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Hi There,
Sorry I am unsure if this is the right place to post, I have a small craft side line, I was selling via a incorporate association however the organisation is changing from having Constitution to this:-
The Constitution has been simplified and renamed our 'Articles of Association'. A vote to accept the new Articles will be called at the AGM.
Please reply if you plan to attend the AGM.
Our Articles read as follows:-
a) Who Are We?
SHPM is a volunteer-driven, not-for-profit market which aims to help small-scale producers living on the Sheep’s Head by providing an outlet for their goods.
b) Who Can Join?
People living locally (home here for most of the year) and producing goods for sale through their own efforts, or volunteers prepared to give of their time to this community project.
c) How to Become a Member?
Membership requires the completion and acceptance of an application form. Subject to slightly different rules, members may be Producers, Non-Producers (Volunteers) or under-18 Junior Producers.
Full membership begins on application acceptance. Members may then market their goods in the shop, join the Shop Team and vote.
d) How Does the Scheme Work?
Producers may sell only their own goods in the shop. Commission is charged on sales to cover overheads. Producers volunteering to work in the shop can earn a reduction in the percentage commission charge applied to sales of their goods.
All full members may vote. All votes are equal. Full members may join the Shop Team.
One year after the last sale a Producer makes, or after the last shift a Volunteer stands, or after the date that a member moves from the area, the rights to be part of the Shop Team or to vote cease.
Full membership may be resumed at any time by making a sale or by standing a shift.
e) How Are We Organised?
The Shop Team is made up of any full members who want to help run the shop. Such members can join the team at any time. The Shop Team determines what is done and who does it, sharing responsibilities and tasks.
The banks require named members of the Shop Team as recognised signatories.
f) How Are Decisions Made?
We aim to be open, inclusive & transparent. All members are encouraged to put forward ideas and proposals. Any proposals will be circulated for membership comment.
Decisions need to be taken in a timely way so meetings will be called as required.
Most day-to-day decisions will be taken by the Shop Team eg change shop layout.
Decisions involving changes in policy, eg residence qualification, will be referred to all members at an open meeting.
g) Winding Up the Shop?
The signatures of a minimum of 20% of full members are required to cause the closing of the shop to be considered. A minimum of four weeks will ensue to allow reflection and discussion following which a vote may be taken at an open meeting.
Assets belong to the members. Proposals for disposal will be considered and all members invited to vote on specific ideas.
Date of Adoption of This Version
Version 20/1 of the SHPM Articles of Association was adopted by the Shop Team on 12 Feb 2020.
...
I personally do like that this has been adopted without asking the membership, is this legal?
With the change does this mean that they are moving a business model? If so does this mean that I or the organisation will be liable for the VAT?
Also it says that as a member that I now own assets is this legal, as I never agreed to this? Does this affect my tax? Do I now have declare it? If I leave do they have buy out my share? Does this mean that I would liable for any debt?
Sorry for the questions but I don't know where to start.
Thank you for any advice given in advance.
Sorry I am unsure if this is the right place to post, I have a small craft side line, I was selling via a incorporate association however the organisation is changing from having Constitution to this:-
The Constitution has been simplified and renamed our 'Articles of Association'. A vote to accept the new Articles will be called at the AGM.
Please reply if you plan to attend the AGM.
Our Articles read as follows:-
a) Who Are We?
SHPM is a volunteer-driven, not-for-profit market which aims to help small-scale producers living on the Sheep’s Head by providing an outlet for their goods.
b) Who Can Join?
People living locally (home here for most of the year) and producing goods for sale through their own efforts, or volunteers prepared to give of their time to this community project.
c) How to Become a Member?
Membership requires the completion and acceptance of an application form. Subject to slightly different rules, members may be Producers, Non-Producers (Volunteers) or under-18 Junior Producers.
Full membership begins on application acceptance. Members may then market their goods in the shop, join the Shop Team and vote.
d) How Does the Scheme Work?
Producers may sell only their own goods in the shop. Commission is charged on sales to cover overheads. Producers volunteering to work in the shop can earn a reduction in the percentage commission charge applied to sales of their goods.
All full members may vote. All votes are equal. Full members may join the Shop Team.
One year after the last sale a Producer makes, or after the last shift a Volunteer stands, or after the date that a member moves from the area, the rights to be part of the Shop Team or to vote cease.
Full membership may be resumed at any time by making a sale or by standing a shift.
e) How Are We Organised?
The Shop Team is made up of any full members who want to help run the shop. Such members can join the team at any time. The Shop Team determines what is done and who does it, sharing responsibilities and tasks.
The banks require named members of the Shop Team as recognised signatories.
f) How Are Decisions Made?
We aim to be open, inclusive & transparent. All members are encouraged to put forward ideas and proposals. Any proposals will be circulated for membership comment.
Decisions need to be taken in a timely way so meetings will be called as required.
Most day-to-day decisions will be taken by the Shop Team eg change shop layout.
Decisions involving changes in policy, eg residence qualification, will be referred to all members at an open meeting.
g) Winding Up the Shop?
The signatures of a minimum of 20% of full members are required to cause the closing of the shop to be considered. A minimum of four weeks will ensue to allow reflection and discussion following which a vote may be taken at an open meeting.
Assets belong to the members. Proposals for disposal will be considered and all members invited to vote on specific ideas.
Date of Adoption of This Version
Version 20/1 of the SHPM Articles of Association was adopted by the Shop Team on 12 Feb 2020.
...
I personally do like that this has been adopted without asking the membership, is this legal?
With the change does this mean that they are moving a business model? If so does this mean that I or the organisation will be liable for the VAT?
Also it says that as a member that I now own assets is this legal, as I never agreed to this? Does this affect my tax? Do I now have declare it? If I leave do they have buy out my share? Does this mean that I would liable for any debt?
Sorry for the questions but I don't know where to start.
Thank you for any advice given in advance.
