Socialist Health Association Constitution

This document is as amended by the Special General Meeting in July 2021.

1. Name
The name of the Organisation is the Socialist Health Association Limited. To the extent permitted by law, the Organisation may be referred to as the Socialist Health Association.

2. Objects

The objects of the Organisation are:
a) To work for a Socialist, fully free, fully comprehensive, fully publicly funded, fully publicly provided, and fully publicly run national health and social care service of the highest standard, both preventative and curative, in the United Kingdom.
b) To provide means by which those concerned about health may assist in formulating Socialist health programmes and policies for the Labour Party.
c) To provide information and policy on health and social care issues to the public, the Labour Party, and public bodies within resource constraints and as agreed by Central Council.
d) To demonstrate the relationship between environmental conditions, poverty, inequality, access to transport, and ill health, and to work for improvements in economic, housing, transport, nutritional, industrial, and environmental conditions.
e) To promote and disseminate the principles of Socialism, that is, the common ownership of the means of production, distribution and exchange.
f) To assist in the election of Socialists to public bodies and positions within the Labour Party.
g) To establish relations with and offer mutual assistance to Socialists in other countries, including without limitation Socialist members of health and social care services.
h) To work for the extension of democracy into the health and social care service.
i) To work with other organisations insofar as is considered necessary or expedient in the achievement of the above objectives.
j) To do anything considered necessary to, expedient in or incidental to the achievement of the above objectives.

3. Membership

a) Membership is open to any person who accepts the objects of the Organisation , is not a member of a registered English, Welsh or Scottish political party other than the Labour Party or Cooperative Party, and has not previously been expelled under clause 4(b) (subject to clause 4(c) concerning readmission). The Directors and Central Council shall have no discretion as to whether to accept members who meet these criteria.

b) A person becomes a member by paying an annual subscription set by the Annual Meeting and completing an application form. The Annual Meeting may approve reduced subscriptions for people with low incomes, and the Treasurer may ask members to confirm they have a low income if they subscribe at this reduced rate.

c) A member’s subscription is due each year on the first of the month in which they joined the Organisation, with the Secretary to send a reminder to members at least one month before it is due. Only full paid up members from time to time are entitled to vote in ballots of members and at meetings of the Organisation or its bodies. Membership ceases with immediate effect if subscriptions are not paid within four weeks after the due date.

d) The Organisation is owned by its fully paid up members from time to time in equal shares. Membership and any share of ownership in the Organisation are non-transferrable.

e) The Socialist Health Association is a grassroots-led organisation. Members of Parliament, members of devolved parliaments and assemblies, paid officers of the Labour Party or any Socialist Society affiliated to it, and paid advisers to any member of parliament or member of a devolved parliament or assembly, are eligible to be members of the Socialist Health Association. However, such members shall not be eligible for election to any office of the Organisation, including without limitation directors, Central Council, or branch officers, except as delegates appointed by the Central Council under clause 5(d). A director, Central Council member, or branch officer who becomes a Member of Parliament, member of a devolved parliament or assembly, paid officer of the Labour Party or any Socialist Society affiliated to it, or paid adviser to any member of parliament or member of a devolved parliament or assembly, shall be taken to have resigned any office they hold in the Organisation except membership.

4. Termination of Membership
a) A member’s membership will only terminate if:
(i) The member resigns in writing to the Directors;
(ii) The member’s subscription is four weeks in arrears; or
(iii) The member is expelled pursuant to clause 4(b) below; or
(iv) The member dies.
No member shall be taken to ‘self-exclude’ from the Organisation by any other means.
b) A member may only be suspended or expelled, or removed from a position within the Organisation other than through fresh elections at the Annual Meeting, pursuant to the following process.
(i) A person (whether or not a member) may complain that a member has breached the Constitution or brought the Organisation into disrepute.
(ii) Where practicable, efforts shall be made to resolve the dispute informally while the formal process is undertaken. Where the complainant withdraws the complaint, the dispute will be considered resolved.
(iii) Within 28 days of the complaint being lodged, an investigation shall be undertaken:
(1) Where the allegation concerns financial wrongdoing – by the Treasurer;
(2) In any other case – by one of the Vice Chairs selected by the Directors, with the advice and assistance of the Secretary; or
(3) Where the relevant investigator has a conflict of interest which would lead a reasonable person to think they may not bring a fair mind to the investigation – by another person appointed by the Directors.
(iv) Within 56 days of the complaint, the investigator shall provide a report to a Disciplinary Panel, which shall be composed of three persons appointed by a 2/3 majority of Central Council, who need not be members of the Organisation. If the investigator’s report finds the allegations credible, the Disciplinary Panel may resolve by a unanimous vote to accept the report and find the allegations proved, and resolve to warn, suspend or expel the accused member or remove them from their position.
(v) The accused member may appeal to an Appeals Panel, which shall be composed of five persons appointed by a 2/3 majority of the Central Council, none of whom may be members of the Organisation. The Appeals Panel shall make its decision by majority vote and may uphold the Disciplinary Panel’s finding, alter the finding, or remit the decision to be re-made by the Disciplinary Panel subject to the Appeals Panel’s guidance.
(vi) The investigator, Disciplinary Panel and Appeals Panel shall accord the accused member natural justice, including the provision of an investigator and Disciplinary and Appeals Panels which do not give rise to any reasonable apprehension of bias, the right to be heard, the right to know the allegations against them and the identity of the complainant from the moment the investigation commences, the right to adduce evidence, and the right to be supported by the support person of their choice or (if they so request) a support person appointed for them by the Central Council. Unless the accused member chooses to waive confidentiality, all proceedings under this clause shall be confidential.
(vii) A failure to comply with the time limits in this clause 4(b) shall not invalidate any action taken under this clause.
c) The Central Council may by a 2/3 majority resolve to readmit a member who has previously been expelled.
d) Members’ motions of censure shall not be subject to clause 4(b), but the member shall be given at least two weeks’ notice of censure and the right to defend themselves at the relevant meeting.

5. Affiliation

a) The Central Council may affiliate the Organisation or its units to other organisations, or affiliate other organisations to the Organisation or its units, on such terms and for such fee as it sees fit, and may similarly revoke or vary the terms of such affiliation.
b) The Central Council may collaborate with other organisations that accord with the principles and values of the Organisation on such terms as it sees fit.
c) An organisation that is affiliated to the Organisation may appoint one member of Central Council who shall have the same voting rights as any other member of Central Council; an organisation that is affiliated at a Nation or Branch level may appoint a representative at that level, who shall have the same voting rights as any other member of the Nation or Branch.
d) Where the Organisation is entitled to appoint delegates to any organisation to which it is affiliated, these delegates are appointed by Central Council, except:
i) the Organisation’s delegates to Welsh or Scottish Labour Conference, who shall be elected at a meeting of the relevant Nation using the multiple non-transferrable vote plurality-at-large bloc voting system on a one member one vote basis, in which each voting member is permitted to cast votes for as many candidates as there are positions vacant, and positions shall be filled by the candidates with the most votes. This system shall not for the avoidance of doubt include any element of proportional representation or transferrable or preferential votes.

6. The Annual Meeting
a) The Annual Meeting is the supreme governing body of the Organisation. Every fully paid up member who is a member for eight weeks prior to the Annual Meeting shall be entitled to vote and stand for positions elected prior to or at the Annual Meeting on a one member one vote basis.
b) The Annual Meeting shall take place in February each year barring extraordinary circumstances. The Annual Meeting shall be called by the Directors or a petition of members including 10% of the fully paid up members on four weeks’ notice to members, and shall take place by Zoom or on a similar electronic platform. Where practicable, eligible members may be given the option to attend the meeting via hybrid or physical means, provided all eligible members are given the opportunity to attend the meeting electronically.
c) It shall be open to any member, Branch, Nation, Region, or affiliated organisation to move a resolution or at the Annual Meeting (those moved or made by members require seconding by another member), provided that these be received by the Secretary not less than two weeks before the Annual Meeting.
d) The Annual Meeting shall determine the policy of the Organisation.
e) Where a position is to be elected under this clause 6(e), the election shall be conducted as follows.
(i) Four weeks prior to the Annual Meeting, in the notice of the Annual Meeting, members will be invited to stand for positions elected at the Annual Meeting. Nominations shall close three weeks prior to the Annual Meeting.
(ii) In the notice of the Annual Meeting, nominees will be invited to submit a 300 word election address and photo which will be distributed to all members if they wish. Branches are encouraged to organise hustings to which all candidates to a particular position must be invited and be given equal access to members.
(iii) Elections prior to the Annual Meeting shall be conducted by secret electronic ballot of all fully paid up members, whether or not present at the Annual Meeting. When elections are for a single position on an individual basis, such as Chair, Secretary, Treasurer, each Vice-Chair, and each Auditor, they shall be conducted using the first past the post system on a one member one vote basis. Where elections are for multiple positions, such as all-member Central Council members, they shall be conducted using the multiple non-transferrable vote plurality-at-large bloc voting system on a one member one vote basis, in which each voting member is permitted to cast votes for as many candidates as there are positions vacant, and positions shall be filled by the candidates with the most votes. This system shall not for the avoidance of doubt include any element of proportional representation or transferrable or preferential votes. Voting in the election shall be open for at two weeks, concluding on the day before the Annual Meeting.
(iv) The Returning Officer shall be a person appointed by the Central Council who is not standing in the elections.
v) The Returning Officer shall declare the results within three days after the ballot closes, and those elected shall take office on that day.
vi) A candidate or candidates may appoint a person as a scrutineer, who shall be permitted to confirm that nominations were validly received and votes were validly tabulated by reference to any output of the electronic ballot software; provided however that no scrutineer shall be permitted to observe how individual voters voted.

7. The Directors
a) The directors shall be elected on an individual basis using the system set out in clause 6(e). The directors shall be the following officers of the Association: a Chair, a Secretary, a Treasurer, and four Vice Chairs. At least half of the directors (rounding down) shall identify as female or other than male.
b) The directors shall collectively manage the affairs of the Organisation and its compliance with all laws and regulations, in accordance with the decisions of the Central Council and Annual Meeting. In particular, the Chair shall chair meetings of the directors, Central Council, and the Annual Meeting; the Secretary shall maintain a list of members and ensure the constitution is upheld; and the Treasurer shall collect all money due to the Organisation and be the custodian thereof. The Central Council may allocate particular responsibilities to particular directors from time to time.
c) Where one of the director positions is vacant, that position may be filled on an interim basis by a majority vote of the Central Council. Where there are six months remaining before the Annual Meeting, the Directors or a petition of members including 10% of the fully paid up members may call an Interim Electoral Meeting on four weeks’ notice to members, which shall take place by Zoom or on a similar electronic platform. The Interim Electoral Meeting shall elect a replacement for the director in accordance with the rules laid out in clause 6(e), provided that references to the Annual Meeting shall be understood as references to the Interim Electoral Meeting.
d) Any director may be removed by a 2/3 vote of the Central Council, provided four weeks’ notice has been given by the mover.
e) Meetings of the directors shall be called by the Secretary or by petition of five directors (or all the directors, if there are fewer than five), in each case on two weeks’ notice. Meetings shall take place by Zoom or on a similar electronic platform. The quorum for the meeting shall be five (or all the directors, if there are fewer than five). Decisions shall be taken by a majority vote of those present.
f) Directors may conduct business by email circular provided such circulars are approved by each director.

8. The Central Council
a) The Central Council shall include:
(i) The seven directors, elected on an individual basis using the system set out in clause 6(e);
(ii) Representatives of affiliated organisations, appointed under clause 5(c);
(iii) National and branch representations, elected by the nations and branches;
(iv) Fifteen all-member representatives, elected using the plurality-at-large bloc voting system set out in clause 6(e). At least half of the all-member representatives (rounding down) shall identify as female or other than male.
(b) The Central Council shall execute the decisions made at the Annual Meeting, administer the affairs and property of the Organisation, organise all-UK campaigns, and lobby Westminster politicians.
(c) The Central Council shall have the power to:
(i) Establish, vary the terms of reference of, or abolish Policy Groups or subcommittees, and appoint and dismiss Policy Group Officers and members of subcommittees;
(ii) Establish, vary the terms of reference of, or abolish functional officer positions, and appoint and dismiss functional officers (including, without limitation, a Membership Secretary or a Political Education Officer);
(iii) Approve expenditure of the Organisation, provided that no remuneration may be paid to any member of the Organisation except as reimbursement of expenses incurred on behalf of the Organisation or as payment for services not exceeding market rate where the person is an employee or contractor of the Organisation, and any transactions entered into in breach of this clause shall be beyond the capacity of the Organisation; and
(iv) Approve public statements and reports of the Organisation.
d) Meetings of the Central Council shall ordinarily be held quarterly, and shall be called by the Secretary, the Directors or by petition of 50% of Central Council members or ten Central Council members (whichever is greater), in each case on two weeks’ notice. Meetings shall take place by Zoom or on a similar electronic platform. The quorum for the Central Council shall be 40% of the current membership of the Central Council. Decisions shall be taken by a majority vote of those present.
e) Any member of the Association may attend Central Council meetings. Such member may join in the discussion at the discretion of the Chair, but has no vote.
f) The communications of the Organisation shall be governed as follows.
i) Any communication on behalf of the Organisation made through any channel should be consistent with the policies of the Organisation.
ii) The directors may make statements on behalf of the Organisation in relation to policy.
iii) Branch or nation officers may make statements on behalf of their branch or nation in relation to policy.
iv) Other members should not purport to make statements on behalf of the Organisation, the nations or the branches.
g) The Central Council may adopt standing orders to regulate its own procedure and the procedure of Annual Meetings, subject to the provisions of this Constitution.
h) A person may only be a member of Central Council in one capacity. A member who is elected or appointed to Central Council in a different capacity shall be taken to resign their previous position as director or delegate.
i) Any legal advice obtained with the Organisation’s funds shall be made available to all members of Central Council.
j) Central Council may conduct business by written resolution, provided that the written resolution is approved by the majority of Central Council members.

9. Nations and Branches
a) The Nations of the Organisation are the Nation of Scotland and the Nation of Wales.
b) The Central Council may from time to time create, vary the boundaries of, and abolish English branches of the Organisation, provided that branches shall have objectively ascertainable boundaries which correspond to one or more Westminster constituencies as defined by the Electoral Commission from time to time, and that at least 15 members of the Organisation live within such boundaries.
(c) Nations and Branches are composed of members ordinarily resident in the geographical area that defines that Nation or Branch, except for the Miscellaneous Branch, which shall include all members not ordinarily resident in any Nation or Branch.
(d) The Nation or Branch’s Annual Meeting is the supreme governing body of the Nation or Branch. Every fully paid up member of the Nation or Branch who has been a member for eight weeks prior to the Annual Meeting shall be entitled to vote at and stand for positions elected prior to or at the Annual Meeting on a one member one vote basis.
e) Except for the Nation of Wales and the Nation of Scotland, the Nation or Branch’s Annual Meeting shall take place in November each year barring extraordinary circumstances. The Nation or Branch’s Annual Meeting shall be called by the Directors or the Secretary of the Nation or Branch or a petition of 50% of fully paid up members of the branch on four weeks’ notice to members of the Nation or Branch, and shall take place by Zoom or on a similar electronic platform. Where practicable, eligible members may be given the option to attend the meeting via hybrid or physical means, provided all eligible members are given the opportunity to attend the meeting electronically.
f) The Nation of Wales’ and the Nation of Scotland’s Annual Meetings shall take place in October each year barring extraordinary circumstances, except where the Chair, Vice-Chair and Secretary of the Nation determine otherwise in light of the timetable for Welsh or Scottish Labour Conference. The Nation’s Annual Meeting shall be called by the Directors or the Secretary of the Nation or a petition of 50% of fully paid up members of the branch on four weeks’ notice to members of the Nation, and shall take place by Zoom or on a similar electronic platform. Where practicable, eligible members may be given the option to attend the meeting via hybrid or physical means, provided all eligible members are given the opportunity to attend the meeting electronically.
g) It shall be open to any Nation or Branch member or affiliated organisation to move a resolution or at the Nation or Branch’s Annual Meeting (those moved or made by members require seconding by another member), provided that these be received by the Nation or Branch’s Secretary not less than two weeks before the Nation or Branch’s Annual Meeting.
h) The Nation or Branch’s Annual Meeting shall determine the policy of the Nation or Branch, provided it is not inconsistent with this Constitution or the policy of the Organisation.
i) Each Nation or Branch shall be entitled to delegates to Central Council under the following formula:
i) Each Nation or Branch shall be entitled to one delegate for every 100 fully paid up members or part thereof that the Nation or Branch has on the day that is eight weeks prior to its Annual Meeting.
ii) At least half of each Nation or Branch’s representatives (rounding down) shall identify as female or other than male.
iii) Nation or Branch delegates take office at the following Annual Meeting.
j) Each Nation or Branch shall elect a Chair, Vice-Chair, Secretary, Treasurer, and Nation or Branch representatives, and any other functional officers the Nation or Branch may choose to appoint from time to time. Elections shall be conducted as follows.
i) Four weeks prior to the Nation or Branch Annual Meeting, in the notice of the Nation or Branch Annual Meeting, members will be invited to stand for positions elected at the Nation or Branch Annual Meeting. Nominations shall close three weeks prior to the Nation or Branch Annual Meeting.
ii) In the notice of the Nation or Branch Annual Meeting, nominees will be invited to submit an election address of up to 300 words and photo which will be distributed to all members if they wish. Nations and Branches are encouraged to organise hustings to which all candidates to a particular position must be invited and be given equal access to members.
iii) Elections for Nation or Branch officers prior to the Annual Meeting shall be conducted by secret electronic ballot of all fully paid up members of the Nation or Branch, whether or not present at the annual meeting, using the first past the post system on a one member one vote basis. Where elections are for multiple positions, such as Nation or Branch Central Council members, they shall be conducted using the multiple non-transferrable vote plurality-at-large bloc voting system on a one member one vote basis, in which each voting member is permitted to cast votes for as many candidates as there are positions vacant, and positions shall be filled by the candidates with the most votes. This system shall not for the avoidance of doubt include any element of proportional representation or transferrable or preferential votes. Voting in the election shall be open for one week, concluding on the day before the Nation or Branch Annual Meeting.
iv) The Returning Officer shall be a person appointed by the Central Council who is not standing in the elections.
v) The Returning Officer shall declare the results within three days after the ballot closes, and those elected shall take office on that day.
vi) A candidate or candidates may appoint a person as a scrutineer, who shall be permitted to confirm that nominations were validly received and votes were validly tabulated by reference to any output of the electronic ballot software; provided however that no scrutineer shall be permitted to observe how individual voters voted.
k) The Nation or Branch Chair, Vice-Chair and Secretary shall execute the decisions made at the Nation or Branch Annual Meeting, administer the affairs and property of the branch, organise campaigns within the Nation or Branch, and lobby politicians in devolved governments and councils within the Nation or Branch. In particular, the Chair shall chair meetings of the Nation or Branch and the Secretary shall maintain a list of members of the Nation or Branch.
l) Each Nation or Branch shall meet at least four times a year. Nation or Branch meetings shall be called by the Nation or Branch Secretary. Such meetings shall require seven days’ notice, and may take place in person or by Zoom or on a similar electronic platform. Should a Nation or Branch fail to hold these meetings, the validity decisions made at its meetings shall not be jeopardised. However, the Central Council may call meetings for the Nation or Branch instead, until the Nation or Branch has had four general meetings in the calendar year. At such meetings the Chair or one of the Directors of the Organisation may take the chair if the Chair and Vice Chair of the Nation or Branch is unable or unwilling to do so.
m) For the avoidance of doubt, members of a Nation or Branch may meet on an informal basis to plan events, campaigns and activities. However, the business of the Nation or Branch shall be conducted at a meeting called in accordance with clause 9(l), and the events, campaigns and activities carried out in the name of the Nation or Branch approved at such meetings.
n) The membership list of the Nation or Branch shall be provided to the Nation or Branch officers at the constitution of the Nation or Branch and shall be updated quarterly and provided any time at their request.
o) The Nation or Branch Annual Meeting may adopt standing orders to regulate its own procedure and the procedure of its Annual Meetings, subject to the provisions of this Constitution.
p) To enhance funding of policy and campaigning issues, and encourage recruitment of new members, a Nation or Branch may fundraise within its membership and wider community including through organising seminars and other events.

10. Finance

a) The Treasurer shall collect all money due to the Organisation and shall be the custodian thereof.
b) All cheques on or transfers or withdrawals made from the Organisation’s banking account shall be signed by two of the Chair, Treasurer and Secretary.
c) The funds of the Organisation shall be paid into bank accounts in the name of the Organisation.
d) The Organisation’s financial year shall be determined by Central Council on the advice of the Treasurer.
e) All expenditure on behalf of the Organisation (except expenditure by a Nation or Branch from a bank account in the name of that Nation or Branch) must be approved by the directors and reported to Central Council at its next meeting or approved by Central Council.
f) No member of the Organisation or other person shall be paid any salary, allowance, dividend, or other distribution, except as (i) reimbursement for reasonable expenses incurred on behalf of the Organisation with the prior or subsequent authorisation of the Central Council, or (ii) payment for services not exceeding a reasonable market rate where the person is an employee or contractor of the Organisation. Any transactions entered into in breach of this clause shall be beyond the capacity of the Organisation.
g) The Central Council may budget and grant funds to any Nation or Branch of the Organisation to be managed by the officers of that Nation or Branch in a bank account in the name of that Nation or Branch. The proportion of funds granted to each Nation or Branch shall be allocated bearing in mind the different needs of Nations and Branches, in particular the financial needs of Nations to campaign on devolved issues and pay affiliation fees to Welsh and Scottish Labour Conference. Expenditure from this bank account must be approved by the officers acting unanimously and reported to the next Nation or Branch meeting and Central Council at its next meeting, or by the relevant Nation or Branch’s meeting.
h) Central Council may from time to time agree the Financial Instructions that will determine the arrangements for the financial management of the Organisation. All expenses on behalf of the Organisation must be authorised in accordance with this Constitution and as set out in the Financial Instructions. The Treasurer will ensure that the Financial Instructions are complied with and report any irregularity to Central Council.
i) Every member shall declare any conflict of interest at any meeting they attend which considers a transaction in which they have a conflict of interest, and shall not be eligible to vote at that meeting.
j) The Organisation shall never contract with or make any transfer of assets to any spouse, partner, child, parent, or close friend of a current director, Central Council delegate, or officer of a Nation or Branch, except on reasonable market rate terms with the special approval by a 2/3 majority vote of Central Council.

11. Auditors
a) The previous year’s accounts of the Association shall be audited each year.
b) The named Treasurer shall produce for inspection by the Auditors all books and papers necessary for the complete examination of the accounts.
c) Two auditors shall be elected on an individual basis under clause 6(e), provided that candidates for the position of auditor comply with any requirements laid down by law.
d) The Auditors shall make a report to the Annual Meeting and give their opinion as to the accounts. The Annual Meeting may approve the accounts.
e) Notwithstanding the other requirements of this clause, the Organisation may comply with any applicable legal requirements for its accounts. In particular, the Treasurer may recommend to the AGM that accredited accountants be appointed to complete our annual accounts in line with legal requirements and submit them to the Directors for approval.

12. Procedure at the Meetings of the Organisation, Nation or Branch
a) The Chair shall be taken by the Chair, or one of the Directors or failing these, by a member elected by the meeting. The Chair shall on any question have a casting vote in addition to the vote to which s/he is otherwise entitled.
b) All fully paid up members in attendance shall be entitled to a vote at Annual Meetings and Special General Meetings of the association. Voting shall normally be electronic unless a majority of members present agree to vote by show of hands.
c) Meetings other than the Annual Meeting of the Organisation, Nation or Branch may be called by the Secretary of the Organisation, Nation or Branch or a petition of members. The petition of members shall require the signatures of thirty five fully paid up members (in the case of the Organisation) or the greater of ten fully paid up members or 30% of fully paid up members ordinarily resident in the relevant geographic area (in the case of a Nation or Branch). Such meetings shall require seven days’ notice, and may take place in person or by Zoom or on a similar electronic platform.

13. Special General Meetings

A Special General Meeting may be called by the Directors, seven nations and branches, or a petition of members including 10% of the fully paid up members on four weeks’ notice to members, and shall take place by Zoom or on a similar electronic platform. The Special General Meeting may consider such motions as are contained in the notice of meeting.

14. Dissolution
In the event that the Organisation decides to dissolve itself the assets of the Organisation shall be passed to any organisation whose objects are consistent with the objects listed above, or if no such organisation exists, the Red Cross.

15. Alteration to Constitution
The Annual Meeting or Special General Meeting may amend this constitution, dissolve the Organisation, or vary its form as a company limited by guarantee by a 2/3 majority vote of members present, with at least 50 fully paid up members or (if there are fewer than 400 fully paid up members) 50% of the fully paid up membership in attendance, after at least four weeks’ notice of the motion has been given.

16. Participation in Labour Party Ballots
a) In any contest for the Leadership or Deputy Leadership of the UK Labour Party, the Organisation’s nomination shall be decided by a secret electronic ballot of all fully paid up members who have been members for six months. Subject to the deadline for nominations being complied with, voting in the election shall be open for at two weeks. The Returning Officer shall be a person appointed by the Central Council who is not standing in the elections.
b) In any contest for the Leadership or Deputy Leadership of the Welsh or Scottish Labour Party, the relevant Nation’s nomination shall be decided by a secret electronic ballot of all fully paid up members who have been members for six months and are ordinarily resident in Wales or Scotland. Subject to the deadline for nominations being complied with, voting in the election shall be open for at two weeks. The Returning Officer shall be a person appointed by the Central Council who is not standing in the elections.
c) A Nation or Branch may choose to hold a ballot to endorse a candidate for a position to be elected by voters living within the area which the Nation or Branch geographically covers, including MPs, local councillors, and other elected officials. The endorsement shall be decided by a secret electronic ballot of all fully paid up members who have been members for six months and are ordinarily resident in the Nation or Branch. Subject to the deadline for nominations being complied with, voting in the election shall be open for at two weeks. The Returning Officer shall be a person appointed by the Branch officers who is not standing in the election.
d) In any contest apart from those set out in clause 16(a) or (b), or where a ballot has been held in accordance with clause 16(c), the Central Council may endorse a candidate for any position.

17. Miscellaneous Provisions
a) The liability of each member is limited to £1, being the amount that each member undertakes to contribute to the assets of the company in the event of its being wound up while they are a member or within one year after they cease to be a member, for—
i) payment of the company’s debts and liabilities contracted before they cease to be a member,
ii) payment of the costs, charges and expenses of winding up, and
iii) adjustment of the rights of the contributories among themselves.
b)
i) Subject to this constitution, the directors may delegate any of the powers which are conferred on them under the articles—
1) to such person or committee;
2) by such means (including by power of attorney);
3) to such an extent;
4) in relation to such matters or territories; and
5) on such terms and conditions;
as they think fit.
(ii) If the directors so specify, any such delegation may authorise further delegation of the directors’ powers by any person to whom they are delegated.
(iii) The directors may revoke any delegation in whole or part, or alter its terms and conditions.
c) Unless otherwise specified in this Constitution, wherever any decision is to be taken by a body of the Organisation, the decision shall be taken by a majority of those present and voting, not including any abstentions. Wherever any decision is to be taken by 2/3 of a body of the Organisation, the decision shall be taken by 2/3 of those present and voting, not including any abstentions.
d) Notice of any meeting must include:
i) its proposed date and time;
ii) its agenda;
iii) where it is to take place; and
iv) if it is anticipated that people participating in the meeting will not be in the same place, how it is proposed that they should communicate with each other during the meeting. Such meetings shall be valid notwithstanding that they take place via electronic means provided attendees are reasonably capable of speaking and being heard.

18. Transitional Provisions
a) The Organisation is the successor to the unincorporated association known as the Socialist Health Association, and insofar as permitted by law succeeds to the rights, property and obligations of the unincorporated association known as the Socialist Health Association.
b) Prior to the first Annual Meeting, subject to clause 4(d):
i) The directors of the Organisation, including the functional officers, are:
ii) The Central Council members are:
c) At the date of this constitution, the branches are:
d) Prior to the first Annual Meeting of each Nation or Branch, subject to clause 4(d), the Nation and Branch officers are:

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