each Committee, the Council shall make regulations to define its functions, membership, governance, modes of operation and financial control.
(d) The chair of each Committee of the Association shall be elected annually at an Annual General Meeting. Those elected may not hold the chair to which they have been elected for more than five years in any continuous period of ten years.
(e) Committees shall report to the Council as and when required. The Council shall report annually to the Association on the work of each Committee.
(f) The Council may appoint other committees or working groups with specific tasks. The Council shall determine for any such group the membership, terms of reference, financial provision and the date by which it is required to report.
5.6 (a) The Council shall be summoned to meet at least three times per year. The Secretary shall call a meeting of the Council at the written request of two members of the Standing Committee or of any six members of the Council. Notice in writing shall be despatched at least two weeks before any meeting of the Council; this notice shall specify the main items of business to be transacted.
(b) At a meeting of the Council, the quorum shall be eleven.
(c) The Chair of Council shall take the chair at all meetings of the Council and of the Standing Committee. In the absence of the Chair of Council, any other member of the Council may be voted into the chair.
(d) Questions shall be determined in the Council by an open vote unless a ballot of those present be directed by the chair or requested by a member. In the event of a tie in an open vote or in a ballot the chair shall have a second and casting vote.
(e) In the absence from a meeting of the Council of the chair of any Committee, some other member of that Committee shall be invited to attend. Such substitute members shall count towards the quorum and shall be entitled to vote.
5.7 The members of the Council without office shall be elected to serve for a period of not more than three years. Election to a further term is subject to a maximum of six years service in any continuous period of nine years.
5.8 The tenure of any office, and membership of the Council, shall begin and end at the conclusion of an Annual General Meeting. Vacancies in any office arising during the course of a year may be filled by persons nominated by the Standing Committee, subject to ratification at the next meeting of Council, and the period of office up to the next Annual General Meeting shall not count towards the maximum term of office specified in any Rule or Regulation.
5.9 (a) In the event of a contested election, the Chair of Council, the Secretary, the Treasurer and the members of Council without office shall be elected by a postal ballot of all Members of the Association. Election for any other office shall take place at an Annual General Meeting.
(b) Nominations of Members for any elective office, or for membership of the Council without office, may be made by any Member of the Association or by the Council. Nominations by a Member of the Association shall be made not less than two months before the date of despatch for a postal ballot, and not less than three months before the date of an election at an Annual General Meeting. The Council shall make nominations in respect of any vacancy to which no other nomination has been received and may make nominations in addition to those received.
(c) A period of at least one month shall be allowed between the date of despatch of notification of a postal ballot and the date by which completed ballot papers are required to reach the Headquarters of the Association.
(d) In any ballot, each Member voting may cast votes for any number of candidates, placing these in order of preference. The result of the election shall be determined by the process of single transferable vote. In the event of a tie, the result shall be decided by the President in the case of an election for the Chair of Council, and otherwise by the Chair of Council.
(e) The Secretary shall publish the names of persons elected to any office or to membership of the Council without office to all Members of the Association.
5.10 The Council shall appoint a Librarian to have charge of the Library, and shall make Regulations for the use, maintenance and governance of the Library.
6.1 The property of the Association, other than the cash in hand of the Treasurer may, at the discretion of the Council, be registered in the name of the Association where the law permits this, otherwise the property shall be vested in not less than three individual Members, appointed by the Council, as Holding Trustees. Holding Trustees may resign on giving one month's notice or may be removed by the Council. Provided that they act only in accordance with the lawful directions of the Council, the Holding Trustees shall not be liable for the acts and defaults of its members.
6.2 All monies of the Association, in excess of such balance as the Council from time to time may authorise or require the Treasurer to keep in hand to meet the current expenses of the Association, shall be invested.
6.3 The income and property of the Association, whencesoever derived, shall be applied solely towards the promotion of Objects of the Association as set forth in these Rules and no portion thereof shall be paid or transferred directly or indirectly by way of dividend, bonus or otherwise howsoever by way of profit, to the Members of the Association.
(a) Provided that nothing herein shall prevent the payment in good faith of reasonable and proper remuneration to any officer or servant of the Association or any member of the Association in return for any service actually rendered to the Association.
(b) The Council may only pay remuneration under this Rule if:-
(i) it is necessary to do so to ensure the good administration of the Association,
(ii) the remuneration is reasonable in relation to:
- the service rendered to the Association by the Council member or member of the Association; and
- the income of the Association.
(c) The member(s) of the Council receiving remuneration must withdraw from any meeting of the Council whilst the question of his/her remuneration is being discussed.
6.4 The Library of the Association may not be disposed of, in whole or part, without the express permission of the Council.
6.5 The Council shall be empowered to borrow such amounts of money as shall be required to manage the affairs of the Association, and to enter into such agreements in relation to the Association's property as the Council may deem proper for giving security for such loans and consequent interest, provided always that the Association's land or buildings shall not be used as security without an express resolution of Council.
6.6 The receipt in writing of the Treasurer or of the Council for any monies payable to them on account of the Association, or which shall in any manner become payable to, or for the purpose of, the Association, shall be an effective and complete discharge for any such monies.
6.7 In the execution of the Trusts hereof, no member of Council shall be liable for any loss to the property of the Association arising by reason of any improper investment made in good faith (so long as he or she shall have sought professional advice before making such an investment) or for the negligence or fraud of any agent employed by her or him or by any other member of the Council hereof in good faith (provided reasonable supervision shall have been exercised) although the employment of such an agent was strictly not necessary or by reason of any mistake or omission made in good faith by any member of the Council hereof or by reason of any other matter or thing other than wilful and individual fraud, wrongdoing or wrongful omission on the part of the member of Council who is sought to be made liable.
7.1 The Mathematical Association shall constitute itself as a validating and awarding body for the purpose of awarding to suitable candidates a Diploma or Certificate of the Mathematical Association. The Professional Development Committee shall act on behalf of the Council for this purpose.
8.1 No motion for altering, annulling or adding to the Rules shall be entertained except at the Annual General Meeting or at a Special General Meeting called for that purpose; such motion shall require to be supported by the votes of three-quarters of the Members present and voting. Any motion for altering, annulling, or adding to the Rules shall be sent to all Members not less than two weeks before the date of the meeting.
8.2 No motion to amend Rules 1.1, 1.2, 6.3, 8.1-4, or 10.1 may be put to a General Meeting without the prior consent in writing of the Charity Commissioners.
8.3 No alteration, annulment or addition may be made to the Rules which would have the effect of making the Association cease to be a charity at law.
8.4 After a General Meeting, the Council shall send promptly to the Charity Commissioners a copy of any alteration, annulment or addition to the Rules.
9.1 The Council alone shall have powers to make Regulations as to matters not provided for in these Rules, or supplementing these Rules, and to vary such Regulations; and action taken by the Council under this Rule shall be notified in its next Annual Report.
10.1 If the Council decides that it is necessary or advisable to dissolve the Association, it shall call a Special General Meeting of all Members of the Association, of which not less than 21 days' notice (stating the terms of the Resolution to be proposed) shall be given. If the proposal is confirmed by a two-thirds majority of those present and voting, the Council shall have power to realise any assets held by or on behalf of the Association. Any assets remaining after the satisfaction of any proper debts and liabilities shall be given or transferred to such other charitable institution or institutions having objects similar to the objects of the Association as the Members of the Association may determine or, failing that, shall be applied for some other charitable purpose. A copy of the statement of accounts, or account and statement, for the final accounting period of the Association shall be sent to the Charity Commissioners.
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