The MERG Charter
Issued: 2008 - amended 2018
The Group shall be known as the MODEL ELECTRONIC RAILWAY GROUP [MERG]
The Group exists to promote, maintain, and foster interest in the application of electronics, including computers, to Railway Modelling by:-
- Offering the assistance of the Group to members and railway modellers generally,
- Promoting fuller recognition of the benefits of electronics in the model railway press,
- Encouraging and supporting development of new electronic applications and techniques by members and where appropriate arranging publication or kit manufacture.
- Demonstrating electronic methods where invited and with the available Group support.
Membership of the Group shall be open to all those, 16 years of age and above, interested in electronic applications to railway modelling.
The Group shall provide for the exchange of knowledge, experience and ideas between members by providing contacts with those having similar interests, including formal meetings, provision of Internet communications and the encouragement of area groups.
Publications produced by the Group shall be made available to all members.
The MERG Rules (2017 - amended 2018 and 2019)
as approved by the Annual General Meeting on 11th November 2017 and amended by two motions approved at the AGM on 3rd November 2018 and one motion approved at the AGM on 3rd November 2019
The management of the affairs of the Group shall be by means of a Managing Committee elected at the Annual General Meeting. The precise duties of Officers and Committee Management shall be described as agreed by the Managing Committee and set out in an ORG file. The Managing Committee
- shall consist of four Officers and eight ordinary Managing Committee members
- shall at all times act in the best interests of the Group and shall be empowered to take such action as they regard as necessary to safeguard the Group and its members. Any action taken outside the provisions of these Rules shall be ratified at the following General Meeting
The Officers of the Group shall be
CHAIR - shall:
- be responsible for promotion of the Group, formulating strategy and providing direction to the Managing Committee
- present a Report on the activities of the preceding year at each AGM
- ensure the Managing Committee acts in the best interests of its members at all times
VICE CHAIR - shall:
- deputise for the Chair
- undertake such duties as the Managing Committee shall determine
SECRETARY - shall be responsible for:
- the general administration of the Group
- managing nominations for the Managing Committee
- seeking and proposing an Independent Examiner for the Group’s accounts and records
- convening the Annual General Meeting, any Extra-ordinary General Meeting, and all Managing Committee Meetings of the Group, providing the Agenda and keeping Minutes thereof
- publishing with the notice convening the Annual General Meeting the names, and where appropriate election statements, of nominees for the Managing Committee, and the name of the proposed Independent Examiner
- ensuring the details in the online voting system are correct and that it is available to members at the correct times
TREASURER - shall be responsible for:
- receiving, making and recording all payments into and from the Group
- preparing a Budget and maintaining accounts which, after being reviewed by the Independent Examiner, shall be submitted as a Report to the Annual General Meeting
- maintain an account or accounts at a Bank or Banks under terms approved by the Managing Committee
3. THE MANAGING COMMITTEE
The Managing Committee shall select from amongst its members persons to oversee and manage the following functions:
Journal Production - to ensure the production and distribution of a minimum of four Journals of Group activities and related matters per annum
Kit Locker – to manage the range of MERG kits, including development, production, sales and distribution, all necessary purchasing, stocking, recording and technical support to members
Membership Management - to maintain accurate records of membership, and to administer renewals and new joiner applications
Online Facilities - to manage and maintain MERGs online facilities, to include both public and member facing aspects
Promotions and Exhibitions - to ensure promotion of MERG and its aims and to encourage the recruitment of new members
4. MANAGING COMMITTEE MEETINGS
Meetings shall not proceed without there being a quorum of seven members present. The Managing Committee:
- may co-opt not more than two members at any one time, and subject to the overall size limit of twelve
- may set up sub-committees for special purposes and may co-opt members and/or relevant specialists for such subcommittees
- only Managing Committee members and those co-opted to the Managing Committee are entitled to vote. Members co-opted to sub-committee or asked to attend a Managing Committee meeting are not entitled to vote
- may propose for election as PRESIDENT, a member of long standing, with no Voting or Executive powers, appointed for a period of five years, and who may be re-elected
5. ELECTION of MANAGING COMMITTEE
All Officers and Managing Committee members shall retire at the AGM, but shall be eligible for re-election. Those seeking re-election must advise the Secretary no later than 28 days before the date of the AGM and require a Managing Committee member nomination. All other applications for election to Officer or Managing Committee must be received by the Secretary no later than 28 days before the date of the AGM. These shall require a nomination, seconder and must be accompanied by an Election Statement from the applicant.
For new members the annual subscription shall become due on the anniversary of joining. Members who joined prior to 31 Mar 2012 shall become due on 1st April of each year. A member may renew for a maximum period of 5 years. A Joining fee may be raised in addition to the annual subscription.
7. ANNUAL GENERAL MEETING [AGM]
The Annual General Meeting shall be held within nine months of the end of the financial year. Initial notification of the Venue, Date and Time will be given as soon as practicable, with at least 35 days’ notice. All drafts of resolutions to be voted on must be received (by the Secretary) at least 42 days before the date of the AGM. The Secretary shall, on receipt, post the proposed resolution on the forum in order to permit consideration by the Membership and thereby allow amendments to them and/or alternative Resolutions to be submitted. The final text of all resolutions must be received (by the Secretary) at least 28 days before the date of the AGM. The formal documents pertaining to the AGM shall be published and made available to all members, at least 21 days before the date of the AGM.
8. EXTRA-ORDINARY GENERAL MEETING [EGM]
At the written request of any twenty or more paid-up members, or at the discretion of the Managing Committee, an EGM shall be convened for the discussion of any specific business. At least 21 days’ notice of the date and location of the meeting, and the business to be discussed, shall be sent to all members. The EGM shall be held within 60 days of receiving a valid request.
The Financial Year shall run from 1 April to 31 March.
The accounts and records shall be reviewed and approved by an Independent Examiner prior to presentation at the AGM. The Independent Examiner shall be independent of the Managing Committee, and appointed at the previous AGM. In the event of that person resigning before the next AGM, a replacement shall be co-opted by the Managing Committee provided notice of such action is given to the members within three months of such action.
10. AREA GROUPS
he Managing Committee may issue guidelines to Area Groups. These are guidelines, but are mandatory where they reflect other MERG rules or legislation.
Membership of an Area Group is restricted to members of the Model Electronic Railway Group. Non MERG guests may attend meetings at the discretion of the Area Group Leader.
No Area Group shall enter into any agreement, or contract, either expressed or implied on behalf of the Group. Reasonable expenses in a single financial year may be claimed, supported by receipts and a signed statement, up to a maximum level set by the Managing Committee.
Managing Committee Members
- shall be permitted to claim reasonable expenses incurred in the conduct of their duties, claims must be supported by receipts and a signed statement
- shall be permitted to claim an annual allowance not exceeding 3 annual inland subscriptions to cover incidental expenditure not otherwise claimable
Members holding more than one post may only claim one such allowance, and pro rata to their term of office if co-opted during the year.
The Treasurer shall have the right to reject or amend any claim for expenses judged to be unreasonable or excessive. The Officers shall have the ultimate authority to determine any dispute about expenses.
12. AMENDMENTS to the RULES
The Rules may be amended at a General Meeting by Resolution passed by a majority of members voting, provided the Notice calling the General Meeting includes the proposed amendment.
Where more than one rule is to be amended or added, each rule that is amended or added must be the subject of a separate motion and each rule shall be voted on separately.
13. VOTING at a GENERAL MEETING
Voting can be by members attending the General Meeting or by Proxy or via the on-line voting portal. A member may only vote once. A vote shall always hold precedence over a Proxy. Proxy forms shall be available on-line or by post. They can be requested from the Secretary as soon as the General Meeting has been called. A Proxy need not be a member but only members shall be allowed to speak at a General Meeting. A Proxy form must be received by the Secretary at least 48 hours prior to the scheduled start of the General Meeting. On-line voting shall be made available to all members and shall open 21 days before the date of the General Meeting. A member cannot amend or cancel their on-line vote once cast. On-line voting shall close 48 hours prior to the scheduled start of the General Meeting. The results of on-line voting will be available for independent verification at any stage.
14. MATTERS NOT COVERED
The Managing Committee is empowered to decide all matters not specifically covered by the Rules, subject to confirmation at the next General Meeting.
Any member has the right to raise a grievance or complaint to the Managing Committee. Any such correspondence must be sent to the Secretary or where this is not appropriate to the Chair. It will be placed on the Agenda of the next Managing Committee meeting for discussion.
15. COPIES of the RULES
A copy of the current Rules and Charter shall be made available to each member. Membership of the Group shall be deemed to be acceptance of the Rules.
16. SUSPENSION or EXPULSION
The Managing Committee is empowered to temporarily suspend or expel a member for conduct to the discredit of the Group, the next General Meeting to confirm or overrule the action. The member concerned shall have the right to attend the General Meeting and present their case against suspension or expulsion.
17. MEMBERS CONDUCT
Members are encouraged to publicise the Group, but any member misrepresenting the Group, or using its publications for other than their personal non-commercial benefit, shall be liable to suspension under the above Rule. Use of Group publications shall be defined under such copyright licence as agreed by the Managing Committee and published on the MERG website. Any financial or other commitment entered into in misrepresentation of the Group shall be the personal responsibility of the member(s) concerned.
18. WINDING-UP of the GROUP
The Group may be wound up by a resolution of a majority of the members at a General Meeting called for the purpose. Any assets of the Group remaining after settlement of debts shall be held by the Model Railway Club [MRC], together with the names and last-known addresses of members at the winding-up, against the establishment of either a re-formed Group, or another organisation with comparable aims, as decided by the MRC at their absolute discretion. Only the capital sum held shall be passed to the re-formed Group or similar organisation, together with the above-mentioned names and addresses. If no suitable organisation is identified within five years from the date of winding-up, the assets shall to pass irrevocably to the MRC.