This document outlines the Articles of Association for IMCA Holdings Ltd, a private company limited by guarantee incorporated on 27 September 2016.
The document establishes the governance framework, membership criteria, directors' roles, and operational procedures under the Companies Act 2006.
Contents
- Defined terms
 - Liability of members
 - Directors’ general authority
 - Members’ reserve power
 - Directors may delegate
 - Committees
 - Directors to take decisions collectively
 - Unanimous decisions
 - Calling a directors’ meeting
 - Participation in directors’ meetings
 - Quorum for directors’ meetings
 - Chairing of directors’ meetings
 - Casting vote at directors’ meetings
 - Chief executive and secretariat
 - Conflicts of interest
 - Records of decisions to be kept
 - Directors’ discretion to make further rules
 - Bye-laws
 - Methods of appointing directors
 - Termination of director’s appointment
 - Directors’ remuneration
 - Applications for membership
 - Membership criteria
 - Membership categories
 - Voting rights of members
 - Services to corresponding members
 - Subscriptions
 - Resignation and termination of membership
 - Expulsion of member
 - Attendance and speaking at general meetings
 - Chairing general meetings
 - Attendance and speaking by directors and non-members
 - Adjournment
 - Annual general meeting
 - General meetings and voting rights
 - Procedure at general meetings
 - Voting: general
 - Errors and disputes
 - Poll votes
 - Delivery of proxy notices
 - Amendments to resolutions
 - Means of communication to be used
 - Access to company financial and accounting records
 - Provision for employees on cessation of business
 - Alteration to articles of association
 - Finance
 - Borrowing
 - Indemnity
 - Insurance
 - Dissolution
 
Revision
- 
                                                                    Rev. - November 2016Articles of association adopted