THOMSON-CSF UK EMPLOYEE SHAREHOLDERS (TUES) STATUTES

Aims

  1. To encourage the increase of share ownership in Thomson-CSF by employees of Thomson-CSF in the UK.
  2. To defend the interests of these shareholders by relaying information between the employee shareholder representative on the board of Thomson-CSF and the UK employee shareholders, to inform him of particular aspects of the UK employee shareholders' position.
  3. To act as channel for reimbursing from funds allocated by FAST (Federation of Associations of Staff Shareholders in Thomson-CSF) any legitimate expenditure by representatives of TUES in carrying out their tasks.

    Membership

  4. All full time employees owning shares in Thomson-CSF companies are deemed to be members unless they specifically decline in writing.
  5. Pensioners of Thomson-CSF UK companies owning Thomson-CSF shares are also ipso facto members.
  6. The TUES committee can by majority vote exclude from membership any employee or pensioner who actively works against Thomson-CSF, any Thomson-CSF UK company, TUES or FAST.

    General Meeting

  7. All members may attend the Annual General Meeting (AGM) which will be chaired by the chairman of TUES.
  8. The AGM maymodify these statutes appoint and remove committee members and office holders approve the accounts exercise all other relevant powers. An Extraordinary General Meeting (EGM) shall be held if 20% of the members request it in writing.
  9. Members must be invited to the AGM (or an EGM) with at least one week's notice, which shall include the agenda and be signed by the chairman or secretary of the committee.
  10. All members shall have one vote each at any general meeting. Members may be represented by another member holding a valid written proxy.
  11. All resolutions shall be passed by a simple majority of the membership/ of members present or represented. The chairman of the meeting shall have a casting vote, in need.
  12. Decisions of AGM's and EGM's shall be recorded in a minute book to be kept by the secretary of TUES and to be available for scrutiny by other members.

    Committee

  13. TUES shall be managed by a committee of at least three people and no more than twelve. A quorum shall be three/at least half of the members.
  14. Membership of the committee shall be limited to representation from Thomson-CSF UK companies and sites by co-option, to ensure a good spread of national coverage. Membership of the committee shall not be for longer than five years.
  15. The committee will select a chairman, a deputy chairman, a treasurer and a secretary. In the absence of the chairman, a committee meeting will be chaired by one of the other officers.
  16. The committee shall meet no more often than quarterly.
  17. Committee decisions will be by simple majority and in need the meeting chairman will have a casting vote.
  18. The committee has full powers to run TUES. Day-to-day running of TUES can be delegated by the committee to one of its members. Outside day-to-day matters, actions by TUES will require two committee members' signatures (of whom one shall be an officer).
  19. The chairman of TUES will be ex-officio a member of the FAST committee representing TUES.
  20. The TUES committee will communicate with members via email and using company notice boards.
  21. Committee members are unpaid. Reimbursement of expenses shall be handled by the Treasurer, and a bank account shall require his signature up to £50 and above that figure that of the chairman as well.

    Sundry

  22. TUES's operations will follow the calendar year and its accounts will be submitted to the AGM that will take place in February of the following year. The accounts will be audited by a qualified accountant who is not a member of TUES.
  23. If TUES is to be dissolved, an EGM will select the liquidators and set out their powers, including the returning to FAST of any funds held in surplus.