The Constitution and Rules of FEED
Registered Charity No. 1001277 in England and Wales. Constitution and Rules approved by the Charity Commission.
1.1 The name of the Charity shall be the ‘Foundation for European Economic Development’, hereafter referred to as FEED.
2.1 The object of FEED is to advance public education throughout Europe in the field of political economy, with particular regard to evolutionary and institutional approaches to economic theory and policy.
2.2 In furtherance of the above objects, but not further or otherwise, FEED shall have power to:
(a) promote and sponsor research in the field and publish the useful results of such research;
(b) organize, help organize, or sponsor conferences or seminars for the purpose of research into and policy development of an evolutionary or institutional approach to economics;
(c) produce other publications relevant to an evolutionary or institutional approach to economics;
(d) raise funds and invite and receive contributions, provided no form of permanent trading is undertaken;
(e) do all such other lawful things as shall further the above objects.
3. Board of Trustees: Composition and Responsibilities
3.1 FEED shall be governed by a board consisting of nine trustees, acting under the Charities Act 1960 (England and Wales).
3.2 At least five members of the Board of Trustees shall be residents of England and Wales.
3.3 The trustees are responsible for the general welfare of FEED, its finances, the maintenance of accounts and other records, the production of publications, and the organization of conferences and seminars. The Board of Trustees shall elect a Secretary and a Treasurer (see 6.1 below).
3.4 The Board of Trustees shall send an annual financial and administrative report to the Charity Commission. Copies of such annual reports shall be open to inspection by, and sent on request to, members of the public. The financial report and accounts shall be audited as required by the Charity Commissioners and by charity law.
4. Board of Trustees: Elections and Resignations
4.1 If a change in the country of residence of a trustee causes the number of members of the Board of Trustees resident in England and Wales to be less than five, then that trustee shall be required to resign his/her trusteeship and an election will be held under the terms of clause 4.3 to 4.7 below.
4.2 Each trustee holds office for up to 3 years. [Terms of office are such that each year 3 trustees will reach the end of their term. In addition, there may be vacancies caused by death or resignation.]
4.3 On the appearance of a vacancy on the Board of Trustees, the remaining trustees shall elect by recorded ballot who is to fill that vacancy, according to the procedures in 4.4, 4.5, 4.6, 4.7 and 4.8 below.
4.4 An election may be called by a quorate meeting of the Board of Trustees only. In this event the Board of Trustees will determine the due date for nominations, which must be no less than thirty days after the meeting at which the election is called, and the closing date for receipt of ballots, which must be no less than sixty days after the same meeting. The Secretary will announce to all trustees that an election is to take place, with the timetable as agreed.
4.5 Nominations for election to the Board of Trustees may be made by any trustee. They must be communicated in writing to the Secretary. If the number of nominations exceeds the number of vacancies then the Secretary shall circulate a ballot to all trustees within twenty days of the final date for nominations.
4.6 In the case of contested elections to the Board of Trustees, positions shall be elected according to the alternative vote system, with candidates with the lowest number of first preferences being eliminated one by one, and the next valid preferences of those eliminated being progressively added onto the vote of the remaining candidates, until the number of remaining candidates is equal to the number of vacancies on the Board. In the case of a tie at any stage in the voting process, the Chairperson of FEED shall have an additional, recorded, casting vote.
4.7. For the purposes of this clause, incumbent trustees are defined as those whose tenure is neither ended by, nor possibly renewed by, an impending election. If the number of incumbent trustees who are residents of England and Wales is less than five, then a number of places for new trustees under the called election shall be reserved for residents of England and Wales, just sufficient to ensure that the number of such residents is five. With contested elections, the processing of ballots shall be as in clause 4.6 above, with the amendment that no candidate who is resident of England and Wales shall be eliminated until there are five trustees who are elected (including incumbent trustees) who are residents of England and Wales. Instead, the candidate resident outside England and Wales with the next-lowest number of votes shall be eliminated. If the number of nominated candidates plus incumbents who are residents of England and Wales is less than five, then a place or places for trustees shall be left vacant, sufficient to ensure that their number is five after a subsequent election or by-election.
4.8 The votes of each trustee in elections to the Board of Trustees shall be registered in the annual report of FEED.
5. Board of Trustees: Meetings
5.1 A meeting of the Board of Trustees shall be called at least once each calendar year.
5.2 A meeting of the Trustees 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.
5.3 A meeting of the Board of Trustees can be called by the Secretary or by three of more other trustees. Every trustee shall be informed in writing of the time and place of the meeting.
5.4 The quorum for meetings of the Board of Trustees shall be four.
6.1 The Board of Trustees shall appoint from among their number a Chairperson, Secretary and a Treasurer, who shall act as officers of FEED. At least two of these three officers shall be residents of England or Wales.
6.2 Elections for Secretary, Treasurer and Chairperson shall take place at least once in each three successive years. If a person ceases to be a member of the Board of Trustees then he or she shall cease to be an officer of FEED.
6.3 In between meetings of the Board of Trustees, the Officers are responsible for the general welfare of FEED, its finances, its fundraising, the maintenance of accounts and other records, the production of publications, and the organization of conferences and seminars.
7. Finances and Assets
7.1 All funds of FEED shall be at the disposal of the Secretary and Treasurer, who shall make disbursements thereunder as directed by the Board of Trustees.
7.2 The assets of this Association shall be permanently dedicated to the purposes specified in Section 2 (Objects) above.
7.3 In the case of the dissolution of FEED, the Board of Trustees shall designate the remaining assets for the purchase of books and materials in economics to be contributed to charitable educational institutions in Europe.
8. Constitutional Amendments
8.1 No amendment shall be made to Section 2 (Objects) or Clause 7.3 (dissolution) or this clause without the prior approval in writing of the Charity Commissioners for England and Wales and no amendment shall be made which would cause FEED to cease to be a charity at law.
8.2 Subject to 8.1 above, a constitutional amendment may be introduced by any trustee by written notification at any quorate meeting of the Board of Trustees. There may be no amendment to a proposed constitutional amendment.
8.3. If adopted by a majority of those present and voting the Secretary shall publish a copy of the constitutional amendment and it shall be circulated to all trustees within fourteen days of the meeting of the Board of Trustees. The trustees or officers will determine the physical or electronic method of communication by which votes by all trustees may be sent in and recorded. Thirty days after the meeting the vote shall be closed. The amendment shall be incorporated upon the receipt of two-thirds or more of returned votes in its favour.
8.4 The vote of each trustee on constitutional amendments shall be registered in the annual report of FEED.
Last amended February 2013