This constitution describes the role, membership and operation of the Group Scout Council, and the Group Trustee Board.

Our purpose is to actively engage and support young people in their personal development, empowering them to make a positive contribution to society.

[Rule 1.1 of The Scout Association Policy, Organisation and Rules]

1. The Group Scout Council has a governance role for the charity and makes Group Trustee Board appointments other than ex officio and co-opted appointments (see section 5.2.c).

2. The Group Trustee Board is responsible for the governance of the charity. Although the Group Trustee Board is responsible for the charity, it is accountable to the Group Scout Council.

3. The Group Scout Council has no Trustee responsibilities.

1. Membership of the Group Scout Council does not provide any membership status of the Scouts.
2. Group Scout Council membership
   1. The ex officio members of the Group Scout Council are members by virtue of their role in The Scouts:
      • all adult members of the Group – see Group roles listed in the Chapter 16 Roles Table of The Scout Association’s Policy, Organisation and Rules
      • all Patrol Leaders of the Troop(s) in the Group
      • all parents or carers of Squirrels, Beavers, Cubs and Scouts in the Group
      • all Explorers, if so stated in a Partnership Agreement between the Unit, the Group and the District
      • all parents and carers of Explorers, if so stated in a Partnership Agreement between the Unit, the Group and the District
      • the Sponsoring Authority, where there is one, or its nominee
      • the District Lead Volunteer
      • the District Chair
   2. The Group Scout Council may appoint some members, on the recommendation of the Group Lead Volunteer and the Group Trustee Board. The appointed members of the Group Scout Council are other supporters of the Group appointed by the Group Scout Council on the recommendation of the Trustee Board for a fixed period not exceeding three years. A Group Scout Council does not need to have any appointed members.
   3. The community members of the Group Scout Council are representatives of the local community appointed because of their role rather than by their name. For example local headteachers, or Parish Council members. The Group Scout Council does not need to have any community members.
   4. The total number of appointed and community members of a Group Scout Council must not exceed the number of ex officio members.
   5. The County Lead Volunteer has the right of attendance at each Group Scout Council meeting in the County.
   6. An individual's membership of a Scout Council ends when:
      • The Scout Council member resigns
      • The Scout Council member no longer qualifies as a member of the relevant Scout Council
      • The Scout Council is dissolved
      • Scout Council membership is terminated by UK Headquarters following a recommendation by the relevant Trustee Board.
   7. Group Trustee Board administration must ensure that appointed Group Scout Council Members are recorded locally in the minutes of the Group Scout Council meeting which appoints them (normally the AGM). Scout Council members (whether ex officio or appointed or community) must not be recorded as Scout Council Members on The Scout Association’s membership system.

1. The members of the Group Trustee Board are:
   
   1. Ex-Officio Trustees
      
      1. These people are Trustees by virtue of their role in the Scouts. They are a vital part of the Trustee Board, providing a clear link with the leadership and operation of the charity. For the Group Trustee Board this is the Group Lead Volunteer.There is only one ex officio Trustee role for each of the above roles, so where there are joint role holders for a role, the role holders must decide, in discussion with the Chair, which of them should be the ex officio Trustee. However, each role holder of any of the above roles must be eligible to be a Trustee (as specified in POR 16.13.1(e)).
   2. Appointed Trustees (including Chair and Treasurer)
      
      1. These Trustees are appointed by the Scout Council at their AGM following a rigorous and transparent selection process agreed by the members of the Trustee Board. This includes the Chair and Treasurer roles.
      2. The selection processes leading to appointment of Trustees must include a rigorous and transparent selection process and may include a nominations process or an election process or other locally appropriate procedures. It may include selection of persons with specific skills from outside the Scouts.
      3. The Trustee vacancies should be advertised widely, including to all members of the Scout Council aged 18 or over, so that it is clear that it is an open process.
      4. Persons recommended for appointment to the Trustee Board may include members of the Scout Council and may also include people from outside the Scout Council (including people from outside the Scouts) provided that there is no conflict of interest.
      5. Vacancies for appointed Trustees only occur at the end of their period of appointment. For example, a Group Chair may have been appointed for three years and so does not need to be re-appointed or re-selected after years one and two.
      6. The proposal from the Trustee Board is received by the Scout Council at their AGM. The proposal from the Trustee Board does not require seconding by a member of the Scout Council. The action of the Scout Council is to approve or not approve the proposed names from the Trustee Board.
   3. Co-opted by the Trustee Board
      
      1. These Trustees are appointed by the Trustee Board. Co-opting offers the Trustee Board a way of broadening its skills mix or to introduce potential new Trustees mid-year, as well as providing a method of filling vacancies that may occur between AGMs.
      2. Co-opted members are persons co-opted annually by the Group Trustee Board. They are not appointed by the Group Scout Council at its AGM.
      3. The number of co-opted members must not exceed the actual number of appointed Trustees, excluding Chair and Treasurer.
      4. The Trustee Board must ensure that co-opted appointments follow an appropriate selection process, similar to that described for Appointed Trustees.
   4. The Sponsoring Authority, or its nominee, has right of attendance at a Group Trustee Board.

1. To support the planning and delivery of a Group AGM there is a downloadable 'script' (including agenda and script templates and a suggested planning timetable).
2. Each Group Scout Council must hold an Annual General Meeting (AGM) within six months of the end of the Group’s financial year. The Group should give a minimum of four weeks' notice of the date of the AGM.
3. Before the AGM, the Trustee Board must prepare and approve the Trustees' Annual Report and the annual statement of accounts. The accounts must have completed their examination by an appropriate auditor, independent examiner, or scrutineer (see Rule 5.7.3 of POR). This must include the formal report prepared by the auditor, independent examiner, or scrutineer.
4. The AGM must:
   
   1. Undertake governance oversight by
      • approving the minutes of the previous Group AGM
      • adopting (or re-adopting) the constitution of the Scout Group charity (see Rule 5.3 of POR)
      • noting the dates of charity’s financial year
      • approving appointed and community members of the Group Scout Council
      • agreeing the maximum total number of members of the Group Trustee Board (this is one number representing the total of ex officio, appointed and co-opted members).
      • agreeing the quorum for future meetings of the Group Scout Council
   2. Review the previous year by
      • receiving from the Group Lead Volunteer an overview of the past 12 months of activity in the Group
      • receiving and considering the Group Trustees’ Annual Report and the annual statement of accounts which have been approved by the Group Trustee Board.
   3. Make appointments
      • appoint a Chair of the Group Trustee Board, following recommendation from the selection process initiated by the Group Trustee Board.
      • appoint a Treasurer of the Group Trustee Board, following recommendation from the selection process initiated by the Group Trustee Board.
      • appoint other members of the Group Trustee Board, following recommendations from the selection process initiated by the Group Trustee Board.
      • approve the appointment of any Group Presidents or Group Vice Presidents, and note current appointees (if any)
      • appoint (or re-appoint) an auditor, independent examiner or scrutineer as required.
5. Following each AGM, the Trustee Board administration must ensure that the Trustees' Annual Report and Accounts, including the formal report prepared by the auditor, independent examiner, or scrutineer are filed as described in Rule 5.7 of POR.
6. It is good practice for the new Group Trustee Board to verify the draft Minutes of the AGM at their first meeting following the AGM, even though the minutes cannot be formally approved until the charity’s next AGM.

1. The Group Scout Council meets at their AGM (see section 6).  
2. It would be unusual for there to be additional meetings of the Group Scout Council. This is because the primary task of the Group Scout Council is to appoint the Group Trustee Board. If members resign from the Group Trustee Board, Rule 16.9.2 of The Scout Association Policy, Organisation and Rules must be followed, thus rendering an additional meeting unnecessary.
3. A Group Scout Council meeting should normally be convened with at least four week’s notice.  A meeting may be convened on shorter or no notice with the agreement of at least three quarters of the members of the Group Trustee Board.
4. Group Scout Council meetings are chaired by the Group Chair.  If the Group Chair is unable to be present, the Group Chair may appoint a delegate to chair a meeting of the Group Scout Council subject to such appointment being approved at the start of the meeting by a majority of the Group Scout Council members present.
5. Only Group Scout Council members, as defined in section 4, may vote in Scout Council meetings.  
6. The quorum for a Group Scout Council meeting is agreed by the Group Scout Council at their AGM (see section 6.4).
   
   If there is no quorum present at a meeting of the Group Scout Council, the meeting must be closed and reconvened at the earliest available opportunity. 
7. Decisions are made by a majority of votes cast by those present at the meeting. In the event of an equal number of votes being cast on either side, the Chair does not have a casting vote and the matter is taken not to have been carried.  
8. To discharge their responsibilities, the Group Scout Council may meet by video conference as well as, or instead of, face to face when agreed by the Group Chair.  The Group Scout Council must not ‘meet’ using any indirect process, such as email.
   
   At any meeting which is not fully in person, there must be an online poll or other electronic method of counting votes.
9. All meetings of the Group Scout Council, whether face-to-face or otherwise, must be properly recorded and minuted.

1. Meetings of the Group Trustee Board should be convened on at least two weeks’ notice.  Meetings may be convened on shorter or no notice with the agreement of at least half of the members of the Group Trustee Board.
2. Group Trustee Board meetings are chaired by the Group Chair.  If the Group Chair is unable to be present, they may appoint a delegate to chair a meeting of the Group Trustee Board subject to such appointment being approved at the start of the meeting by a majority of the members present at the meeting.
3. Only members of a Group Trustee Board as defined in section 5 may vote in its meetings.  
4. The quorum for a meeting of a Group Trustee Board is one third of the Trustees (ex officio plus appointed plus co-opted) plus one.
   
   For any sub-teams of the Group Trustee Board, the quorum for each sub-team must be set by the Group Trustee Board, based on the size of the sub- team and the complexity of its task(s).
   
   If there is no quorum present at a meeting of the Group Trustee Board, the meeting must be closed and reconvened at the earliest opportunity.
5. Decisions are made by a majority of votes cast by those present at the meeting. In the event of an equal number of votes being cast on either side, the meeting Chair does not have a casting vote and the matter is taken not to have been carried.  
6. To discharge their responsibilities, the Group Trustee Board may meet by telephone or video conference as well as face to face when agreed by the Group Chair.  This includes ‘hybrid’ meetings, where some members are present at an agreed meeting place and others join by telephone or video.
7. Where urgent matters arise between scheduled meetings of the Group Trustee Board and if it is not practicable to convene a meeting of the Group Trustee Board then an electronic voting method (such as email) is allowed for decision making of the Group Trustee Board when deemed appropriate by the Group Chair. In such circumstances, at least 75% of the Trustees of the Group Trustee Board must approve the decision, and the outcome of the voting must be reported at, and recorded in the minutes of, the next Group Trustee Board meeting.