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DATED 2010 MEMORANDUM AND ARTICLES OF ASSOCIATION ...

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Foundation and to the Council not less than fourteen (14) days prior to the date of the<br />

Annual General Meeting at which the annual accounts are to be presented.<br />

45. The accounts shall be kept at the office of the Foundation or at such other place or<br />

places as the Directors think fit from time to time and shall be open for inspection<br />

during normal business hours by any member of the Directors and by the duly<br />

appointed agent or agents of the Council.<br />

MONEY RECEIVED BY THE FOUNDATION<br />

46. All moneys (other than contributions to the School or any Approved Funds) received<br />

by or on behalf of or as a result of the activities of the Foundation shall after meeting<br />

normal management operation and collection costs be applied for the promotion of the<br />

objects of the Foundation subject to the prior agreement in writing of the Council.<br />

AUDITOR<br />

47. A qualified Auditor or Auditors shall be appointed and his or their duties regulated in<br />

accordance with the Code.<br />

SECRETARY<br />

48. The Secretary shall be appointed by the Directors and for such term at such<br />

remuneration and upon such conditions as it thinks fit and any Secretary so appointed<br />

may be removed by the Directors. Nothing herein shall prevent the Directors from<br />

appointing a member of the Foundation as Honorary Secretary in satisfaction of its<br />

obligations to appoint a Secretary.<br />

SEAL<br />

49. The Directors shall provide for the safe custody of the Seal, which shall be used only<br />

by the authority of the Directors and every instrument to which the Seal is affixed<br />

shall be signed by two Directors or by any one such member and the Secretary. The<br />

following form shall be the form of attestation to be the Foundation on affixing the<br />

Seal:<br />

THE COMMON SEAL of THE SOUTHPORT )<br />

SCHOOL FOUNDATION LTD. was hereunto )<br />

duly affixed by the authority of the )<br />

Directors in the presence of: )<br />

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