The following NIbylaws (2021) apply to the governance of the branch:
34. The Executive Board may establish Branches of the Institute in areas where in their opinion a sufficient number of members are resident to ensure that local activities can be carried out satisfactorily.
35. The Executive Board shall approve Bylaws for the conduct of such branches and make such provision, subject to the approval of the Executive Board, for the expenses of a branch. Should the activities of any branch be, in the opinion of the Executive Board, not conducted in the interests of the Institute the Executive Board may close down the branch concerned.
Bylaws Part Three BRANCHES
FORMATION OF BRANCHES
1. The Executive Board may establish Branches of the Institute in areas where, in their opinion, a sufficient number of members are resident to ensure that local activities can be carried out satisfactorily. If the activities of any Branch are not, in the opinion of the Executive Board, being conducted in the best interests of the Institute Executive Board may at their discretion close down the Branch concerned.
APPLICATION TO FORM A BRANCH
2. The Executive Board will consider all applications which shall include a list of members in the area who support the application, the proposed geographical area of the Branch, together with the name of the Branch and a list of proposed Officers.
AIMS AND CONDUCT OF BRANCHES
3. The aims of Branches shall be to promote the activities and increase the membership of The Nautical Institute in the area. The Branch shall conduct its activities in accordance with applicable national law and the Institute’s Bylaws, Bylaws and Branch Bylaws of the Institute. The Executive Board shall approve any local Branch Bylaws considered necessary before becoming operative. Branch Committees may at their discretion form Sections of a Branch in particular locations if this will facilitate Branch activities.
MEMBERSHIP OF BRANCHES
4. Membership of a Branch shall be open to any member of The Nautical Institute of any grade resident in the area. Members may change or cancel their affiliation to a Branch by notice in writing to the Institute who will transmit such information to the Branch Secretary.
OFFICERS AND COMMITTEE
(i) The business of the Branch shall be managed by a Branch Committee elected by Branch members and
shall consist of the following Officers:
Chair, Vice-Chair (where applicable), Honorary Secretary, Honorary Treasurer.
Any member of Council or the Executive Board resident in the area shall be a member of the Branch Committee ex officio.
In addition to the above Officers and members of Council, the Branch Committee shall consist of not less than four or more than sixteen elected members.
(ii) Election and retirement of Branch Officers and Committee.
Nominations for Officers of a Branch must be members of The Nautical Institute and resident in the branch area. Nomination of a candidate for the Committee of the Branch should be delivered in writing to the Branch Secretary by the proposer and seconder both of whom should be members of the Branch. The written consent of a Nominee to serve in the appropriate capacity should accompany a nomination. Such nomination will be considered for the next election if received before the Branch Annual General Meeting. The Branch Committee may set a longer notice period for such nominations.
The maximum term of office for a Branch officer in each post shall be three years, at the end of which they may be nominated for re-election to that post for a further maximum term of three years. After six years in office in that post, the Branch officer shall stand down from that position. However, in the event that there are no new volunteers to be elected as a Branch Officer in that position, the Branch committee may apply to the Executive Board for dispensation to waive this clause and such application shall be renewed annually as necessary.
Branch committee members shall be elected for a maximum term of three years and may then offer themselves for re-election to further terms of up to three years. There shall be no limit to a member’s length of service on a Branch Committee.
The Branch Committee may at their discretion fill any casual vacancy which may arise between one Branch Annual General Meeting and the next and may co-opt additional sea-going members at any time.
Four members of the Branch Committee shall constitute a quorum.
(v) Representation on Council
Any properly constituted and approved Branch which does not have at least one member of the Committee elected to serve on Council, may send a representative to Council meetings, but such representative shall not be entitled to vote.
(i) Such expenses in administering the Branch as are approved by the Executive Board shall be paid from the Institute’s funds. The Branch Committee shall submit to the Executive Board or its designated committee for approval an annual budget of estimated expenditure (before 31st October). The authority of the Executive Board shall be obtained in respect of any additional expenditure not appearing in the budget for which subvention is required.
(ii) In the event of a Branch being closed for any reason all funds and property of the Branch will become the property of the Institute. However, in the event that national laws prevent the transfer of such property or funds outside the country, they shall be donated to a suitable charity approved by the Executive Board.
(iii) The Branch Committee shall manage the financial affairs of the Branch and cause proper accounts to be kept with respect to all sums received and expended.
(iv) The Branch Honorary Treasurer shall, after approval by the Committee, submit a statement of financial affairs at the Branch Annual General Meeting and to the Executive Board.
(v) In the event of a Branch wishing to hold a special event such as a seminar, conference, exhibition or major social activity, the Branch Committee shall submit to the Executive Board or its designated committee for approval a business plan and budget for the event whether Institute finance is required to underwrite the event or not. The Executive Board may require regular reports of the planning for the event to be submitted so as to ensure that the Institute is not being exposed to the risk of its professional and/or financial failure. The Executive Board may advise and require the cancellation of the event if its risk assessment becomes adverse but will seek at all times to work with the organising Branch to maximise the success of the event.
(i) Meetings shall be held at such times and places as may be decided by the Committee.
(ii) The Branch Annual General Meeting shall be held at intervals of not more than fifteen months when the Committee shall present a report and for any other business of which appropriate notice has been given. The appointment of Officers and members of the Committee to fill vacancies shall, if more are nominated than there are vacancies, be decided on results from ballot papers received up to and including the day prior to the Branch Annual General Meeting plus the votes of eligible members at the meeting. The Committee’s report and the Minutes of the Annual General Meeting shall be submitted to the Executive Board.
(iii) The newly elected and non-retiring members of the Committee for the ensuing year shall take office at the conclusion of the Branch Annual General Meeting.
(iv) Voting shall be by members of the Branch. If nominations to fill vacancies exceed the numbers to be filled a ballot paper for the election of members to the Committee shall be despatched to all Members affiliated to the Branch not less than forty-two days preceding the Branch Annual General Meeting. The result of the ballot shall be announced at the Branch Annual General Meeting.
(v) An Extraordinary General Meeting may be convened at any time by the Committee or by not less than ten voting members or twenty-five percent (25%) of the Branch members whichever is the lesser number.
(vi) Ten voting members or twenty-five percent (25%) of the Branch members whichever is the lesser number shall constitute a quorum for the purpose of any Annual General Meeting or Extraordinary General Meeting. Should a quorum not be present within half an hour of the appointed time the meeting shall be adjourned until such time as may be agreed by the members present. In the absence of the Branch Chair and Vice-Chair, the Chair will be taken by a member elected by those present at the meeting.
(vii) Prior to a Session of meetings in each year, the Branch Committee shall submit to the Executive Board or its designated committee for approval, details of the programmes of lectures and other activities intended to be held in the area on behalf of the Institute. The Executive Board may require a lecture or other activity to be amended or cancelled if it is deemed to be unsuitable.
(viii) The Branch Committee may delegate the organisation of a particular meeting to a section or sub Committee of members residing in the district where it may be desired to hold the meeting.
(ix) The proceedings of any meeting shall not be made public without the consent of the Branch Committee.
8. No local variation of these By-Laws shall be made except with the consent of members at the Branch General Meeting and with the approval of the Executive Board.