Falklands Conservation is regulated by its Articles of Association and Memorandum of Understanding. These comply with its status as a UK company limited by guarantee (number 3661322) and a registered, non-profit making, charity (number 1073859). Also registered as an overseas company in the Falkland Islands.
Registered Office: 1 Waterloo Close, Abbotsley, St Neots, Cambs, PE19 6UX
Falklands Conservation is a non-political membership organisation. Every subscribing member votes at the Annual General Meeting to elect members to the Board of Trustees, the governing body. This has a majority of places (10 out of 19) reserved for members resident in the Falkland Islands. The AGM is held alternate years in London and Stanley.
Falklands Conservation is a Partner in BirdLife International, where it represents the Falkland Islands and is a member of the International Union for the Conservation of Nature.
Falklands Conservation Memorandum and Articles: Articles of Association
A Special Resolution will be tabled at the 2016 AGM inviting members to approve new Articles of Association. This note is to explain the background to members.
Every charity is governed by a foundation document which regulates such matters as: the objects and powers, the composition of the Board, how trustees are appointed and removed, the procedure at general meetings and membership. The foundation document is legally binding and agreed by the Charity Commission.
In the case of Falklands Conservation, our foundation document is called a Memorandum & Articles (Mem & Arts) and it came into use in July 1998. Since then, there have been significant changes to the law in UK. Consequently, there could be legal difficulties in the future if an issue arose where the law and the Mem & Arts were not in agreement. To guard against this, and in accordance with best practice in the charity sector, the Trustees requested Barlow Robbins, Solicitors of Guildford, to rewrite the foundation document. It should be noted that:
a. The Memorandum & Articles was two documents. The new Articles consists of a single document which aligns with the Companies Act 2006 and the Charities Acts 1992 to 2006.
b. Most of the clauses in the new document are standard lawyers' clauses although some have been tailored to Falklands Conservation's needs.
c. The objects of the charity have not changed.
d. Matters to do with membership, such as the rights of members, have not changed.
e. There are tighter rules to comply with the law on such matters as payments to trustees and conflicts of interest.
f. There are some changes to the details of governance; eg, the minimum size of the Board is now specified as well as the maximum.
g. There is updating to reflect current business practice eg, to make it clear that accounting records can be electronic and/or on paper.
Please follow the link above to find both the current and newly proposed documents for download.