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annotate QiS/What_are_QiS.txt @ 587:0de037904f77
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author | Henry Thompson <ht@markup.co.uk> |
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date | Wed, 20 Nov 2024 17:25:55 +0000 |
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344 | 1 I have struggled at the last two threshing meetings about the proposed |
346 | 2 governing document (the version of 2024-03-21, hereafter GD) for |
3 Quakers in Scotland (QiS) to adequately convey my concerns. In | |
4 writing this I'm attempting to do better, not only with respect to | |
5 what I think is wrong, but also by suggesting how it could be fixed. | |
344 | 6 |
7 It's not short, and there's an even longer appendix of background | |
346 | 8 detail, so here's a summary: |
344 | 9 |
10 SESAM Trustees should advise SESAM that SESAM _should not_ agree to | |
11 joining QiS without substantial changes to the governing document, | |
12 distinguishing between the charity and the church and making their | |
13 relationship explicit, following the model of the governing document | |
14 for Britain Yearly Meeting (the charity). | |
15 | |
346 | 16 An updated GD needs to make explicit provision for the possibility |
17 of SESAM-the-church continuing _as_ an Area Meeting while laying | |
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18 down SESAM-the-charity, drawing on the proposed approach to |
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19 preserving AMs in Wales. There must be clarity on SESAM-the-church's |
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20 status with respect to QiS-the-church and thus with respect to the |
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21 trustees of QiS-the-charity. |
344 | 22 |
346 | 23 I'll start by identifying the problems I see with the GD, and go on to |
24 outline the kind of changes I think would improve it, to the point | |
25 where SESAM would support the creation of the QiS-the-charity and | |
26 would join QiS-the-church. | |
27 | |
28 A note on terminology | |
29 | |
30 In their cover letter for the draft GD sent to SESAM Trustees on | |
31 2024-01-06, the QiS-CG says | |
32 | |
33 "The Options for Scotland group [proposes] that we form a _single | |
34 charity_ and that we form a _single body_. The idea of a single | |
35 body clearly needs more work to discern what this might look | |
36 like. It will take time. That idea is not part of what we are | |
37 asking you about here." (emphasis added) | |
38 | |
39 Above I used "QiS-the-charity" to refer to such a charity and | |
40 "QiS-the-church" to refer to such a body. For simplicity, hereafter | |
41 I'll call the former "the SCIO", short for "the Scottish Charitable | |
42 Incorporated Organisation" and the latter "the RSFS", short for "the | |
43 Religious Society of Friends (Quakers) in Scotland". | |
44 | |
45 Problems with the GD | |
46 | |
47 1. The church and the charity | |
48 | |
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49 Making a distinction between the SCIO and the RSFS is explicitly |
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50 modelled on the distinction found in the governing document of |
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51 "Britain Yearly Meeting of the Religious Society of Friends (Quakers) |
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52 (Britain Yearly Meeting)" as registered with the Charity Commission |
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53 (charity no. 1127633). Britain Yearly Meeting (BYM) is (an English) |
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54 Charitable Incorporated Organisation. Its governing document defines |
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55 that lengthy name as the charity and "The Religious Society of Friends |
346 | 56 (Quakers) in Britain" as the church. |
57 | |
58 The GD uses "Quakers in Scotland" (QiS) for both of these, without | |
59 ever explicitly acknowledging that they are distinct. Sometimes | |
60 context makes clear which they are referring to, but not always. | |
61 | |
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62 There are two problems here: |
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63 |
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64 a) The lack of a clear distinction between the two, exemplified |
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65 further by the calling letter for GM on 6 April 2024, which |
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66 describes the matter before the Meeting once as "a single Quaker |
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67 body" and once as "a single Quaker charity / body"; |
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68 |
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69 b) The very limited nature of what is said, or more often implied, |
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70 about the RSFS. This is acknowledged in the quote above: "the |
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71 body is not part of what we are asking you about here". |
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72 |
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73 These problems arise in large part because, perfectly understandably, |
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74 QiS-CG evidently started with the template for governing documents for |
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75 (English/Welsh) CIOs made available by Quaker Life |
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76 (https://www.quaker.org.uk/documents/cio-constitution-template-agreed-2014), |
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77 which embodies the same confusion. |
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78 |
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79 Indeed SESAM-the-charity's own governing document is also based on a |
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80 similar, more recent, template for non-incorporated Area Meetings from |
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81 Quaker Life |
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82 (https://www.quaker.org.uk/documents/governing-document-for-am-cc-approved-11-2022-final), |
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83 and so also suffers from these problems [footnote: East of Scotland AM |
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84 and North of Scotland AM's governing documents are also based on the |
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85 non-incorporated Area Meeting template. Stewardship of North of |
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86 Scotland Quaker Trust is identified as a responsibility of NSAM |
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87 Trustees in their Terms of Reference. West of Scotland's document is |
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88 shorter, and perhaps based on an early template, compared to the |
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89 others.] |
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90 |
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91 But _why_ are these problems, and even granted that they are, why do |
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92 they need to be fixed _now_? |
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93 |
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94 They are problems because the existing Area Meetings' responsibilities |
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95 and activities as a worshiping body, governed by Meetings for Worship |
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96 for Church Affairs of their membership defined in QF&P, are largely |
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97 distinct from their responsibilities and activities as a charity, |
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98 governed by trustees. The former consist of, for example, the spiritual and |
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99 pastoral care of their members and their witness, grounded in our |
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100 testimonies, to their communities, whereas the latter focus on |
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101 maitaining the Area Meeting's legal status and financial well-being. |
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102 As for Britain Yearly Meeting, whose succinct self-characterisation |
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103 recently has been "A simple church supported by a simple charity", so |
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104 it should be for Area Meetings. Quaker Faith and Practice has useful |
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105 guidance on this relationship throughout section 15. 15.03 is |
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106 particularly relevant: |
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107 |
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108 "The law may assume that authority for determining action |
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109 passes to the trustees and the meeting may choose to do |
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110 this. However, under Gospel Order, the ultimate authority will |
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111 still lie with the gathered meeting." |
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112 |
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113 This needs to be fixed _now_ because it is laid on Area Meeting |
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114 trustees to manage the assets of the Area Meeting in such a was as to |
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115 support the charitable objects of the Area Meeting, and without a |
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116 clear understanding of how that will continue to be true once those |
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117 assets are transferred to the SCIO, they would fail in that |
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118 responsibility, which the law expresses as "[they must] seek, in good |
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119 faith, to ensure that the charity acts in a manner which is consistent |
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120 with its purposes". |
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121 |
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122 |
346 | 123 2. The future of the Area Meeting(s) |
124 | |
125 | |
126 --------------- | |
127 Some extensive background, which has informed my thinking. | |
128 | |
129 Thanks to Jackie Noltingk, Erica Thomas and Lesley Richards for | |
130 helpful answers to my questions. | |
340
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131 |
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132 The General Meeting for Scotland (GM) mailing list were told |
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133 (2023-11-17), in regard to |
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134 |
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135 "(1) The possibility of merging our existing 6 charities into a |
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136 single body, Quakers in Scotland. |
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137 |
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138 "(2) How we might organise all our concerns and worship more |
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139 effectively as a single charity." |
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140 |
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141 that |
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142 |
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143 "The first step for (1) is to agree a governing document to replace |
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144 the six comparable documents that apply to our existing charities." |
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145 |
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146 and |
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147 |
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148 "Friends will hear more requests soon to join in important |
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149 discussions relating to (2)." |
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150 |
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151 I've searched my inbox without success for any request to "join in |
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152 important discussions relating to (2)" until, possibly, the invitation |
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153 from QiS-CG (2024-03-11) to two "information and discussion sessions |
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154 on progress with work towards having a single body and charity for |
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155 Quakers in Scotland". |
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156 |
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157 However the cover letter from QiS (2024-01-06) sent to SESAM Trustees |
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158 says |
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159 |
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160 "The Options for Scotland group [proposes] that we form a single |
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161 charity and that we form a single body. The idea of a single body |
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162 clearly needs more work to discern what this might look like. It |
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163 will take time. That idea is not part of what we are asking you |
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164 about here." |
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165 |
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166 In fact the document laid before us in the special Area Meeting on |
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167 15 January (Draft of 2023 12 29c.docx) had a lot to say about the |
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168 body. Or did it? As I read it at the time it did't clearly |
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169 distinguish between the charity and the body, using the phrase |
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170 "Quakers in Scotland" in what I found to be confusing ways. |
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171 |
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172 A new draft (Draft of 2024 03 21.docx) has just been made available, |
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173 with only modest changes from the earlier draft. I'll take it as |
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174 definitive with respect to what we will have before us on 6 April. |
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175 It hasn't changed much, if anything, of what I've found that makes me |
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176 uneasy about agreeing to adopt it. |
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177 |
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178 More background: What do we already have as models for how charities |
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179 and their trustees work. I'm reasonably familiar with two examples, |
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180 which guide my thinking in this matter. |
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181 |
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182 1. The Religious Society of Friends (Quakers) in Britain, and Britain |
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183 Yearly Meeting of the Religious Society of Friends (Quakers), |
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184 Charity number: 1127633 |
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185 |
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186 The governing document for the latter charity |
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187 (https://www.quaker.org.uk/documents/bym-governing-document-revised-min34-bym2014) |
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188 begins with the following definitions: |
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189 |
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190 *Definitions* |
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191 |
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192 a. The Religious Society of Friends (Quakers) in Britain refers to |
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193 the church in England, Scotland, Wales, the Channel Islands and |
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194 the Isle of Man, including all its local meetings for worship and |
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195 its constituent meetings for church affairs as well as all their |
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196 work [referred to below as *the Society*]. |
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197 |
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198 b. Britain Yearly Meeting of the Religious Society of Friends |
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199 (Quakers) [*Britain Yearly Meeting*] refers to the centrally held |
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200 and managed policy, property, employment and work of the charity |
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201 constituted by this document. |
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202 |
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203 c. Yearly Meeting in session [*Yearly Meeting*] refers to the annual |
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204 assembly that is open to all members of the Society. |
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205 |
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206 d. Area Meetings are the main local meetings for church affairs and |
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207 these are the level of the Society at which individual membership |
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208 is held. Each Area Meeting is a separate charitable entity and |
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209 may be registered as such with the Charity Commission. |
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210 |
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211 e. _Quaker faith & practice_ is the current edition of the Book of |
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212 Christian discipline of the Religious Society of Friends |
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213 (Quakers) in Britain |
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214 |
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215 f. Meeting for Sufferings is the standing representative body of the Society. |
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216 |
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217 g. The term Friend refers to a member of the Society. |
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218 |
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219 * Highlighting added |
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220 |
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221 Note that there are two clearly distinguished entities, "the church" |
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222 and "the charity". The charity is governed by the above referenced |
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223 governing document, the church by the Red Book. |
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224 |
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225 Subsequent articles make clear that the Society, embodied in Yearly |
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226 Meeting in session and Meeting for Sufferings, is responsible for |
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227 amending the governing document, appointing Britain Yearly Meeting |
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228 trustees, approving their terms of reference and appointing their |
342 | 229 clerks, among them the BYM Treasurer. |
340
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230 |
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231 2. Area meetings in Scotland governing documents |
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232 |
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233 * The governing document for the Religious Society of Friends |
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234 (Quakers) [in Britain] East Scotland Area Meeting (abbreviated as |
342 | 235 East Scotland Area Meeting) is based on the template provided by |
236 Quaker Life | |
237 (https://www.quaker.org.uk/documents/governing-document-for-am-cc-approved-11-2022-final). | |
238 The template does not make any overt distinction between the church | |
239 and the charity, to my embarassment. However the phrases "(East | |
340
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240 Scotland) Area Meeting in session" clearly refer to the church, and |
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241 in "3. Object The object of East Scotland Area Meeting" it is |
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242 evidently the charity. |
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243 |
342 | 244 This sentence, taken unchanged from the template, is of note: "If |
245 at a meeting of East Scotland Area Meeting the members decide that | |
246 it is necessary or advisable to dissolve the Area Meeting or to | |
247 amalgamate with another Area Meeting _and this is agreed by Meeting | |
248 for Sufferings_, the trustees shall have the power to realise any | |
249 assets held by or on behalf of the Area Meeting. Any assets | |
250 remaining after the satisfaction of any proper debts and | |
251 liabilities shall, _with the agreement of Meeting for Sufferings_, be | |
252 given or transferred to another Area Meeting, to Britain Yearly | |
253 Meeting, or to some other charitable institution or institutions | |
254 having objects similar to that of the area meeting and failing that | |
255 for such other charitable purpose as Britain Yearly Meeting shall | |
256 direct." [Emphasis added] | |
340
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257 |
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258 * The governing document for the Religious Society of Friends |
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259 (Quakers) in Britain: South East Scotland Area Meeting [referred to |
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260 below as South East Scotland Area Meeting or the area meeting and |
342 | 261 formerly known as South East Scotland Monthly Meeting] likewise is |
262 based on the Quaker Life template. "Subject to the matters set out | |
263 below the resources of the area meeting shall be administered in | |
340
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264 accordance with this governing document by the trustees..." is |
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265 clearly talking about the charity, whereas "Amendments to this |
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266 governing document shall be agreed by South East Scotland Area |
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267 Meeting in session and recorded by minute of the area meeting." |
342 | 268 it's the church. The dissolution clause is again taken from the |
269 template, with the addition of GM for Scotland to the allowed | |
270 dispositions. | |
340
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271 |
342 | 272 * Dundee Friends Property Trust was governed by a 130-odd-year-old deed |
273 of trust, now superseded in 2009 by a governing document, which I | |
274 can't find online. From the 2020 Annual Report: | |
275 | |
276 "New trustees are appointed by the remaining trustees, who are | |
277 bound to select individuals in sympathy with the conditions of | |
278 the original Trust Deed and who shall, if possible, be | |
279 representative of Dundee Local Meeting. The majority of Trustees | |
280 shall be drawn from Dundee Local Meeting." | |
340
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281 |
349
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282 * North of Scotland AM is also based on the Quaker Life template. |
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283 Stewardship of North of Scotland Quaker Trust is identified as a |
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284 responsibility of NSAM Trustees in their Terms of Reference. |
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285 |
340
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286 * General Meeting for Scotland |
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287 |
342 | 288 * The Religious Society of Friends (Quakers) in Wales and the Marches |
289 - Cymdeithas Grefyddol y Cyfeillion (Crynwyr) yng Nghymru a’r | |
290 Gororau [know as Cynar] is a Charitable Incorporated Organisation | |
291 (CIO, comparable to an SCIO). Its constitution (Linked from | |
292 https://www.symudymlaen2.org/) says that the members of the CIO are | |
293 "all members of the Constituent Area Meetings". The constitution | |
294 describes "General meetings of the members of the CIO", and | |
295 mandates at least an Annual General Meeting. The clerks of the | |
296 Constituent Bodies (the AMs and CCQW) constitute the "clerking | |
297 team" who set the agenda for GMs and provide a clerk for each of | |
298 them from among their number. At least two members from each | |
299 Constituent Body must be present for a GM to be quorate. The | |
300 Convenors of the NomComms of the COnstituent bodies constitute a | |
301 NomComm for the CIO, and prepare nominations for the trustees and | |
302 the Treasurer. There must be at least one trustee from each | |
303 Constituent Body. | |
304 | |
305 I'm told that "AM trustees will cease to exist, Cymar trustees will | |
306 fulfil the role of AM trustees, but for all 4 AMs and CCQW, so once | |
307 the assets have been handed over, bank accounts closed down and | |
308 final report and accounts prepared, then they can be released by | |
309 their respective AMs and leave the rest to [Cymar] to deal with." | |
310 | |
311 It's not clear to me how this accords with QF&P 4.02 | |
312 (https://qfp.quaker.org.uk/passage/4-02/) which says "Each area | |
313 meeting is a separate charitable entity and it may be required to | |
314 be registered as such with the relevant charity regulator. Area | |
315 meetings which are registered or preparing for registration will | |
316 operate under a formal governing document, which amongst other | |
317 matters should set out the arrangements for trusteeship." | |
318 | |
319 | |
344 | 320 Prison Chaplains |
321 | |
322 QF&P (13.54) gives area meetings responsibility for appointing prison | |
323 chaplains and "General Meeting for Scotland is responsible for | |
324 providing [their names] to the governors of all prison establishments | |
325 in the area meeting area". | |
326 | |
340
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327 Registering officers |
344 | 328 |
329 A similar story, without the involvement of GM, obtains for | |
330 registering officers. "Each area meeting shall appoint a suitable | |
331 Friend as registering officer ... the area meeting ... shall report | |
332 [the appointment] to the Recording Clerk without delay, by minute | |
333 signed by the clerk ... The Recording Clerk is required to certify all | |
334 such appointments ... in Scotland, to the Registrar General for | |
335 Scotland"; "The registering officer, acting on behalf of the area | |
336 meeting, ..." (QF&P 16.22,23) | |
337 |