1          Name and legal status

1.1            The name of the organisation shall be “Chess Scotland”.

1.1.1            Chess Scotland is the successor in interest of the Scottish Chess Association (founded 1884) and the Scottish Junior Chess Association (founded 1967).

1.2            Chess Scotland is an unincorporated association governed by this constitution. As such, it is a society of persons (the members and representatives of member groups) who contribute to the funds that finance the expenses incurred whilst conducting the affairs of the society.

1.3            "COUNCIL" shall mean the Council of Chess Scotland, as defined under paragraph 8, Council.

2          Objectives

2.1            The primary object of Chess Scotland shall be to foster and promote the game of Chess throughout Scotland among players of all ages, and in particular:

2.1.1            To hold an annual Congress for chess playing which shall include a tournament for the Chess Championship of Scotland and to organise other championships at adult and junior levels.

2.1.2            To organise tournaments for teams, including a series of matches amongst the Chess clubs of Scotland for the Richardson and Spens Memorial Cups, and other trophies.

2.1.3            To organise tournaments for individuals at adult and junior level.

2.1.4            To encourage the formation and continuation of Chess clubs throughout the country at both adult and junior levels and to encourage the integration of young people into adult chess clubs.

2.1.5            To undertake development activity to extend the scope of Chess activity in Scotland and to promote the game of Chess to the wider public.

2.1.6            To select representatives for national and international tournaments.

2.1.7            To maintain and publish a list of individuals who play competitive chess (the Grading List).

2.1.8            To represent Scotland in the councils of FIDE and ECU, and in all contacts with Chess bodies throughout the UK and elsewhere.

2.1.9            To encourage the playing of Chess in schools, consistent with the key educational benefits which can flow from playing Chess.

2.1.10         To promote junior and adult training for players.

2.1.11         To disseminate Chess information to members and other interested parties.

2.1.12         To train and appoint suitably qualified persons as arbiters of the game of Chess.

2.1.13         To train and appoint suitably qualified persons as trainers/coaches of the game of Chess.

2.2            COUNCIL shall determine the order of priority of these objectives from time to time.

3          Membership

3.1            Membership of Chess Scotland shall consist of four classes, namely:

3.1.1            Individual - who may be Patrons, Life members, Family members or Annual members.

3.1.2            Club - open to any chess club in Scotland.

3.1.3            Affiliate - open to leagues, congresses, tournaments and other bodies engaged in the promotion of Chess.

3.1.4            Corporate – open to businesses, Government agencies, voluntary organisations etc. that help in the promotion of Chess.

3.2            Corporate members shall have none of the rights pertaining to the other membership classes above.

3.3            COUNCIL is empowered to award any category of membership at its discretion.

4          Affiliation

4.1            COUNCIL shall be empowered to receive the affiliation of other Chess organisations, and to fix the terms of affiliation (including any fees or subscription) in each case. Such affiliation shall continue until terminated either by COUNCIL or the affiliated organisation.

5          Voting

5.1            Every Individual, Club and Affiliate member of Chess Scotland shall have one vote at a General Meeting, but no member whose subscription is in arrears shall be entitled to exercise that vote.

5.2            Each Club and Affiliate member shall nominate a single proxy representative to the Executive Director at least one week before the General Meeting, which failing, their most recent nominee shall be deemed to hold their proxy vote.

5.3            Proxies are permitted if lodged in writing or by e-mail at least one week before a General Meeting, and, in the case of Individual members aged under 16, endorsed in writing or by e-mail by the member's parent or guardian.

5.4            Where an Individual member is under the age of sixteen, one parent or guardian of that Individual member is granted an automatic proxy vote on behalf of the Individual member if the member concerned is not voting in his or her own right. Individual members under the age of 12 at the date of any meeting can only vote by automatic proxy.

5.5            Persons receiving proxy votes must be:

·         An Individual member of Chess Scotland or;

·         A committee member of the Club or Affiliate member if nominated under 5.2 or;

·         A legal parent or guardian if nominated under 5.4.

5.6            Corporate members do not have voting rights.

5.7            At Council meetings, each member of COUNCIL shall have one deliberative vote.

5.8            At General Meetings and Council meetings, the chairman (normally the President) shall have a casting vote in addition to his or her deliberative vote.

6          Subscriptions

6.1            Any candidate for Individual, Club or Affiliate membership must apply and must pay the prescribed fee. Corporate members must either pay the prescribed fee or be nominated for membership by COUNCIL. COUNCIL has the right to refuse membership, or to refuse renewal of membership, without having to specify any reasons for the decision. COUNCIL may delegate acceptance of membership to an Office Bearer.

6.2            An annual subscription payable by Individual, Club, Corporate and Affiliate members of Chess Scotland shall be fixed by COUNCIL from time to time, and COUNCIL is empowered to levy different subscriptions in respect of these different classes of membership and in respect of different age groups or other categories defined by COUNCIL. COUNCIL is empowered to expel any Member whose subscription is three months or more overdue and may delegate this power to an Office Bearer.

6.2.1            Family membership - two or more people living at the same address may hold family membership at a special rate as set by COUNCIL from time to time. Each person subscribing to a Family membership shall be deemed to be an Individual member, with the associated voting rights etc.

7          Office Bearers

7.1            The Office Bearers of Chess Scotland shall be

7.1.1            President

7.1.2            Honorary President

7.1.3            Executive Director, Finance Director, Schools Development Director, Home Chess Director (Open), Home Chess Director (Junior), Customer Services Director, International Director (Open), International Director (Junior), Marketing Director, Technical Director

7.1.4            Additional Directors having responsibilities delegated to them by the AGM, may be appointed by the AGM.

7.2            In addition to the above Directors there may be other appointments of Office Bearers:

7.2.1            Chief Grader, Webmaster, Membership Secretary, Scottish Chess Editor

7.2.2            A FIDE/ECU delegate

7.2.3            Additional Office Bearers having responsibilities delegated to them by the AGM, may be appointed by the AGM.

8          Council

8.1            To be constituted as follows and to be responsible for the affairs of Chess Scotland between General Meetings:

8.1.1            The Office Bearers elected at the AGM

8.1.2            Four representatives of Club members, at least one of whom must represent a school club.

8.1.3            One representative from each League Affiliate member.

8.1.4            Two representatives of registered Tournament Affiliate members.

8.1.5            Four Individual members. If such candidates are forthcoming, at least one must be male, one female and one aged under 18.

8.1.6            One representative of each Affiliated member not already represented.

8.2            A quorum shall be the lesser of 50% of COUNCIL or eight members.

8.3            Selection of representatives under 8.1.2, 8.1.4 and 8.1.5 shall be by election by ballot organized by the Executive Director.

8.4            COUNCIL shall normally meet once per year but the Executive Director may call additional meetings. Notice of meetings shall be given to Council members as for General Meetings. Members of Chess Scotland who are not Council members may attend meetings as observers.

8.5            COUNCIL acts on behalf of the membership of Chess Scotland, and the office bearers, Directors and their appointees will not be held responsible for any financial loss or liability arising from any error resulting from any act, omission or activity performed as part of their normal responsibilities under the constitution, always provided that such act, omission or activity was not wilful.

9          Powers and Duties of Council

9.1            To govern Chess Scotland on behalf of the membership between General Meetings.

9.2            To approve a business plan and budget over an annual or longer period.

9.3            To approve the strategic direction for Chess Scotland

9.4            May appoint ad hoc committees that may co-opt Individual members who are not Council members.

9.5            COUNCIL decisions shall be binding unless reversed by a resolution of an AGM or SGM.

 

10      Powers and Duties of MANAGEMENT BOARD

10.1         To be constituted as follows the President, Executive Director, Finance Director, Customer Services Director, Schools Development Director, Marketing Director, the Chairman (or their Deputies) of the Junior Board, Open Board and International Board- ie not exceeding 10 members

10.2         The powers and duties of the Management Board are:

10.2.1         To build an annual business plan and budget, but may build a business plan or budget over a longer period where appropriate.

10.2.2         To recommend the strategic direction for Chess Scotland to Council

10.2.3         May appoint ad hoc committees that may co-opt Individual members

10.2.4         To fill any vacancy among Directors by appointment.

10.2.5         Management Board decisions shall be binding unless reversed by a resolution of an AGM or SGM.

11      OPEN HOME, JUNIOR HOME AND INTERNATIONAL BOARDS

11.1         The Boards shall perform similar functions for their particular areas of activity.

11.2         The Boards shall be constituted as follows:

11.2.1         Junior Board - Home Chess Director (Junior), Schools Development Director, Representatives of the junior leagues, regional organisations or junior sections of Open leagues which are affiliated to Chess Scotland, Event organisers and other personnel appointed by the Home Chess Director (Junior) and Schools Development Director, and at least two young people appointed as decided by the Junior Board

11.2.2         Open Board - Home Chess Director (Open), Representatives of the adult leagues, regional organisations which are affiliated to Chess Scotland, Event organisers and other personnel appointed by the Home Chess Director (Open), and at least two people appointed as decided by the Open Board

11.2.3         International Director - International Director (Open), International Director (Junior), Event organisers and other personnel appointed by the International Director (Open) and International Director (Junior), FIDE Delegate  and at least two people appointed as decided by the International Board

11.2.4         Boards may also invite any other Chess Scotland Office Bearers to attend Board meetings

11.3         The powers and duties of the Boards are:

11.3.1         To govern their area of activity in Chess Scotland on behalf of the membership between General Meetings.

11.3.2         To input to an annual business plan and budget, or longer period as determined by the Management Board.

11.3.3         May appoint ad hoc committees that may co-opt Individual members

11.3.4         To fill any vacancy among Board Members by appointment.

12      Property and Finances

12.1         All heritable property or investments belonging to Chess Scotland shall be vested in the Individual members.

12.2         No property or investments shall be purchased, sold or pledged without the consent of COUNCIL.

12.3         An inventory and valuation of the heritable and moveable property belonging to Chess Scotland shall be made up at the direction of the Finance Director annually, and shall be laid before the AGM.

12.4         The Finance Director, at the direction of COUNCIL, is authorised to open and operate such bank accounts in the name of Chess Scotland as may be deemed necessary from time to time.

12.5         The Finance Director, at the direction of COUNCIL, is authorised to arrange suitable insurances in the name of Chess Scotland as may be deemed necessary from time to time.

13      Annual General Meeting (AGM)

13.1         There shall be an Annual General Meeting of the members of Chess Scotland the date of which shall be fixed each year by COUNCIL, but which shall not be later than the last day of August.

13.2         A quorum shall be the lesser of ten members, or 50% of the Individual members.

13.3         The business of the Annual General Meeting shall be:

13.3.1         To receive the Annual Report of Chess Scotland, incorporating a Statement of Account for the previous financial year to April 30 certified by the Auditor.

13.3.2         To elect a President, Honorary President and Directors from the Individual members willing to serve.

13.3.3         To elect holders of other specified posts, e.g. FIDE delegate.

13.3.4         To appoint an Auditor.

13.3.5         To consider matters raised by members in accordance with 13.6.

13.4         The Executive Director shall give each member six weeks notice of the place, date and hour of the Annual General Meeting, but such meeting will not be invalidated should any member not receive advice of the meeting. It shall be deemed sufficient to publish these details on the Chess Scotland internet site. 

13.5         Nominations for elections must be received by the Executive Director in writing (including e-mail) at least three weeks before the meeting, and must be proposed and seconded by members, and confirm the consent of the nominee to serve. 

13.6         Any proposals for consideration at the AGM must be received by the Executive Director in writing (including e-mail) at least three weeks before the meeting, and must be proposed and seconded by members. 

13.7         The Executive Director shall publish all nominations for elections and proposals for consideration at least two weeks before the meeting.  It shall be deemed sufficient to publish these details on the Chess Scotland internet site.

14      Special General Meeting (SGM)

14.1         A Special General Meeting may be called for the purpose of amending this Constitution on the initiative of the President and Executive Director, Council or the Management Board.

14.2         A Special General Meeting may be called for the purpose of amending this Constitution, or removing from office and replacing any COUNCIL member, on receipt by the Executive Director or President of a requisition detailing the objects of the meeting and the motion(s) to be voted upon. Such requisition shall be signed by at least ten Individual, Club or Affiliate members, and shall be accompanied by a remittance determined by COUNCIL from time to time, but of not less than £100, to cover the costs of notifying members of the purpose of the meeting and of holding the meeting. This remittance may be returned in whole or in part at the discretion of COUNCIL.

14.3         A quorum shall be the lesser of ten members, or 50% of the Individual members.

14.4         Any motion at a Special General Meeting shall be carried if and only if two thirds or more of those voting assent thereto. Only those motions detailed in the relevant requisition, or amendments thereto, shall be discussed and voted upon at the SGM.

14.5         The Executive Director is obliged to convene a properly requested SGM within 30 days of receipt of a requisition and the relevant fee.

14.6         The Executive Director shall give two weeks notice to members of the holding of a Special General Meeting, but such a meeting will not be invalidated should any member not receive advice of the meeting. It shall be deemed sufficient to publish these details on the Chess Scotland internet site. The notice of the meeting shall include a statement of the purpose of the meeting and include details of the motion(s) to be voted on.

14.7         A Special General Meeting may be called for the purpose of dissolving Chess Scotland following the procedure of 14.1 or 14.2. Such a meeting would have power to determine the disposition of the assets and liabilities of Chess Scotland.

15      Conduct of Meetings

15.1         The Chairman of all general meetings, Council and Management Board shall normally be the President, and in his or her absence the meeting shall choose its own Chairman by simple majority vote.

15.2         The Chairman of the Junior, Home and International Boards shall be elected by the Board from the Directors serving on the Board

15.3         All motions shall first be proposed and seconded by members or proxies entitled to vote at the meeting before they can be considered for discussion.

15.4         All general, Council and Board Meetings shall be minuted.  The minutes will be published.  It shall be deemed sufficient to publish the minutes on the Chess Scotland internet site.

15.5         The Chairman shall have discretion to require a secret ballot on any matter being put to the vote. Unless otherwise stated, all votes shall be decided by simple majority vote.