STRATHNAIRN COMMUNITY BENEFIT FUND LTD OPERATIONAL STATEMENT
.1.1 Company Details The Strathnairn Community Benefit Fund Ltd is a ‘company limited by guarantee’ incorporated by Company House as Company No 272756 on 31st August 2004.
.The Company is recognised as a Scottish Charity by Office of the Scottish Charity Regulator with the number SC 036807.
.The Company has one member which is the Strathnairn Community Council.
.Appointment and Terms of Office of Directors
.1.2 Composition of Board The Board shall consist of not less than ten and not more than twelve directors. The Strathnairn Community Council may nominate up to five of its members to be a director. However in order to comply with a directive from the Office of the Scottish Charity Regulator the number nominated shall co sist of a minority of the total Board.
.1.3 Recruitment of Directors The Board shall follow a documented process for the recruitment and subsequent election of new directors other than those nomiated by Strathnairn Community Council.
.1.4 Director Term Directors shall be appointed for a term of three years. The term of a director may be extended for one additional year.
.1.5 Retirement of Directors One third of the number of directors shall retire by rotation at the annual general meeting (If the number is not three or a multiple of three, the number nearest to one third shall apply). The directors to retire by rotation shall be those who have been longest in office since their last appointment. As between persons who were appointed on the same day, those to retire sh all (unless they otherwise agree among themselves) be determined by lot. A director shall not be eligible for re-appointment as a director during the three years immediately following his or her termination as a Director.
.1.6 Code of Conduct Once a year Directors affirm their agreement with the code of conduct at the first business meeting post AGM
.1.7 Officers The Board of Directors shall appoint from amongst any one of its members a Chair and a Vice Chair. The term of office for Officers shall be one year. An Officer may be re-appointed for a further term of one additional year.
The Responsibilities of the Fund are:
.a) To receive all monies emanating from the Farr Windfarm (Farr Windfarm Ltd), Dunmaglass Windfarm(Monadhliath Energy Ltd) and from any other source and to secure such monies in a bank account and in such deposits and investments as deemed most appropriate.
.b) To allocate funds to projects which are in accordance with the terms of the Minute of Agreements with the Farr Windfarm(Farr Windfarm Ltd), Dunmaglass Windfarm (Monadhliath Energy Ltd) and with the objects contained in the Memorandum of Association
3. Eligibility for Applications for Funding
The aim of the Fund is to deliver the objectives as detailed in the
Memorandum of Association. The following projects are not eligible:
.a) Those which are detrimental to the Farr Windfarm(Farr Windfarm Ltd) or the leaseholder of the Windfarm property or which contravene the agreement, similar restrictions apply in relation to the Dunmaglass Windfarm (Monadhliath Energy Ltd),
.b) Those which are the legal responsibility of a third party.
.c) Those outwith the area of Strathnairn as defined in the Strathnairn Community Council constitution and
.d) Those not included in the Fund’s ‘Objects’ as approved by the Office of the Scottish Charity Regulator
Applicants may be either individuals, groups or public organisations as long as their project contains clearly demonstrated benefits within the area. Applicants may apply for more than one year’s funding in a single application or for a larger project they may apply two or three years in a row. Applications where matching funding has been achieved from some other source will be encouraged but 100% grants will also be considered. Individuals must comply with the residency criteria.
Application Forms are available from the Company Secretary or the
An applicant for a capital project which would involve planning permission will be required to obtain the support of the Community Council before submitting an application to the Board. This request for support will be made at a Council meeting which being open to the public would allow residents to voice their opinion on the matter.
5.1 Normal Business Meeting Normal business meetings of the Fund shall be calendared for the coming year at the first business meeting following the Annual General Meeting. Ad hoc meetings shall be called with a minimum of 7 days notice where possible. However, in exceptional circumstances this may not be practicable.
5.2 Annual General Meeting
An Annual General Meeting of the Fund shall be held in each year before 31st of December for the purpose of:
a) Receiving the annual report of the Fund and an audited statement of accounts,
b) The appointment of directors and auditors. An authorised representative of the member must be present at the meeting.
.5.3 Extra-ordinary meeting An extra-ordinary meeting of the Fund may be called by the Community Council in its capacity as the sole member of the Fund on a written request to the Company Secretary.
.5.4 Quorum No business shall take place at a meeting of the Board unless a majority of the number of directors are present.
.5.5 Conflict of Interest It shall be for any director who has declared any interest in any matter and is present at a meeting of the Board at which such matter is the subject of consideration to leave the room before the matter is discussed. It shall be for the Chair to decide if any director who has declared any interest in any matter and who is present at a meeting of the Board at which such matter is the subject of consideration to determine whether the director should be required to leave the room before the matter is discussed
.5.6 Voting All motions must receive a majority of votes to be carried. If there is a tie, the Chair shall have a second and casting vote. Voting will normally be by a show of hands. If any director objects to the vote being taken by a show of hands and a majority of the Board signify their support of the objection, the vote will be taken by calling the roll and recorded in the minutes.
.5.7 Failure to attend If a director fails throughout a period of six consecutive months to attend any meeting of the Board he or she will, unless the failure was due to some reason approved by the Board, cease to be a director.
A current account shall be maintained at a local business bank into which all monies received by the fund shall be deposited. Any monies received by the Fund over and above what is required for the foreseeable future shall be lodged in a variety of term deposits and investments as deemed appropriate. The Fund will appoint three signatories for the account any two of whom will be required to sign cheques and other authorising documents.
The Fund shall appoint a firm of Accountants to act as independent examiners to meet the requirements of OSCR and Companies House
The annual Accounting Reference date shall be the 31st of August. The Company Secretary shall be responsible for maintaining the books of account for the Fund. He/she will be required to produce an up-to-date Statement of Accounts at every full meeting of the Board of Directors. Prior to the Annual General Meeting, the Company Secretary shall forward the books of account to the Fund’s Accountant for examination.
Approved by the Board of Directors at its meeting on 24 September 2014