The name shall be "The Society of Messengers-at-Arms and Sheriff Officers".
The objects for which the Society of Messengers-at-Arms and Sheriff Officers, hereafter and in the Bye-Laws referred to as The Society, is established are as follows:
The Members of the Society shall have such rights and privileges, be subject to such obligations and be liable to make such payments as may from time to time be prescribed by the Bye-laws.
If any person ceases, for any cause whatever, to be a Member of the Society, he shall not, nor shall his representative, have any interest in, or claim against, the funds or property, whether heritable or movable, of the Society .
The affairs of the Society shall be managed by a body hereafter referred to as the Executive Council which shall comprise the Office Bearers and up to a maximum of six elected members.
The Executive Council shall call an Annual General Meeting and such other meetings in accordance with the provisions of the Bye-Laws.
The Executive Council may delegate any of their powers to Committees consisting of members of the Executive Council with or without any other persons not members of the Executive Council, as the Executive Council think fit. Any committee so formed shall, in the exercise of the powers so delegated, conform to any Bye-laws or Rule that may, from time to time, be imposed on it by the Executive Council. The Chairman of any Sub Committee will be an Office Bearer or Member of the Executive Council.
At any General Meeting it shall be lawful for the Members of the Society, or such of them as shall be then present, to ordain and make such Bye-Laws as to them or a majority of two thirds of those present, shall seem proper for the regulation and good government of the Society, and of the Members and affairs thereof, and generally for carrying out the objects for which the Society is founded into full and complete effect; and from time to time, to alter, change, or annul the said Bye-Laws or any of them as the said Members, or a majority of two thirds of those present, shall think fit; so, nevertheless, that all and singular such Bye-Laws shall be reasonable, and not repugnant or contrary to the provision of these Presents or to the laws and Statutes of our Realm, and that notice of intention to make, alter, change or annul, any Bye-Law shall be given with the notice convening any General Meeting at which the same shall be done, but no such Bye-Laws shall come into force until approved at such a General Meeting as aforesaid.
The Bye-Laws set forth in the Schedule hereto shall be the Bye-Laws of the Society until altered, changed, or annulled, in the manner herein before prescribed, and shall be binding on all Members.
The Society - The Society of Messengers-at-Arms and Sheriff Officers.
The Office Bearers - The President, Deputy President, Vice-President, Immediate Past President, Treasurer and Honorary Secretary (if unpaid).
The Trustees - The Office Bearers.
The Executive Council - The Office Bearers and up to a maximum of six elected members and all Past Presidents (ex officio).
The Administrative Secretary - The remunerated Secretary of the Society. In the absence of an Administrative Secretary all references to that post are understood to refer to the Honorary Secretary.
Officer of Court - A Messenger-at-Arms or Sheriff Officer
A.G.M. - The Annual General Meeting of the Society.
All commissioned Officers of Court will be members of the Society unless they cease to hold a commission as an Officer of Court.
Members are obliged to adhere to the Code of Practice and Complaints Procedure and shall not bring the Society into disrepute.
The affairs of the Society shall be managed by the Office Bearers and up to a maximum of six elected Members and all Past Presidents.
No member will be eligible for election as an Office Bearer unless he has served a minimum of two years as an elected Member of the Executive Council. Nominations for Office must be in the hands of the Secretary at least twenty eight days prior to the A.G.M. and will be circulated by the Secretary at least fourteen days prior to the A.G.M. and the nominee will take Office on adoption or declaration after a ballot.
The Office Bearers, with the exception of the Secretary and Treasurer, shall not hold the same Office for more than two consecutive years except in special circumstances with the approval of the membership. The retiring President shall remain an Office Bearer for two years as Immediate Past President.
Members of the Executive Council will be nominated at the A.G.M. and any nomination will be accepted provided it is seconded and has the nominee's approval. Elected members will take office thereafter upon adoption or declaration after a ballot and will serve for a period of one year.
In the event of the resignation or death of an Office Bearer or member of the Executive Council, the vacancy may be filled at a duly constituted Executive Council Meeting on an Interim basis until the next A.G.M.
In the event of the death or resignation of a member of the Executive Council it shall be competent for a nomination to be accepted in the terms of Section 3(e) at an Extra-Ordinary General Meeting called for that purpose. Such an elected member will only continue to serve until the next Annual General Meeting when he again must offer himself for re-election and his period of service is to be considered as the equivalent of one full year.
Attendance at the duly notified Executive Council meetings is mandatory. The Executive Council will review the reasons given for absence for each meeting and where any member has failed to provide an adequate reason for failure to attend on more than one occasion, they may intimate to that member that he will be deemed to have resigned at the commencement of the next meeting.
The funds of the Society shall be lodged in a nominated Bank and/or Building Society in the name of the Society. Two signatures will be required to operate either account, the nominated signatories being the President, Deputy President, Treasurer and the Administrative Secretary.
Any other form of investment will require the approval of two thirds of the members present at an A.G.M. or at an Extra-Ordinary General Meeting called for that purpose.
The Council shall have the power to contract debts in the name of the Society provided that the cumulative total of such debts does not exceed the current year's total subscription income, but always providing that such expenditure is related to the business of the Society. The approval to purchase or lease property or contract debts in excess of the subscription income of that particular year will require the approval of two thirds of the members present at the A.G.M. or Extra-Ordinary General Meeting called for that purpose, and fourteen days notice of intent must be given to all members.
The President, the Deputy President and the Treasurer shall have the authority to enter into agreements relating to the lease or purchase or sale of heritable property on behalf of the Society. Two signatories shall be required to bind the Society in any such contracts and related documentation, the nominated signatories being the President, the Deputy President and the Treasurer.
Office bearers and members of the Society whilst acting in a representative capacity for the Society or conducting Society business will not seek to promote themselves and/or their business nor shall they take advantage of their position within the Society for their personal gain.
In the event of the Society being wound up, any balance of its funds shall be disbursed by the Trustees on the instructions of the membership at an Extra-Ordinary General Meeting called for that purpose. In the event of any dispute, the President of the Law Society of Scotland shall be appointed as Arbiter and his findings will be final. In the event of the Society being wound up due to insolvency, the Trustees will be liable for the debts of the Society, but will have right of relief against the Members of the Society.
Vulnerability. Officers of Court must be aware and sensitive to issues of vulnerability Where Officers of Court have identified vulnerable debtors or situations, they should alert the creditor and ensure they act in accordance with all relevant legislation
The Office Bearers in the name of the Society shall have the power to employ an Administrative Secretary and to specify the terms and conditions of that employment.
The Administrative Secretary will act on all occasions under direction of the Executive Council and on demitting office will hand over to the President all books, papers, funds and any other effects whatsoever appertaining to the Society.
The Administrative Secretary shall attend, or be represented, to take Minutes at all meetings and conduct the Society's correspondence. The Administrative Secretary or representative need not be a member of the Society and may be someone in full or part time employment of the Society whose remuneration and terms of contract will be approved by the Members of the Executive Council annually.
Any member of the Executive Council, with prior approval of the Executive Council, may obtain secretarial services and the cost thereof will be borne by the Society.
Reasonable travelling expenses of members of the Executive Council attending Executive Council Meetings of the Society, excepting the A.G.M. or Extra-Ordinary General Meeting, may be borne by the Society.
Reasonable travelling expenses and accommodation of the Administrative Secretary and/or assistant to the Administrative Secretary attending all meetings may be borne by the Society.
Reasonable travelling expenses, registration fees and accommodation of members attending meetings outwith Scotland and representing the Society, may be borne by the Society, with prior approval of the Executive Council.
The A.G.M. shall be held each year on the first Saturday in December at a location to be decided by members, or, if that date should prove inconvenient, then, at the President's discretion, at the earliest convenient date thereafter.
Extra-Ordinary General Meetings may be called by the Secretary on the instructions of the Executive Council or on a requisition signed by no fewer than ten members of the Society specifying the purpose of said requisition. Such meetings will take place within twenty-one days of receipt of said requisition. An Extra-Ordinary General Meeting of the Society may only be called to discuss specific items of which written notice will be issued to each member at least fourteen days prior to such meeting.
The Minutes of all General Meetings will be circulated to all members of the Society within six weeks of such meeting.
The Executive Council will meet as required. The President at his discretion may call Emergency Council Meetings. It shall also be competent for an Extra-Ordinary Meeting of the Executive Council to be called on a requisition signed by at least forty per cent of the Executive Council members (excluding ex-officio members) upon seven days' clear notice to each member of the Executive Council.
The Society may make provision for the setting up of Regional Meetings.
Annual General Meeting -20 Members or 10% of the membership of the Society whichever is the lesser
Extra-Ordinary General Meeting -20 Members or 10% of the membership of the Society whichever is the lesser
Executive Council Meeting -50% of the membership of the Council (excluding ex officio)
Emergency Executive Council Meeting -50% of the membership of the Council (excluding ex officio)
Extra-Ordinary Executive Council Meeting - 50% of the membership of the Council (excluding ex officio)
At all general meetings of the Society each member present shall have one vote and no member shall be entitled to vote by proxy. In the event of a tie, the Chairman shall have a casting vote.
No members will be permitted to vote at any meeting of the Society if they are currently subject to disciplinary action for non payment of membership fees.
No person employed by the Society will have voting rights.
At Executive Council Meetings each Office Bearer and elected member shall have one vote with the exception of the Chairman who, in the event of a tie, shall have a casting vote.
At Executive Council Meetings no ex-officio member shall have a vote.
Elections to the Executive Council shall be by secret ballot, except when the number of nominations received is no more than the number of vacancies available, in which circumstances no ballot is required.
The financial year end shall be the 31st October.
The Executive Council shall approve all accounts prior to payment with the exception of wages, salaries and accounts of under two hundred and fifty pounds.
The Books and Accounts shall be audited annually prior to the A.G.M. and a Financial Statement submitted in writing to each member at least fourteen days prior to the A.G.M.
Rules for the annual membership fee payable to the Society by Officers of Court shall be as set out in Appendix 2 attached on the approval of the Lord President in terms of section 65A(3) of the Bankruptcy and Diligence etc (Scotland) Act 2007.
Charitable gifts of not more than one hundred pounds may be made to any organisation, with the approval of members at any A.G.M., providing the cumulative total of gifts does not exceed 5% of the Society's total Income for that year. Members may, however, give permission for collections or fund raising schemes to be organised to raise money for any particular charity or charities.
The Society may take up collections, organise fund raising schemes and allocate sums from the General Fund for the purpose of benevolence to members retired or otherwise and their families. Such monies will be retained in a separate bank account or invested separately at the unanimous discretion of the Trustees. All such payments will also be at the unanimous discretion of the Trustees.
The Honorary President and Honorary Vice-Presidents of the Society may be appointed at an A.G.M. or Extra-Ordinary General Meeting called for that purpose. Such honours may be conferred upon members and others outwith the Society.
Honorary Membership of the Society may be conferred on retired or otherwise non-practising Officers of Court and others. Members can propose a candidate for Honorary Membership and a vote of approval will be taken by the membership at the next General Meeting. Honorary membership carries neither voting rights nor entitlement to election for any official position.
No member of the Society other than the duly appointed spokesman of the Society or his alternate shall communicate or co-operate with any representative of the media of mass communication on any matter relating to Society business save on the express authority of the Executive Council.
Any complaint in respect of a member should be submitted to the Administrative Secretary who will forward it to the Honorary Secretary.
In the event of a member of the public receiving or having evidence of any infringement of the Code of Practice or any other form of malpractice by a member, a report should be made to the Administrative Secretary who will forward it to the Honorary Secretary. If the complaint is of a minor nature it should be dealt with by the Honorary Secretary or the Executive Council. In the event of the Honorary Secretary or the Executive Council not being in a position or not desiring to act on the complaint it should thereafter be referred to the Lord President or to the appropriate Sheriff Principal, whichever is applicable
Where an officer has a complaint with regard to another officer he should in the first instance raise it with that officer. He may thereafter refer the matter to the Honorary Secretary.
2. From 1 November 2011 all members will be required to undertake C.P.D.
3. Record Keeping
Record Keeping. Members are required to keep via the Society's Intranet website an online record of C.P.D. undertaken during the current financial year to comply with these regulations and shall submit that record to the Society’s Administrative Secretary by the 7 November of each year.
The regulations will have effect from 1 November 2011 and apply to all members. They will be reviewed regularly and may be amended in the light of experience.
5. Annual Requirement
Members will be required to undertake 12 hours of C.P.D. in each financial year. A minimum of 8 hours will require to be in group study and up to 4 hours may be private study.
6. Private Study
Study undertaken by less than three persons together. No more than 4 hours private study per annum will count towards fulfilling the C.P.D. annual requirement. Examples of private study include:-
7. Group Study
Study in a group of three or more people which lasts for a minimum of half an hour. Members are required to undertake a minimum of 8 hours per annum towards fulfilling the annual C.P.D. requirement. Examples of group study includes:-
The examples of private and group study are for guidance only and in the event that a member is uncertain as to whether a proposed topic of study falls within the above categories he should seek the advice of the duly appointed C.P.D. representative.
The preparation and delivery of training for others is a very effective means of learning and members involved as lecturers, tutors or leaders in any form of relevant group study may count preparation time up to a maximum of 2 hours towards their annual requirement for each group session in addition to the actual presentation time.
8. Management and Professional Development Skills
A frequent cause of difficulty for professions arises out of lapses in management, either of the office or the case and/or poor communication skills with clients, rather that simple ignorance of law or procedure. For this reason 2 hours of the total annual requirement can be spent on training in management (including self-management), organisation, client care and communication skills. These include:- financial and business management, budget control, information technology skills, foreign languages, interview techniques, negotiation skills, assertiveness techniques, setting priorities and time management.
This list is not exhaustive and is for illustrative purposes and guidance.
9. Training Relief
Sheriff Officers who are undertaking training with a view to sitting the Messenger-at-Arms examination may count such training as part or whole of the annual requirement in that particular C.P.D. Year.
10. Members not working Full Time
Members who do not work full time will be exempt from the annual requirement to undertake 12 hours C.P.D. on the following basis:-
11. Monitoring and Administration
Members will be required to complete their C.P.D. record card and submit same to the Administrative Secretary of the Society by 7 November of each year. The C.P.D. representative will review the reports to verify that the required number of hours have been completed and properly recorded. The representative may make enquiries of members or relevant third parties to verify the records and members will cooperate with any such request as soon as practicable. Where the representative is unable to establish a valid reason for failure to complete the record as required he will report details of the non-compliance to the Administrative Secretary who will raise it at the next available Executive Council meeting. At the discretion of The Executive Council it may direct the Honorary Secretary to contact the member and allow a period of no more than 28 days for the non-compliance to be rectified. Thereafter should the Executive Council not be satisfied that the non-compliance has been rectified, the Executive Council will decide whether or not to refer the member to the appropriate Sheriff Principal for misconduct.
12. Annual Review
The Administrative Secretary in conjunction with the C.P.D. representative will submit a report to the Annual General Meeting. The report will highlight any anomalies or areas of concern in the operation of the scheme and compliance with the scheme.
13th August 2011
The following rules are made by virtue of the provisions contained in Section 65A of the Bankruptcy and Diligence (Scotland) Act 2007