1.1              In these Articles of Association of the Society, if not inconsistent with the subject or context, the words standing in the first column of the following table shall bear the meanings set opposite them respectively in the second column:

Words	Meanings
the Act	the Companies Act 1985 (as amended) or the Companies Act 2006 as amended, modified or re-enacted from time to time, whichever is applicable to the subject matter of the relevant Article at the relevant time;
the Articles	these Articles of Association of the Society;
the Auditors	the auditors for the time being of the Society (if any);
Charities Acts	the Charities Act 1993 and the Charities Act 2006, in each case as amended, modified or re-enacted from time to time;
Commission	the Charity Commission for England and Wales;
Council Members	the directors for the time being of the Society;
Executive Council	the board of directors of the Society as constituted from time to time;
Member	A member of the Society;
Membership	membership in accordance with these Articles;
Memorandum	the Memorandum of Association of the Society;
Objects	the objects of the Society as described in the Memorandum;
Office	the registered office of the Society;
President	the president of the Society for the time being;
Register of Members	the register of members of the Society;
Secretary	the company secretary of the Society for the time being;
Treasurer	the treasurer of the Society for the time being;
Executive Vice Presidents	the vice presidents of the Society;

1.2              Words importing the singular number only shall include the plural number, and vice versa.

1.3              Words importing the masculine gender only shall include the feminine gender.

1.4              Subject to the aforesaid, any words or expressions defined in the Act at the date on which these Articles become binding on the Society shall, if not inconsistent with the subject or context, bear the same meanings in these Articles.

OBJECTS

2.                  The Society is established for the purposes expressed in the Memorandum.

MEMBERSHIP

3.                  The subscribers to the Memorandum and such other persons or organisations as are admitted to the Membership in accordance with this Article and the rules made under it shall be members of the Society.

4.                  Subject to the Act, the Executive Council may from time to time make such rules as it may deem necessary or expedient or convenient for the purposes of prescribing classes of and conditions of Membership. In particular, but without prejudice to the generality of the foregoing, it may by such rules regulate the admission and classification of Members (including the admission of organisations to Membership) and the rights and privileges of such Members, and the conditions of membership and the terms on which Members may resign or have their Membership terminated and the subscriptions and other fees or payments to be made by Members.

5.                  Except as the Executive Council otherwise provides, the Society shall have three classes of Member: Regular Members, Honorary Members and Institutional Members.

(a)                A Regular Member is any natural person who has paid the relevant membership fee, and has agreed to the terms and conditions of Membership established by the Executive Council.

(b)               The Executive Council may designate as an Honorary Member any natural person who in its opinion has rendered exceptionally distinguished service to the Society or its Objects. Honorary Membership shall typically be for life, and shall not require the payment of a membership fee.

(c)                An Institutional Member is any corporation, partnership, association or other organization which has paid the relevant membership fee, has agreed to the terms and conditions of Membership set out by the Executive Council.

6.                  No person shall be considered a Member of the Society (whether for the purposes of the Articles or otherwise) unless and until such person is entered as a Member (of the relevant class) in the Register of Members.

7.                  A Member’s membership in the Society shall terminate as a result of:

(a)                the death or dissolution of that Member;

(b)               the resignation of that Member, communicated to the Secretary;

(c)                except as otherwise decided by the Executive Council, failure to pay the membership fee promptly; or

(d)               disqualification by the Executive Council, on the basis that the Member has in the opinion of the Executive Council acted in a manner contrary to the interests and success of the Society, provided that the Executive Council may not resolve to disqualify a Member under this Article 7(d) unless:

(i)                 the Member has been given at least twenty-one days’ notice in writing of the meeting of the Executive Council at which the resolution will be proposed and the reasons why it will be proposed; and

(ii)               the Member or, at the option of the Member, the Member’s representative (who need not be a Member of the Society) has been allowed to make representations to the meeting.

8.                  An Institutional Member may, by resolution of its directors or other governing body, authorise such person as it thinks fit to act as its representative at any meeting of the Society to which it is entitled to attend. Any director or the secretary of a company which is an Institutional Member shall be deemed to be a duly authorised representative of that Institutional Member for all purposes. An Institutional Member is deemed for the purposes of these Articles to be present in person at any meeting of the Society if its representative is present at that meeting. Unless the terms and conditions of membership otherwise provide, any such representative is entitled to exercise the same powers on behalf of the Institutional Member which s/he represents as that Institutional Member could exercise if it were a Regular Member and the signature by any such person of any form of proxy, written resolution, consent, notice or any other document is deemed to be the signature of the relevant Institutional Member.

GENERAL MEETINGS

9.                  The Society shall hold a general meeting in every calendar year as its annual general meeting (an "Annual General Meeting") at such time and place and in such manner as may be determined by the Executive Council, and shall specify the meeting as such in the notices calling it, provided that so long as the Society holds its first Annual General Meeting within eighteen (18) months after its incorporation it need not hold it in the calendar year of its incorporation or in the following calendar year.

10.              The Secretary shall, on an order of the Executive Council or at the written request (or by electronic communication to an address for the time being specified by the Company) of not less than one tenth of the Members, convene a general meeting.  Such order or request indicating the nature of the business to be transacted shall be laid before the chairperson, who shall authorise the holding of a general meeting within twenty eight (28) days of the receipt of such order or request. “Address”, in relation to electronic communications, includes any number or address used for the purposes of such communications.

11.              There shall be given at least fourteen clear days' notice in writing of each Annual General Meeting and any other general meeting (exclusive in every case both of the day on which such notice is served or deemed to be served and of the day for which it is given), but a general meeting may be called by shorter notice if it is so agreed by a majority in number of Members having a right to attend and vote, being a majority together holding not less than 90% of the total voting rights at the meeting of all the Members.

The notice shall specify the time and place of the meeting and the general nature of the business to be transacted and, in the case of an Annual General Meeting, shall specify the meeting as such.  The notice shall be given to all the Members and to the Auditors (if any).

12.              The accidental omission to give notice of a meeting to, or the non‑receipt of such notice by, any person entitled to receive notice thereof shall not invalidate any resolution passed, or proceedings had, at any meeting.

PROCEEDINGS AT GENERAL MEETINGS

13.              No business shall be transacted at any general meeting unless a quorum is present when the meeting proceeds to business. Save as herein otherwise provided, two Members or one‑tenth of all of the Members, whichever shall be the greater, present in person or by proxy shall be a quorum.

14.              No resolution may be passed at any general meeting on a subject which is not contained in the notice distributed under Clause 11. Nothing in this article shall affect Members’ right to require a General Meeting to be held under clause 10.

15.              The President, or in his/her absence one of the Executive Vice Presidents as nominated by the President, shall preside as chairperson of the meeting, but if neither the President nor any such Executive Vice President is present within 15 minutes after the time appointed for holding the meeting and willing to act, the members of the Executive Council present shall elect one of their number to be chairperson. If there is only one member of the Executive Council present and willing to act, s/he shall be chairperson.

16.              Provided that the notice of the general meeting explicitly permits remote attendance, any Member or proxy for a Member may participate in a general meeting by means of conference telephone or similar communications equipment which enables all persons participating in the meeting to hear and speak to each other throughout the meeting. A person participating in this way is deemed to be present in person at the meeting, may be counted in the quorum and is entitled to vote. Subject to the Act, all business transacted in this way by the Members is for the purposes of these Articles deemed to be validly and effectively transacted at a general meeting. The meeting is deemed to take place where the largest group of those participating is assembled or, if there is no such group, where the chairperson of the meeting then is.

17.              Except as these Articles, the Act or other applicable law otherwise provides, decisions of a general meeting shall be taken by a simple majority of Members present in person or by proxy and entitled to vote.

18.              At any general meeting a resolution put to the vote of the meeting shall be decided on a show of hands by Members present in person or by proxy and entitled to vote and, unless a poll is, before or upon the declaration of the result by the show of hands, demanded by the chairperson of the meeting or by (a) at least five Members; or (b) no less than one-tenth of the Members entitled to vote and present in person or by proxy, a declaration by the chairperson of the meeting that a resolution has been carried, or carried unanimously or by a particular majority, or lost, or not carried by a particular majority, and an entry to that effect in the minute book of the Society shall be conclusive evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against that resolution.  The demand for a poll may be withdrawn.

19.              Subject to the provisions of Article 18, if a poll be demanded in the manner aforesaid, it shall be taken at such time and place, and in such manner, as the chairperson of the meeting shall direct, and the result of the poll shall be deemed to be the resolution of the meeting at which the poll was demanded.

20.              No poll shall be demanded on the election of a chairperson of a meeting, or on any question of adjournment.

21.              The demand for a poll shall not prevent the continuance of a meeting for the transaction of any business other than the question on which a poll has been demanded.

22.              The chairperson of the meeting may vote on all matters.

23.              The minutes of each general meeting shall be drawn up by the Secretary and be approved and signed by the chairperson of the meeting, or the chairperson of the next meeting.

VOTES OF MEMBERS

24.              Every Member who is a natural person shall be entitled to attend general meetings and cast one vote. Institutional Members shall be entitled to attend general meetings through a duly authorised representative, and cast one vote through such representative.

25.              Every Member may appoint a proxy to vote in their place at general meetings.  The appointment of a proxy and any authority under which it is executed or a copy of such authority certified notarially or in some other way approved in advance by the Executive Council must be received at an address specified for that purpose in the notice convening the meeting not less than 48 hours before the time for holding the meeting or adjourned meeting at which the person named in the instrument proposes to vote, and an appointment of proxy which is not so received shall be invalid. “Address” in this Article includes email address.

26.              An instrument appointing a proxy shall be in writing in any usual form or in any other form which the Council Members may approve and shall be executed by or on behalf of the appointor. Such instrument shall also contain a statement informing the Member of his or her right to appoint a proxy to exercise any or all of that Member’s rights to attend and to speak and vote at a general meeting of the Society.

27.              No person may act as a proxy for more than five Members of the Society.

EXECUTIVE COUNCIL

28.              The board of directors of the Society shall be called its Executive Council, and the directors shall be called Council Members. All Council Members must be Members of the Society.

29.              The Executive Council shall consist of a President, two Executive Vice Presidents, a Secretary, a Treasurer and not less than five (5) but not more than seventeen (17) other Council Members. The positions of Secretary and Treasurer may be filled by more than one person concurrently. Every effort should be made to ensure diversity of the Executive Council and the equitable representation of different groups on it. If for any reason the total number of Council Members falls below ten (10), the remaining Council Members shall have the power to appoint the new Council Members, and the term of such new Council Members shall expire at the first annual general meeting following such appointment, at which time the new Council Members will be eligible for re-election for one further consecutive term.

30.              The term of a Council Member, including the President, Executive Vice Presidents, Secretary and Treasurer, runs from the date of the annual general meeting at which s/he is elected until the date of the third annual general meeting thereafter.

31.              If the office of the President, Executive Vice President, the Secretary or the Treasurer becomes vacant before their term would normally have expired, the remaining Executive Council shall have the power to appoint one of its Members to the vacant position, and the term of such new position shall expire at the first annual general meeting following such appointment.

32.              (a)        Except as otherwise provided in clause 32(b) below, no Member may serve on the Executive Council for more than two consecutive terms. There is no limit on the number of non-consecutive terms that a Member may serve.

(b)       Whenever a Member of the Executive Council changes their status – for example, by moving from an ordinary Council Member to the position of Treasurer, or vice versa – they may serve two consecutive terms in the new position. However, in no circumstances will any Member serve on the Executive Council for more than four consecutive terms.

DISQUALIFICATION OF COUNCIL MEMBERS

33.              The office of a Council Member shall be vacated or removed:

(a)                if s/he ceases to be a director by virtue of any provision of the Act or if s/he becomes prohibited by law (including without limitation by virtue of the Charities Act or the Companies Directors Disqualification Act 1986) from being a director;

(b)               if s/he ceases to be a Member of the Society;

(c)                if s/he becomes of unsound mind;

(d)               if, in the opinion of two-thirds of the Executive Council, s/he acted in a manner contrary to the interests and success of the Society;

(e)                if by notice in writing to the Executive Council s/he resigns his or her office; or

(f)                if s/he becomes prohibited from holding office by reason of any court order made under the Act.

34.              Unless the Executive Council resolves otherwise, any Council Member who shall, without sufficient reason, absent himself or herself from three consecutive meetings of the Executive Council, will be understood to have resigned his or her position as Council Member, and the remaining Council Members shall be entitled to appoint another Council Member in his or her place, or the remaining Council Members may, if they think fit, re-appoint the Council Member who is deemed to have resigned under this Article.

POWERS OF THE EXECUTIVE COUNCIL

35.              Subject to the provisions of the Act, the Memorandum and these Articles and to any direction given by special resolution, the business of the Society shall be managed by the Council Members who may exercise all powers of the Society. No alteration of the Memorandum or these Articles and no such direction shall invalidate any prior act of the Council Members which would have been valid if that alteration had not been made or that direction had not been given. The powers given by this Article shall not limit any special power given to the Council Members by other Articles and a meeting of the Executive Council at which a quorum was present may exercise all powers exercisable by the Council Members.

36.              The Executive Council may act notwithstanding any vacancy in its body.

37.              If the Executive Council shall at any time be or be reduced in number to less than the number prescribed by these Articles, it shall be lawful for them to act as the Executive Council for the purpose of admitting persons to membership of the Society, filling up vacancies in their body, or summoning a general meeting, but not for any other purpose.

PROCEEDINGS OF THE EXECUTIVE COUNCIL

38.              The Executive Council may meet together for the dispatch of business, adjourn and otherwise regulate their meetings as they think fit, provided that at least one such meeting shall be held in each year.

39.              The President or an Executive Vice President may, and the Secretary at the request of the President or an Executive Vice President shall, call a meeting of the Executive Council. In addition, the Secretary shall call a meeting of the Executive Council on the request of not less than four (4) Council Members.

40.              Decision of the Executive Council shall be taken by a majority of Council Members present and voting.

41.              One half of the membership of the Executive Council shall be a quorum.

42.              Council Members shall be given at least 14 days notice of each meeting of the Executive Council.

43.              The President, or in his/her absence one of the Executive Vice Presidents as nominated by the President, shall preside as chairperson of meetings of the Executive Council, but if at any meeting the chairperson is not present within five minutes after the time appointed for holding the meeting or is not willing to preside, the Council Members present shall choose one of their number to be chairperson of the meeting. In the case of an equality of votes at any meeting the chairperson shall be entitled to a second or casting vote.

44.              A person may participate in a meeting of the Council Members or of any sub-committee thereof by means of:

(a)                conference telephone or similar communications equipment which enables all persons participating in the meeting to hear and speak to each other throughout the meeting; or

(b)               other electronic communication provided that throughout the meeting all persons participating in the meeting are able to communicate interactively and simultaneously with all other parties participating in the meeting notwithstanding accidental disconnection of the means of electronic communication during the meeting.

A person participating in the ways described in (a) or (b) above is deemed to be present in person at the meeting, may be counted in the quorum and is entitled to vote. Subject to the Act, all business transacted in the above ways by the Executive Council or a sub-committee of Council Members is for the purposes of these Articles deemed to be validly and effectively transacted, even though fewer than two Council Members are physically present at the same place. The meeting is deemed to take place where the largest group of those participating is assembled or, if there is no such group, where the chairperson of the meeting then is.

45.              The Executive Council may delegate any of their powers to any sub‑committee consisting of such of their number and such other persons as they think fit.

46.              Any sub‑committee formed pursuant to Article 45 shall, in the exercise of the powers delegated to it, conform to any regulations imposed on it by the Executive Council.  The resolution making the delegation shall specify the financial limits within which any sub‑committee shall function. The meetings and proceedings of any such sub‑committee shall be governed by the provisions of these Articles for regulating the meetings and proceedings of the Executive Council so far as applicable and so far as the same shall not be superseded by any regulations made by the Executive Council.  All acts and proceedings of such sub‑committees shall be reported in due course to the Executive Council.

47.              All acts bona fide done by any meeting of the Executive Council or of any sub‑committee, or by any person acting as a Council Member, shall, notwithstanding it be afterwards discovered that there was some defect in the appointment or continuance in office of any such Council Member or person acting as aforesaid, or that they or any of them were disqualified, be as valid as if every such person had been duly appointed or had duly continued in office.

48.              The Secretary shall cause proper minutes to be made of all appointments of Council Members and of the proceedings of all meetings of the Society and of the Executive Council and of sub‑committees, and all business transacted at such meetings, and any such minutes of any meeting, if purporting to be approved by the chairperson of such meeting, or by the chairperson of the next succeeding meeting, shall be sufficient evidence without any further proof of the facts therein stated.

49.              A Council Member shall not vote on a matter upon which s/he is directly interested.

50.              A Council Member shall not be counted in the quorum present at a meeting in relation to a resolution on which s/he is not entitled to vote.

51.              A resolution in writing signed by all the Council Members or by all the members of any sub‑committee who are entitled to receive notice of a meeting of the Executive Council or of such sub‑committee shall be as valid and effectual as if it had been passed at a meeting of the Executive Council or of such sub‑committee duly convened and constituted.

COUNCIL MEMBERS’ INTERESTS

52.              Subject to the provisions of the Act, and provided that s/he has disclosed to the Council Members the nature and extent of any relevant interest of his, a Council Member notwithstanding his or her office:

(a)                may be a party to, or otherwise interested in, any transaction or arrangement with the Society or in which the Society is otherwise interested;

(b)               may be a director or other officer of, or employed by, or a party to any transaction or arrangement with, or otherwise interested in, any body corporate promoted by the Society or in which the Society is otherwise interested in; and

(c)                shall not, by reason of his or her office, be accountable to the Society or any benefit which s/he derives from any such transaction or arrangement or from any interest in any such body corporate and no such transaction or arrangement shall be liable to be avoided on the ground of any such interest or benefit. 

ELECTION OF EXECUTIVE COUNCIL

53.              There shall be a Nominating Committee to identify candidates for vacant positions in the Executive Council.

54.              The Nominating Committee shall have eleven members.  The President shall serve as the chair of the Nominating Committee. The Executive Council shall appoint five Council Members to serve on the Nominating Committee. The remaining five members of the Nominating Committee shall be chosen by an ordinary resolution of the Society in general meeting.

55.              At least 3 months prior to each Annual General Meeting, the Nominating Committee shall send a notice to all Members informing them of the vacant positions on the Executive Council which will be filled at the next Annual General Meeting, and requesting suggestions as to possible candidates. The Nominating Committee shall consider all suggestions from the Members in utmost good faith, but may suggest candidates not identified by the Members.

56.              The meetings and proceedings of the Nominating Committee shall be governed by the provisions of these Articles for regulating the meetings and proceedings of the Executive Council so far as applicable and so far as the same shall not be superseded by any regulations made by the Executive Council.

57.              The Nominating Committee shall prepare a list of nominated candidates for election to vacant positions on the Executive Council. It shall include  not less than one and not more than three candidates per vacant position, and shall make clear the position (President, Executive Vice President, Secretary, Treasurer or ordinary Council Member) for which each candidate is nominated. Provided they meet the conditions of eligibility, members of the Nominating Committee may themselves be nominated for any position. The list shall be made available to all Members at least 14 days prior to the Annual General Meeting.

58.              Elections will take place at the Annual General Meeting, according to procedures determined by the chairperson of the meeting. Every Member present in person or by proxy at the Annual General Meeting shall be entitled, in respect of each vacant position, to vote once for one of the candidates nominated by the Nominating Committee for that position, and the candidate who receives the most votes shall be elected. If a candidate is not elected for one position, that candidate may, provided the Nominating Committee has agreed in advance, be re-added to the list of nominated candidates to contest an alternative position. Each vacant position shall be voted on separately.

POWERS OF THE PRESIDENT AND EXECUTIVE VICE PRESIDENTS

59.              The President and each Executive Vice President shall perform such duties and enjoy such powers as shall be prescribed in the resolution of the Executive Council which appoints them subject to any modification in such duties or powers as may be prescribed by the Council Members thereafter, but in the absence of any specific allocation of duties it shall be the responsibility of the President and each of the Executive Vice Presidents to manage (subject to the terms of these Articles) the day to day affairs of the Society.

ACCOUNTS

60.              The Treasurer shall cause accounting records of the Society to be kept in accordance with the Act and the requirements of the Charities Act 1993 and any regulations made pursuant thereto (or as the same may be hereafter amended or altered).

61.              Accounting records shall be kept at the Office or, subject to the Act, at such other place or places as the Executive Council shall think fit and shall be open to the inspection of the Council Members.

62.              The Executive Council shall from time to time determine whether and to what extent and at what times and places and under what conditions or regulations the accounts and books of the Society or any of the them shall be open to the inspection of Members of the Society not being Council Members and no such Member shall have any right of inspecting any account or book or document of the Society except as conferred by statute or authorised by the Executive Council or by the Society in general meeting.

63.              At the general meeting in every year the Executive Council shall lay before the Society a proper income and expenditure account for the period since the last preceding account (or in the case of the first account since the incorporation of the Society made up to a date not more than seven months before such meeting) together with a proper balance sheet made up as at the same date.  Every such balance sheet shall be accompanied by proper reports of the Executive Council and if required the Auditors, and copies of such accounts, balance sheet and reports (all of which shall be framed in accordance with any statutory requirements for the time being in force) and of any other documents required by law to be annexed or attached thereto or to accompany the same shall not later than the end of the period for delivering accounts and reports, or if earlier, the date on which it actually delivers the accounts and reports under the Act, be sent to the Auditors (if any) and to all other persons entitled to receive notices of general meetings in the manner in which notices are hereinafter directed to be served.

ANNUAL REPORT

64.              The Council Members shall comply with their obligations under the Charities Act 1993 (or any statutory re‑enactment or modification of that Act) with regard to the preparation of an Annual Report and its transmission to the Commission.

ANNUAL RETURN

65.              The Council Members shall comply with their obligations under the Charities Act 1993 (or any statutory re‑enactment or modification of that Act) with regard to the preparation of an Annual Return and its transmission to the Commission.

NOTICES

66.              Any notice to be given to or by any person pursuant to the Articles (other than a notice calling a meeting of the Executive Council) shall be in writing or shall be given using electronic communication to an address for the time being notified for that purpose to the person giving the notice. Proof that a notice contained in an electronic communication was sent in accordance with the guidance issued by the Institute of Chartered Secretaries and Administrators shall be conclusive evidence that notice was given. A notice shall be deemed to be given at the expiration of 48 hours after the envelope containing it was posted or, in the case of a notice contained in an electronic communication, at the expiration of 48 hours after the time it was sent. In this article, “address”, in relation to electronic communications, includes any number or address used for the purposes of such communications.

INDEMNITY

67.              Subject to the provisions of the Act but without prejudice to any indemnity to which a Council Member may otherwise be entitled, every Council Member or auditor of the Society shall be indemnified out of the assets of the Society against any liability incurred by him or her in defending any proceedings, whether civil or criminal, in which judgment is given in his or her favour or in which s/he is acquitted or in connection with any application in which relief is granted to him or her by the court from liability for negligence default, breach of duty or breach of trust in relation to the affairs of the Society.

DIRECTOR INDEMNITY INSURANCE

68.              The Society may at its expense procure the provision of indemnity insurance to cover the liability of the Council Members of the Society which by virtue of any rule by law would otherwise attach to them in respect of any negligence, default, breach of trust or breach of duty of which they may be guilty in relation to the Society.

69.              Any such insurance shall not extend to:

(a)                any claim arising from any act or omission which the Council Members of the Society knew to be a breach of trust or breach of duty or which was committed by the Council Members of the Society in reckless disregard of whether it was a breach of trust or breach of duty or not; or

(b)               the costs of an unsuccessful defence to a criminal prosecution brought against the Council Members of the Society.

RULES

70.              The Executive Council may from time to time make such rules as it may deem necessary or expedient or convenient for the proper conduct and management of the Society and for the purposes of prescribing classes of and conditions of Membership, and in particular, but without prejudice to the generality of the foregoing, they may by such rules regulate:

(a)                the admission and classification of Members (including the admission of organisations to Membership) and the rights and privileges of such Members, and the conditions of membership and the terms on which Members may resign or have their membership terminated and the entrance fees, subscriptions and other fees or payments to be made by members;

(b)               the conduct of Members in relation to one another, and to the Society's employees (if any);

(c)                the setting aside of the whole or any part or parts of the Society's premises (if any) at any particular time or times or for any particular purpose or purposes;

(d)               the procedure at general meetings and meetings of the Executive Council and its sub-committees insofar as such procedure is not regulated by the Articles;

(e)                generally, all such matters as are commonly the subject matter of company rules.

71.              The Society in general meeting shall have power to alter, add to or repeal the rules and the Executive Council shall adopt such means as it thinks sufficient to bring to the notice of Members all such rules, which shall be binding on all Members, provided that no rule shall be inconsistent with, or shall affect or repeal anything contained in, the Memorandum of Association or the Articles.

DISSOLUTION

72.              Clause 8 of the Memorandum of Association relating to the winding up and dissolution of the Society shall have effect as if the provisions thereof were repeated in these Articles.

Names, addresses and descriptions of subscribers                 Signature of Subscriber

Andrew Timothy Fergusson Lang                                      Andrew Lang
105 Hewitt Rd

London N8 0BP

United Kingdom

Witness to the above signature
Name:	Giorgio Monti
Address:	Law Department London School of Economics Houghton Street London WC2A 2AE
Occupation:	Senior Lecturer

Colin Benjamin Picker                                                         Colin Picker
2109 West 119th Terrace

Leawood

Kansas 66209

USA

Witness to the above signature
Name:	Norma J. Karn
Address:	UMKC School of Law 500 E. 52nd Street Kansas City, Missouri 64110 United States of America
Occupation:	Administrative Assistant