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Statistics - 4th Year

E-mail list - April 2000

Country
%
Female/Male
Australia
5.1
"1/3
Austria
0.3
"0/1
Belgium
2
"1/1
Brazil
0.3
"0/1
Canada
4.1
"1/2
China
0.3
"1/1
Denmark
0.3
"0/1
Dominican Republic
0.3
"0/1
Egypt
0.3
"0/1
Germany
3.4
"1/9
JAPAN
0.3
"0/1
Malta
0.3
"0/1
Netherlands
6.4
"2/1
Norway
0.7
"0/1
Philippines
0.3
"0/1
Portugal
0.7
"0/1
Slovenia
0.3
"1/0
South Africa
0.3
"0/1
Sweden
1
"2/1
UK
16.2
"1/8
USA
56.4
"8/11

Statistics - First Year 1996/7

E-mail list - April 1997

Country
%
Australia
2.5
Brazil
0.8
Canada
5.1
Finland
0.8
Spain
0.8
UK
13.6
USA
76.3

33% female, 67% Male with ages from 16 to 50 averaging out at 36.
25% lose their e-mail facility or fail to notify new E-mail address!
Less than 0.5% of those who visit the Web Site register for free news!
Received over 500 e-mails plus nearly 200 registrations.
Sent over 1000 e-mails


Back to Melanie

Rules of Melanie Music Society 21 April 1997

TABLE OF CONTENTS

Rule Description

1 Name

2 General Functions of the Society

3 Interpretation

4 Definition of the Society's Duties

5 Membership

6 Register of Members

7 Council

8 Annual Election for President

9 Annual Elections for the Council

10 Election of Members of the Melanie Music Society Council

11 Proceedings of Council

12 Powers of Council

13 Administration

14 Resignation

15 Annual General Meetings

16 Special General Meetings

17 Quorum 18Chair

19 Voting

20 Proxies

21 Minutes

22 Resolutions Binding

23 Misconduct and Breaches of Rules by Associate Members

24 Irregularity of Meeting

25 Finance

26 Levies

27 Common Seal

28 Amending Rules and Making by-laws

29 Notices

30 Repeal Schedule Proxy Form

Rules of Melanie Music Society

1. NAME

1.1 The Society shall be called Melanie Music Society.

2. GENERAL FUNCTIONS OF THE SOCIETY

2.1 The general functions of the Society shall be:

(a) To promote the interests of Melanie devotees;

(b) To promote and encourage proper conduct among Melanie devotees;

(c) To suppress illegal, dishonourable, or improper practices by Melanie devotees;

(d) To preserve and maintain the integrity and status of Melanie devotees;

(e) To promote opportunities for the acquisition and diffusion of Melanie related material

3. INTERPRETATION

3.1 In these Rules unless the context otherwise requires the following expressions shall bear the following meanings:

(a) "Annual General Meeting" means an annual general meeting of the Members of the Society referred to in Rule 14.1.

(b) "Executive Director" means the person for the time being appointed to that office by the Council under Rule 12 and includes, unless the context otherwise requires, any other person for the time being performing with the authority of the Council all or any of the duties of the Executive Director under these Rules. The Executive Director shall also hold the office of Secretary to the Society.

(c) "Member" means a person who is a member of the Society in accordance with the provisions of Rules 5.1 and 5.2, and "Members" shall have a corresponding meaning.

(d) "Recently Admitted Member" means a Member who on the date of nomination was first admitted

(e) "Term" means a period commencing from one Annual General Meeting and terminating on the succeeding Annual General Meeting.

3.2 The Index and Headings are used for convenience only and do not affect in any way the construction of these Rules.

4. DEFINITION OF THE SOCIETY'S DISTRICT

4.1 The District of the Society comprises the whole earth..

5. MEMBERSHIP

5.1 Every person who is a holder of any Melanie record shall be a Member of the Society whether or not that person applies for membership of the Society, provided that the Council may exempt any such person from membership of the Society subject to any conditions which the Council may impose.

5.2 Every person who, up to the wear and tear of that person's record, was a Member of the Society and who remains enrolled as a devotee and continues to play her records after the wear and tear of the said record without a further record being issued to that person shall remain as a Member of the Society until that person ceases to play her records.

5.3 The Society may appoint as an honorary member of the Society without payment of fee or levy any person who is not the holder of Melanie record, as an expression of the esteem in which that person is held by members.. Honorary members shall not be eligible for or remain members of the Council or for appointment or election as an officer of the Society or to nominate or vote for members of the Council or to vote at or requisition meetings of the Society or to receive notice of such meetings, nor shall honorary members be regarded as part of a quorum at general meetings.

(a) Subject to the provisions of the Society's rules, any person claiming a significant association with the Melanie devotees through:

(i) being or having been a member of the media; or

(ii) being responsibly employed by or engaged in the practice of Disc Jockey.

shall be eligible to become an associate member of Melanie Music Society.

5.5 No person shall be eligible to be or remain an associate member of the Society who:

(a) ceases to be eligible according to rule 5.4;

(b) is or becomes an honorary member of the Society;

(c) is not a fit and proper person to be an associate member of the Society.

5.6 Nominations for appointment as an associate member shall be:

(a) made by a Member;

(b) on a form prescribed and supplied by the Society;

(c) accompanied by certified copies of the documents required by the prescribed form;

(d) verified by a statutory declaration made by the nominee;

(e) accompanied by such other information as the Council may require.

5.7 The Council may make such inquiry as it considers fit as to the eligibility of the nominee for membership.

5.8 Where the Council is satisfied:

(a) that the nominee is eligible accordingly to the foregoing provisions of this rule;

(b) that the nominee has a significant association with the Melanie devotees; and

(c) that such association is likely to promote the interests of the Melanie the Council may, in its absolute discretion, appoint the nominee to be an associate member of the Society subject to the Society's rules. The Council shall not be required to give any reasons if it does not appoint any nominee as an associate member and the Council may in any case in its absolute discretion dispense with the requirement for references.

5.9 Any person appointed as an associate member shall become an associate member on payment of the entrance fee (if any) and annual subscription fixed by the Council.

5.10 The Council may in its discretion at any time revoke the appointment of any person as an associate member of the Society.

5.11 Any associate member who fails to pay the entrance fee (if any) or any annual subscription within one calendar month after the due date for payment shall thereupon cease to be an associate member of the Society unless the Council otherwise resolves in any particular case or cases.

5.12 Associate members of the Society shall be eligible for election or appointment to such committee, sub-committees or sections as the Council may determine either generally or in respect of a particular member.

5.13 Associate members of the Society shall be entitled to receive such privileges and services from the Society and to designate their associate membership in such manner as the Council may from time to time determine.


5.14 In accordance with section 16(2) of the Act associate members of the Society shall not be eligible for appointment or election as an officer of the Society or a member of the Council or to nominate or vote for members of the Council or to vote at elections or to vote at or requisition meetings of the Society or to receive notice of such meeting nor shall associate members be regarded as part of a quorum at general meetings.

5.15 All or any of the powers and duties of the Council under this rule may be delegated to any committee or the Executive Director as appointed by the Council.

5.16 The Council may at any time require all or any associate members to produce evidence of their eligibility to retain associate membership.

6. REGISTER OF MEMBERS

6.1 The name, classification and place of business of every Member shall be recorded by the Executive Director and these records shall constitute and be called the Register of Members. The Register of Members at any meeting of the Society shall prima facie be deemed to be a correct and complete list and classification of the Members. The Register of Members shall be amended and corrected by the Executive Director as necessary.

6.2 A Member changing his or her e-mail address shall forthwith notify the Executive Director of his or her new e-mail address.

7. COUNCIL

7.1 The affairs of the Society shall be managed by a Council consisting of a President, one Recently Admitted Member, and two other members all of whom shall be Members of the Society. The Council shall be elected annually and shall hold office until the election of its successor.

7.2 At its first meeting after the Annual General Meeting the Council shall appoint two of the councillors as Vice-Presidents.

7.3 No councillor shall be disqualified from being appointed as a Vice-President by reason of length of service as a councillor class of members he or she represents and a Vice- President may be re appointed to that position.

7.4 If any casual vacancy occurs in the office of President, the Vice- President who has served longer on the Council shall take the office of President. If the Vice-Presidents have equal length of service then the casual vacancy shall be filled by the Vice- President selected by the Council.

7.5 If any casual vacancy occurs in the office of Vice-President the Council shall appoint a member of the Council to fill that vacancy.

7.6 If any casual vacancy occurs in the office of members of the Council then the Council may appoint a Member, or hold an election on a date to be fixed by the Council to fill that vacancy, such election to be conducted as nearly as the circumstances may allow in the manner set out in Rule 9.

8. ANNUAL ELECTION FOR PRESIDENT

8.1 The Executive Director shall by 1 November in each year call for the nomination by Members for the office of President. Nominations for the office of President must be by e-mail with the consent of the nominee endorsed and must be left with the Executive Director not later than 30 November in that year. The nominee must be a Member who is eligible (or subject to remaining a Council member until the next Annual General Meeting) will be eligible, in terms of Rule 8.6, to be President for the Term commencing from the next Annual General Meeting.

8.2 If there is more than one nomination for the office of President then the President shall be elected by e-mail ballot conducted in accordance with the provisions set out in Rules 9.9, 9.10, 9.11, 9.13 and 9.14 modified to such extent and in such manner as the Council shall determine is appropriate or desirable.

8.3 On completion of the count the scrutinisers shall prepare a certificate showing the number of valid votes cast for each candidate and shall deliver such certificate to the Executive Director who shall thereafter publish the results of the election.

8.4 If the highest polling candidates each receive an equal number of votes ("the tied candidates") then a further election shall be held but the further election shall be restricted to the tied candidates. Further elections shall be held as necessary until one candidate receives more votes than any other candidate. Any further election shall be conducted in accordance with the provisions of Rule 8.2.

8.5 If the President-elect is not a sitting Council member then he or she shall be entitled to attend Council meetings from the time of his or her election but shall not be entitled to vote at the Council meetings.

8.6 In order to be eligible for the office of President a Member must at the time of taking office have served as a Council member for at least three terms (not necessarily consecutively).

8.7 A person shall not be entitled to serve as President for more than three consecutive terms provided that if a person assumes such office by reason of a vacancy occurring in the term of the previous President then the period of office shall be deemed to commence from the date of the next Annual General Meeting.

8.8 The President shall take office at the next Annual General Meeting succeeding the date of his or her election.

9. ANNUAL ELECTIONS FOR THE COUNCIL

9.1 Nominations for all elections (other than President) to the Council must be in writing signed by two Members with the consent of the nominee endorsed and must be left with the Executive Director at least fourteen clear days before the date on which the Annual General Meeting is to be held.

9.2 No person shall be eligible for election to the Council during the Term which immediately succeeds eight Terms of continuous service by that person as a Council member provided however that this provision shall not affect the election of the President- elect and provided further that the Council members who on July 10, 1997 were in their first or more Term of continuous service on the Council shall be deemed as at that date to be in their third Term of continuous service for the purpose of this rule.

9.3 Notice of the date on which nominations for Council close shall be embodied in or accompany the notice of the Annual General Meeting.

9.4 If the number of nominees for any category of Council Member equals the number of vacancies, the person chairing the Annual General Meeting shall declare the nominees elected.

9.5 At any annual election a Member may be a candidate for election for any category or categories of Council member as defined by Rule 7.1 for which he or she is eligible.

9.6 If a person is a candidate for more than one category of Council member then the election shall be decided in the following order:

The area members

The Member from Lawyers in Commerce and the Public Sector

The Recently Admitted Member

Other Council Members

9.7 If a person is successful in any election then that person shall be ineligible for any election decided later in the order set out above.

9.8 If the number of candidates nominated for any office is less than the number of vacancies the person chairing the Annual General Meeting shall declare those nominated to be elected and shall call for nominations for the remaining vacancies. Only Members who hold a current practising certificate at the time of the Annual General Meeting shall be eligible to stand. If nominations exceed the vacancies a secret ballot shall be held at the meeting.

9.9 If the number of candidates for any office is more than the number of vacancies a postal ballot shall be held in the following manner:

(a) The Executive Director shall within five working days after the date on which nominations close send to each Member at the address appearing in the Register of Members a voting paper containing in alphabetical order of surnames a list of all the duly nominated candidates for all offices and also directions for voting. Any Member who satisfies the Executive Director that he or she has not received or has lost or spoiled his or her voting papers shall be entitled to receive a voting paper and complete it in the required manner at any time before the closing of the ballot. The voting paper shall be delivered to the office of the Executive Director no later than 4.00 p.m. on the day preceding the Annual General Meeting at which time the ballot shall close. The voting paper shall be in form from time to time prescribed by the Council.

(b) A voting paper shall be informal in any of the following cases:

(i) If the name of the voter does not appear signed and printed legibly on the outside of the flap of the envelope.

(ii) If the voter has not at least seven days before the day on which the ballot closes paid his or her practising fees for the current year or is otherwise disqualified from voting under Rule 20 of these Rules.

(iii) If the number of candidates whose names have not been struck out is greater than the number of vacancies to be filled.

(iv) If the envelope containing the voting paper is delivered after the closing of the ballot.

9.10 The Executive Director shall appoint as scrutinisers no fewer than three Members who are not candidates for office.

9.11 Between the time fixed for the closing of the ballot and the commencement of the Annual General Meeting the envelopes containing the voting papers shall be opened by the Executive Director and one or more of the scrutinisers appointed for the purpose by all the scrutinisers. They shall determine the formality of voting papers in terms of sub-paragraphs (i), (iii) and (iv) of paragraph 9.8(b) of this Rule. The scrutinisers shall then count the votes recorded for each candidate. The Executive Director shall notify the scrutinisers of the names of all Members whose voting papers will be informal pursuant to sub-paragraph (ii) of paragraph 9.8(b) of this Rule.

9.12 If, by reason of any equality of votes given for two or more candidates, the election is not complete the person chairing the Annual General Meeting shall decide by lot in such a manner as he or she may determine which of such candidates shall be elected and thereby complete the election.

9.13 On completion of the count the scrutinisers shall prepare a certificate showing the number of valid votes cast for each candidate and deliver such certificate to the person chairing the Annual General Meeting who shall declare the result at that meeting.

9.14 Any omission on the part of the Executive Director to forward a voting paper to any Member entitled to vote shall not invalidate the election.

10. ELECTION OF MEMBERS OF THE MELANIE MUSIC SOCIETY COUNCIL

10.1 At its first meeting after the Annual General Meeting the Council shall consider who (if anyone) it wishes to nominate for election as members of the Council of the Melanie Music Society representing Melanie Music Society.

10.2 The Council may resolve to nominate not more than the number of members allocated to Melanie Music Society under the rules for the time being of the Melanie Music Society.

10.3 Following that meeting, the Executive Director shall call for nominations for the Council of the Melanie Music Society representing Melanie Music Society. In any notice calling for nominations, the Executive Director shall advise Members of any resolution made by the Council under Rule 10.2.

10.4 Anyone who is the subject of a resolution under Rule 10.2 shall be deemed nominated and no further nomination shall be required.

10.5 Any other Member may be nominated and his or her nomination shall be accepted, provided that:

(a) it is in writing with the consent of the nominee endorsed; and

(b) it is left with the Executive Director by a time and date specified by the Council; and

(c) The nominee holds a Melanie record at the time nominations close.

10.6 If the number of nominees equals the number of vacancies, no e-mail ballot shall be held.

10.7 If the number of nominees is more than the number of vacancies, a postal ballot shall be held in accordance with the procedure set out in Rules 9.9 through 9.14, modified to such extent and in such manner as the Council shall determine is appropriate or desirable. The scrutinisers shall deliver their certificate to the Executive Director who shall thereupon declare the result. 10.8 If a casual vacancy occurs in the membership of the Council of the Melanie Music Society representing Melanie Music Society, the Council of Melanie Music Society may appoint one of its number to hold office until the first Council meeting after the next Annual General Meeting.


11. PROCEEDINGS OF COUNCIL

11.1 The Council may meet together for the despatch of business, adjourn and otherwise regulate its meetings as it thinks fit. The President or failing the President, a Vice-President, or failing a Vice-President, some member elected by the Council shall be the person chairing each meeting. Questions arising at any meeting shall be decided by a majority of votes. In case of any equality of votes, the person chairing the meeting shall have a second or casting vote. The President may, or in the President's absence a Vice-President may, and the Executive Director on the requisition of any three members of the Council shall at any time convene a meeting of the Council.

11.2 The quorum necessary for the transaction of the business of the Council shall be five.

11.3 Subject to the presence of the necessary quorum, the Council may act notwithstanding any vacancies in its membership or that it may afterwards be discovered that there was some defect in the election of any member of the Council or that he or she was disqualified.

11.4 Notice of Council meetings may be given by:

(a) e-mail sent to the e-mail member's e-mail address; or (b) fax to the member's fax number; or

(c) telephone to the member himself or herself; or

(d) any other method approved in writing by the member.


11.5 Every notice of a meeting of a complaints committee shall be deemed to be a notice of a Council meeting as well and shall be given to all Council members.

11.6 Notwithstanding paragraph 11.1 of this Rule, the contemporaneous linking together by telephone of members of the Council being not less than a quorum shall be deemed to constitute a meeting of the Council so long as the following conditions are met:

(a) All members of the Council shall have received notice of the meeting in accordance with clause 11.4 hereof and shall be linked by telephone for the purposes of such meeting.

(b) At the commencement of each meeting by telephone each member of the Council taking part in that meeting by telephone must be able to hear each of the other members taking part.

(c) At the commencement of the meeting by telephone each member of the Council must acknowledge his or her presence for the purpose of the meeting to each other member taking part.

(d) No member of the Council may leave a meeting by disconnecting his or her telephone unless such member has obtained the express approval of the person chairing the telephone meeting. Each member present at the commencement of the meeting shall be deemed to have formed part of the quorum at all times during the meeting by telephone unless express approval to leave the meeting has been given to that member.

11.7 The Council may make a decision by signed resolution, provided that:

(a) A copy of the proposed resolution is sent to every member;

(b) At lease twelve members of the Council approve the resolution and sign and return their copies of the resolution to the Executive Director.

12. POWERS OF COUNCIL

12.1 The Council may buy real or personal property or sell, lease, mortgage, exchange or otherwise dispose of any real or personal property vested in the Society and may exercise all such powers of the Society as are not by the Act or by these Rules required to be exercised by the Society in general meeting and the generality of the foregoing shall not be prejudiced by any express power given to the Council by the Act or these Rules or otherwise.

13. ADMINISTRATION

An Executive Director and any other person or persons deemed necessary for the conduct of the affairs of the Society shall from time to time be appointed or engaged by the Council upon such terms as the Council may think fit and they shall be paid out of the funds of the Society such remuneration as the Council may from time to time determine.

14. RESIGNATION

Any member of the Council may resign from the Council by written notice to the President or Executive Director, and any associate member of the Society may with the leave of Council resign by written notice to the President or Executive Director.

15. ANNUAL GENERAL MEETINGS

15.1 An Annual General Meeting of the Members shall be held each year in February or March (but not later than the fourteenth day of March). The Council shall decide the date and venue. All other general meetings shall be called special general meetings.

15.2 At least fourteen clear days' notice specifying the place and time of the Annual General Meeting and the general nature of the business to be transacted at the meeting shall be given to all Members.

15.3 At each Annual General Meeting a report of the Council and financial statement and balance sheet signed by the Society's auditors shall be submitted to Members. The meeting shall also consider any motion by any Member of which notice has been given in accordance with Rule 15.4. Any business not specified in the notice calling the meeting or in any notice of motion under Rule 15.4 may be transacted by the meeting by leave of the person chairing the meeting unless, upon the objection of any Member, a majority of those present at the meeting decides that such business be not considered or transacted by the meeting.

15.4 Subject to the provisions of Rule 28, any Member desiring to move any motion at any Annual General Meeting on any matter not covered by the notice convening the meeting shall notify the Executive Director at least ten clear days before the meeting. The Executive Director shall then send a copy of the motion with the proposal's name to each Member or when this is not practicable, shall send a summary of the motion and shall state where the full text of the motion may be seen.

16. SPECIAL GENERAL MEETINGS

16.1 The Council may convene a special general meeting of the Society at any time and shall give reasonable opportunity for all Members to participate.

16.2 Upon receiving a requisition in writing signed by at least fifteen financial Members and specifying the objects of the meeting, the Executive Director shall convene a special general meeting to be held not less than ten days nor more than forty days after the Executive Director receives the requisition. Such a requisition shall be deemed not to be signed by a financial Member unless either the Member's signature is legible or has the Member's name printed legibly, in addition to the Member's signature.

16.3 Subject to the provisions of Rule 28, at least seven days notice of every special general meeting specifying the time and place of the meeting and the general nature of the business to be transacted at that meeting shall be given to all Members.

16.4 No business shall be transacted at any special general meeting other than that specified in the notice convening the meeting.

17. QUORUM

No business shall be transacted at any meeting unless a quorum of Members is present at the time when the meeting proceeds to business. Five Members having the right to vote at the meeting present in person or by link shall constitute a quorum. If within half an hour from the time appointed for the meeting a quorum is not present, the meeting if convened upon the requisition of Members, shall be dissolved; in any other case it shall stand adjourned to the same day in the next week at the same time and place or to such other day and at such other time and place as the Council may determine, and if at the adjourned meeting a quorum is not present within half an hour from the time appointed for the meeting, the Members present shall constitute a quorum.

18. CHAIR

18.1 The President, or in the absence of the President, a Vice- President, shall preside at every meeting of the Society. In the absence of both the President and both Vice-Presidents one of the members of the Council to be chosen by the meeting shall preside and in the absence of the President, both Vice-Presidents and all members of the Council, then some Member to be chosen by the meeting shall preside. At every meeting the person chairing the meeting shall have a deliberative and casting vote.

18.2 In these Rules, a reference to 'the chair' in relation to a meeting of the Society shall be a reference to the person chairing the meeting in accordance with Rule 18.1.

19. VOTING

19.1 At any general meeting a resolution put to the vote of the meeting shall be decided on the voices or a show of hands (as the chair in his or her discretion prefers) unless, before or on the declaration of the result on the voices or a show of hands:

(a) a poll is demanded by at least 6 Members present in person or by proxy; or

(b) a postal ballot is demanded by at least 15 Members present in person or by proxy.

19.2 Unless a poll or a postal ballot is so demanded, a declaration by the chair that a resolution has on the voices or a show of hands been carried or carried unanimously, or by a particular majority, or lost and an entry to that effect in the book containing the minutes of proceedings shall be conclusive evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against the resolution.

19.3 The demand for a poll or a postal ballot may be withdrawn.

19.4 If a poll is properly demanded, anyone wishing to demand a postal ballot on the resolution must make that demand at that time. The chair shall not accept a demand for a postal ballot on the resolution at any later time. If both a poll and a postal ballot are properly demanded, the poll shall not take place and all discussion on the resolution shall be deferred so that a postal ballot may take place.

19.5 If a poll is properly demanded and a postal ballot is not, the result of the poll shall be deemed to be the resolution of the meeting at which the poll was demanded.

19.6 If a postal ballot is properly demanded, the Executive Director shall cause such ballot of all Members to be conducted within 28 days. The result of the postal ballot shall be deemed to be the resolution of the meeting at which the postal ballot was demanded.

19.7 No Member shall be entitled to vote on any ballot or at any meeting of the Society or to join in a requisition for a meeting under Rule 15.2 or to join in a demand for a poll or a postal ballot under Rule 19.1 while levy payable by him or her to the Society is unpaid. In the case of a postal ballot a Member shall be deemed not to have paid his or her annual practising fees unless he or she had paid them at least seven days before the day on which the ballot closes.

19.8 If at least 72 hours before the time appointed for a special general meeting at least 20 Members entitled to vote have given written notice to the Executive Director that:

(a) they intend either to be present at the special general meeting personally or, being eligible so to do, to appoint a proxy who intends to be present at the special general meeting personally; and

(b) they intend to demand (either personally or by proxy) a postal ballot in respect of all business due to be put to the special general meeting, - then the Council may elect to cancel the special general meeting and to proceed to a postal ballot in respect of all business due to be put to the special general meeting. If the Council does so elect, the postal ballot shall be deemed properly demanded and the postal ballot shall proceed in accordance with Rule 19.6



20. PROXIES

20.1 On a poll votes may be given:

(a) personally; or

(b) in the case of a distant Member, by e-mail.

20.2 The instrument appointing a proxy must be in the form in the Schedule hereto or a form as near thereto as circumstances admit. A draft proxy form shall be despatched to distant Members by the Executive Director with the notice of meeting and shall contain the resolutions to be put to the meeting.

20.3 A proxy form to be valid must be signed by the distant Member appointing the proxy.

20.4 A proxy must be a Member entitled to vote in accordance with Rule 19.7.

20.5 The signed proxy form must be received by the Society at least 48 hours before the time appointed for the meeting at which the proxy is to be used.

20.6 The proxy form shall be deemed to confer authority to demand or join in demanding a poll or a postal ballot.

20.7 In this Rule, 'a distant Member' means a Member whose office or principal office is situated outside a circle of 30km radius, the centre of the circle being Chancery Chambers.

21. MINUTES

Minutes shall be recorded, on computer disk to be kept for that purpose, of the proceedings of all meetings of the Society and of the Council.

22. RESOLUTIONS BINDING

22.1 All resolutions of the Society shall be passed by the votes of a majority of the Members:

(a) present at a general meeting; or

(b) where a poll is demanded, present at a general meeting or represented by proxy; or

(c) where a postal ballot is demanded, voting on such a ballot.

22.2 Such resolutions shall be binding on all Members whether they are at the meeting or not or take part in the postal ballot or not.

22.3 A declaration by the chair (or, in the case of a postal ballot, the President) that a resolution has been carried or lost, together with an entry in the minute book of the Society, shall be conclusive evidence of the fact.

23. MISCONDUCT AND BREACHES OF RULES BY ASSOCIATE MEMBERS

23.1 The Council may of its own motion or on the complaint in writing of any person enquire into the conduct of any associate member of the Society. If the Council is of the opinion that the case requires to be answered then full particulars of the complaint shall be furnished to the associate member whose conduct is being enquired into or against whom the complaint has been made not less than ten working days before the date appointed for hearing of the complaint. The associate member concerned may be required either to furnish an explanation in writing to the Council or to attend the Council at the time appointed with or without counsel and to make such explanation as that associate member may think fit.

23.2 When on investigating a complaint against any associate member the Council is of the opinion after affording him or her reasonable opportunity to be heard that he or she is guilty of conduct or misconduct, or that he or she is not a fit and proper person to be an associate member of the Society, then the Council may if it thinks fit but subject to the right of appeal, do one or more of the following things:

(a) censure or suspend the associate member;

(b) revoke the member's associate membership;

(c) order the associate member to pay to the Society such reasonable sum as the Council shall in its discretion determine in respect of costs and expenses of and incidental to the investigation.

24. IRREGULARITY OF MEETING

If any irregularity occurs in the convening or holding of any general meeting or in any proceedings at or ancillary to any such meeting, and it is not noticed and objected to at the time, all proceedings at that meeting shall be of the same force and validity as if no such irregularity had occurred; but if any irregularity is noticed and objected to the meeting shall decide whether to uphold that objection and the meeting's decision shall be final and conclusive.

25. FINANCE

25.1 Each financial year shall close on the 30th day of September and the Council shall cause to be prepared as soon as convenient thereafter a full statement of the financial transactions of the Society during the preceding year and a full balance sheet showing the financial position of the Society as at the 30th day of September in each year for presentation to the Annual General Meeting.

25.2 All moneys paid to or received by the Society shall be paid to the credit of the Society at the bank or banks appointed by the Council. All cheques drawn on that bank or those banks and all withdrawals from that bank or those banks shall be signed by such persons as the Council may determine.

25.3 The Council may refund to Members any travelling or other expenses properly incurred in attending meetings of the Council or any committee or subcommittee of the Society or of the Council or any meeting of the Council of the Melanie Music Society or any committee thereof or in connection with any other business of the Society. The Council may pay the President:

(a) an honorarium; and/or

(b) a fixed allowance for general entertainment, travelling and other expenses not specifically refunded to the President pursuant to this Rule.

26. LEVIES

The Society may, by resolution carried at any Annual General Meeting or special general meeting, impose on Members or any class or classes of Members an annual levy to be payable in one or more instalments at a time or times fixed by the Society or the Council. Each such instalment shall be recoverable as a debt due to the Society. The Society may, by similar resolution, decide that a levy already imposed shall no longer be payable or shall be reduced in amount. The Council shall have a discretion to remit in whole or in part the annual levy of any Member who may apply for remission.

27. COMMON SEAL

The common seal of the Society shall be kept in the custody of the Executive Director, or of anyone else the Council may appoint for the purpose. It shall not be affixed to any document except upon a resolution of the Council and in the presence of three members of the Council who shall also sign the document.

28. AMENDING RULES AND MAKING BY-LAWS

28.1 These Rules may be altered or added to at any annual or special general meeting. Notice in writing of any proposed alteration or addition and of the terms of such alteration or addition shall be delivered to the Executive Director not less than forty clear days before the meeting in the case of an Annual General Meeting and together with the requisition for the meeting in the case of a special general meeting. Not less than twenty-eight clear days' notice of the proposal to alter or add to the Rules shall be given to the Members by the Executive Director in accordance with these Rules.

28.2 The Council may make, alter, add to or revoke any by-laws (consistent with these Rules) it considers advisable for the management and control of any library established, maintained or controlled by the Society and for the carrying out of these Rules. Every Member shall observe and comply with the by-laws. A breach or non-observance of any by-laws shall be and be deemed to be also a breach of these Rules.

28.3 A copy of these Rules and any amendments made to them and of any by-laws made under these Rules shall be made available to any financial Member upon request in writing from that Member.

29. NOTICES

A notice may be given to any Member by or on behalf of the Society, or the Council, or Executive Director of the Society, either personally or by sending it to that Member to his or her usual or last known place of business. Where a notice is sent by post, service of the notice shall be deemed to be effected by properly addressing, prepaying and posting an envelope containing the notice. A notice of a meeting shall be deemed to be effected 24 hours after the letter containing the notice is posted. The accidental omission to give notice of a meeting to or the non-receipt of notice of a meeting by any Member shall not invalidate the proceedings at any meeting.

30. REPEAL

These Rules repeal and revoke all previously existing Rules of the Society, provided however that all things done, all appointments made, all by-laws enacted and all acts of authority originated under the Rules hereby repealed or revoked and subsisting or in force at the commencement of these Rules shall enure for the purposes of these Rules as fully and effectively as if they had done, made, enacted or originated under the corresponding provisions of these Rules and accordingly shall, where necessary, be deemed to have so been done, made, enacted or originated. The repeal or revocation of those previously existing Rules shall not affect the liability of any person for any offence against or capable of being dealt with under any of the provisions thereof or of any by-law made pursuant thereto and proceedings in respect of any such offence may be taken, continued or completed as if these Rules had not been adopted or made. Subject to the above, all matters and proceedings commenced under the previous Rules and pending or in progress at the coming into operation of these Rules may be continued and completed under these Rules.