What are our Articles of Association?
Our Articles of Association refer to LSESU’s constitution and govern how we operate, from the number of trustees we have to how a referendum is passed. This document is now out of date and so, to ensure our governance is fit for purpose, we want to make some changes.
Read the current articles and the proposed articles.
Warning - they are 36 pages long (each!), but you can find a summary of the changes on this page.
Why do we need to update the Articles?
Broadly we believe the proposals to update the articles:
- Bring more expertise onto the Trustee Board
- Help students concentrate on issues that affect their education and life rather than administration
- Provide flexibility and allow the Union to respond more quickly to a changing student membership
- Will bring us in line (if not better) with best practice across the SU sector
It's worth noting that the last time the articles were updated was five years ago
A more detailed explanation of our proposal can be found below.
How do we get the Articles updated
You have the opportunity to vote on a special resolution about our Articles of Association. We want to make this as easy as possible for you. We are required to host a Company meeting (also referred to as a General meeting). This was orginally planned to take place on the 1st June 2020 at 5pm (as outlined in the formal notice here) however will be adjourned until Friday 19th June at 5pm (formal notice) via Zoom. You are still able to submit your proxy vote if you haven't already.
This takes less than two minutes and you can do so by using our voting portal below.
Our Trustee Board is our governing body. The below proposals relate to the membership of the Board:
- The maximum number of Lay (external) Trustees and Sabbatical Officer Trustees has been increased to four and six respectively
- Specific reference to the General Secretary has been removed when talking about the Chair of the Trustee Board. This aims to future proof the document so that, for example, you could change the role to “President”. The chair will remain a student officer.
- A requirement to appoint one of our lay trustees as deputy chair of the Trustee Board has been added, which is in line with good governing practice.
The below changes relate to the role and power of the Trustee Board:
- The Trustee Board can now make changes to the bye-laws (rather than only being able to do so via a Student Members’ Meeting). This is to allow them to make changes to administrative areas to issues such as the quorum for subcommittees without having to send these to general meeting. It allows general meetings to concentrate on representative and campaigning work not administration.
- The list of committees the Trustee Board delegates to has been shortened (however in reality this list is exhaustive as the committees noted are just examples). This is to add flexibility.
The below changes relate to the operation of the Trustee Board:
- The Chair of the Trustee Board has a casting vote in the event of equal votes for all options, unless the Articles state otherwise.
- The minimum number of Trustee Board meetings per year has decreased from five to four.
- The number of Trustees needed to call a Trustee Board meeting has decreased from four to three.
- The limitation on private benefits has been updated in line with sector best practice regarding what benefits trustees can access. This means that trustees are less likely to be able to have personal benefit rather than acting for the good of all students.
- The Trustee Board can make a decision remotely by a majority (rather than only when there’s a unanimous vote). This is in line with how decisions are made during a physical meeting.
- The section on participation in Trustee Board meetings has been updated to reflect technological advances (i.e. there’s specific reference to skype as a way of participating in a Trustee meeting).
Members of the Union
Every one of our members (i.e. all students who do not opt out of LSESU membership) is considered a Company Law Member under our current Articles. Company Law Members have the right to be part of the corporate governance of the organisation, as well as having financial liability should the organisation fold (the liability is limited to £1 and so this isn’t as bad as it sounds!). To put this in context, in most Students’ Unions Company Law membership is limited to their trustees. The below proposal aims to lessen our administrative load without impacting students’ involvement in LSESU’s work:
- We have changed the Articles so that only the Trustee Board are Company Law members (reference to Company Law members comes up several time in the document and so this represents more than one change).
- The Trustees cannot make major changes to the Union, for example changing the Articles in the future, without students being able to vote on the changes too. The change means the Union doesn’t need to follow detailed Company Law procedures in the process.
In order to pass a referendum we must achieve a 15% voter turnout, which equates to around 1500 students and is unique to LSESU. Other students’ unions have more flexibility and can change to suit their student body. Furthermore, to change our Articles of Association, we must achieve a 15% turnout as well as a 75% majority. The below proposals aim to make it easier to update our governing document and implement the changes students want.
- The requirement for a 15% turnout in a referendum has been removed
- The stipulation that policy passed through a referendum lasts for three yearshas been removed.
- The requirement for a 15% turnout has been removed and the required majority for changing the Articles has been decreased to 66%.
Executive Committee consists of the Sabbatical Officers and the majority of our Part Time Officers. The role of Executive Committee is specified in our bye-laws and so the below proposals won’t necessarily change how things work in practice, however they do give us more flexibility should students wish to change them in future.
- The number of student members on Executive Committee has been removed and the bye-laws are referred to instead.
- The business of the Executive Committee has been removed.
Our current Articles do not include anything about the removal of elected officers.
- We have added this information in, which will allow students to remove their elected leaders if they are unhappy with them.
- Elected officers will be removed from office if they resign, die or by a vote of no confidence.
- The way in which a vote of no confidence works is outlined.
Student Members’ Meetings
The current Articles make reference to different meetings, such as our Annual Members’ Meeting (often referred to as Annual General Meeting). We can include this level of detail in our bye-laws, which are easier to amend than our Articles, providing us with greater flexibility to meet the changing needs of our members.
- Reference to Annual Members’ Meetings and General Meetings have been replaced by a section on Student Members’ Meetings.