Scientists for Global Responsibility - Articles of Association
19 October 2022
6.8 Membership is terminated if the Member concerned: 6.8.1 gives written notice of resignation to the Company; or 6.8.2 ceases to be eligible to be a Member of the Company pursuant to the terms of any agreement in relation to the Company made between the Members from time to time of the Company; or 6.8.3 dies or otherwise ceases to exist. [...] 7 Expulsion of a Member 7.1 The Directors may terminate the Membership of any Member without their consent by giving the Member written notice if, in the reasonable opinion of the Directors, the Member: 7.1.1 Is guilty of conduct which has or is likely to have a serious adverse effect on the Company or bring the Company or any or all of the Members and directors into disrepute; or 7.1.2 has acted. [...] If the total number of Directors for the time being is less than the minimum number required by Article 10.2 or the quorum required, the Directors must not take any decision other than to: 11.2.1 call a meeting to enable the Directors to appoint further Directors; or 11.2.2 convene a general meeting and propose resolutions to be considered at such a meeting; or 11.2.3 preserve the assets of the Co. [...] Such body to be determined by resolution of the Members at or before the time of winding up or dissolution, and subject to any such resolution of the Members, may be made by resolution of the Directors at or before the time of winding up or dissolution. [...] 26 Interpretation 26.1 In these Articles: the Act: means the Companies Act 2006 and any provisions of the Companies Act 1985 for the time being in force these Articles: means these articles of association Board: means the board of directors of the Company Chair: means the Chair of the Board appointed in accordance with Article 8.8 the Company: means the company governed by these Articles clear day.