NEC Session

The purpose of this section is to list questions and answers that come up in relation to the proposed constitution before the NEC Session itself. As the constitution is a complicated legal document, which has been scrutinised by UK lawyers, General Conference lawyers, and the Charity Commission, editing at the Session will not be possible. If you have questions please pass them on to the NEC Executive Secretary and we will include them here, along with answers.

What changes can be made to the constitution at the Session?

The constitution is a complex legal document, with many interdependent sections and clauses. It is very important that any proposed changes are carefully scrutinised before they are voted on. This is underlined in the constitution itself where, in Article 19 (a) (i) it says, "at least twenty-eight (28) days notice of any proposed change" must be given. We consulted with our lawyers on this question, in particular the charity law specialist who has been working with us for many years, and it was their view that the proposed new constitution should be presented in its final form 28 days prior to the Session. However, we explained that our usual practice has been to allow some changes at the Session, as long as the options are notified beforehand. They are okay with this and we have therefore agreed with the NEC Executive Committee that two areas of the proposed new constitution can be discussed and voted on at the Session, before the final vote to accept or reject the constitution as a whole. These are:

the total number of delegates allowed at future Sessions
the number of representatives from the BUC who will be included with the NEC Executive Committee

For more information on the actual votes that need to be taken at the Session please see this document: NEC Session Constitution Voting Process.pdf

Why do we need a model constitution?

The Seventh-day Adventist Church around the world maintains its unity by sharing the same beliefs (the Fundamental Beliefs of the Seventh-day Adventist Church), the same rules of church operation (specified in the Church Manual), and the same system of governance (specified in General Conference Working Policy). Local churches generally don't have to consider Working Policy, but for Missions and Conferences, and their Executive Committees, it is very important. Working Policy defines how the church should be governed around the world and it includes detailed models for the creation of local constitutions. Some flexibility is allowed to allow for local laws and customs, but some parts are essential for maintaining the unity of the church.

Can we change anything in the model constitution?

Yes, the constitution has sections that are in bold type, and sections that are in normal type. The sections in normal type can be changed, but the bold type sections can only be changed if there are extenuating circumstances and with the agreement of the General Conference.

Don't charities have to be independent?

Charities have to be independent from the state and focus solely on their charitable aims and purposes, but it is very common for charities to be part of a group, affiliation, federation, parent or sponsoring body, or an umbrella organisation, just as we are part of the wider Seventh-day Adventist Church. In these cases, where there are shared purposes and objectives, they often use model constitutions provided by the parent body. It is important that the relationship to the parent body is specified in the constitution. In our case the relationship is stated clearly, right from the start, in Article 1.

Shouldn't the constitution include ...?

Constitutions are the main governing documents for organisations. They should be as clear and concise as possible. The proposed new NEC Constitution is 73% bigger than the old one, as we have had to include a number of things for legal reasons. There are many things that a charity needs to do which are not specified explicitly in the constitution, but these can be found in policy documents, on the Charity Commission website, or in various supplementary materials. These may include risk management responsibilities and strategies, duties of trustees, how complaints should be handled etc.

How do we ensure that a quorum is maintained at constituency meetings?

The business of a constituency meeting can only proceed if at leest 51% of the delegates are present. It is the responsibility of the chair, with assistance as necessary from others, to ensure that this percentage is maintained.

Does the Executive Committee have the authority to hire and fire people?

Yes. The proposed constitution makes it clear that the appointment of officers, directors and other elected personnel, comes under the authority of the Executive Committee between constituency meetings. They also have overall responsibility for employment throughout the Conference, though this would usually be through the administrative officers, intermediary committees, personnel departments and the like.

What's the difference between a trustee and a delegate?

A trustee is appointed to a position to use their own experience, knowledge, expertise and discretion to make joint group decisions for the good of the charity. A delegate is appointed by a particular body (for example a local church in the case of our constituency meetings) to represent the views of the body which appoints them.

Why are we now proposing a capped delegation?

As church membership rises (which we believe it will) the number of delegates could eventually become unmanageable if a cap were not in place. On top of this is the major expense of having a constituency meeting, which increases dramatically with the number of delegates.

Why has the number 350 been chosen for the delegation cap?

This figure is not set in stone, but the Constitution Committee and the Executive Committee feel that it is a fair number, giving most churches the opportunity to send even more delegates than are allowed for in the current constituion.

Why do we need to say that "The principal office for the transaction of the business of this Conference is fixed and located at ..." (Article 2)?

This in bold type and is a standard inclusion in many constitutions. It underlines the stability of the organisation without restricting the possibility of a change of physical location, as the "executive committee ... may in an emergency change the location of the principal office on a temporary basis." A more permanent change of location would need to be written in to the constitution at the next Session.