7.1 The Committee shall have the following powers, which will be exercised only in promoting the Objects:

1. To promote or carry out research
2. To publish or distribute information, journals and books, documentaries, films or recorded tape or electronic or digital publications in the furtherance of the Objects
3. To make grants, donations and other payments for the restoration or conservation of buildings or works of art on Mount Athos within the Objects
4. To make grants, donations and other payments towards the furtherance of the educational objects of the organisation and to provide bursaries, scholarships and funding for research
5. To make grants or donations for the advancement of the religious objects of the organisation and for the promotion of pilgrimages to Mount Athos and monastic communities associated therewith
6. To co-operate with other bodies
7. To support, administer or set up other charities
8. To raise funds
9. To borrow money and give security for loans (but only in accordance with the restrictions imposed by the Charities Acts)
10. To acquire or hire property of any kind
11. To let or dispose of property of any kind (but only in accordance with the restrictions imposed by the Charities Acts)
12. To make grants or loans of money and to give guarantees
13. To set aside funds for special purposes or as reserves against future expenditure
14. To deposit or invest funds in any manner (but to invest only after obtaining such advice from a financial expert as the Committee consider necessary and having regard to the suitability of investments and the need for diversification)
15. To delegate the management of investments to a financial expert, but only on terms that:
16. The investment policy is recorded in writing for the financial expert by the Committee
17. Every transaction is reported promptly to the Committee
18. The performance of the investments is reviewed regularly by the members of the Committee
19. The Committee is entitled to cancel the delegation arrangement at any time
20. The investment policy and the delegation arrangement are reviewed at least once a year
21. All payments due to the financial expert are on a scale or at a level which is agreed in advance and are reported promptly to the Committee
22. The financial expert must not do anything outside the powers of the Committee
23. To insure the property of the Charity against any foreseeable risk and take out other insurance policies to protect the Charity when required
24. To pay for indemnity insurance for the members of the Committee against any liability that by virtue of any rule of law would otherwise attach to a member or all the members of the Committee in respect of his, her or their negligence, default, breach of duty or breach of trust but excluding fines, the cost of unsuccessfully defending criminal prosecutions for offences arising out of his or her fraudulent dishonesty or wilful misconduct or liability resulting from conduct that he, she or they knew or ought to have known was not in the best interests of the Friends
25. Subject to clause 8, to employ paid or unpaid agents, staff or advisers
26. To enter into contracts to provide services to or on behalf of other bodies
27. To establish or acquire subsidiary companies to assist or act as agents for the Charity
28. To pay the costs of forming the Charity
29. To do anything else within the law which promotes or helps to promote the Objects

8.1 The property and funds of the Charity must only be used for promoting the Objects and do not belong to the members of the Committee

8.2 No member of the Committee may receive any payment of money or other material benefit (whether direct or indirect) from the Charity except:

1. under clause 7.17 (indemnity insurance);
2. reimbursement of reasonable out-of-pocket expenses(including authorised hotel and travel costs) actually incurred in the administration of the Charity;
3. payment for any goods or services supplied to the Charity provided that the provisions of clause 8.4 shall have been complied with
4. interest at a reasonable rate on money lent to the Charity;
5. a reasonable rent or hiring fee for property let or hired to the Charity;
6. an indemnity in respect of any liabilities properly incurred in running the Charity (including the costs of a successful defence to criminal proceedings);
7. a payment to a company in which the member of the Committee has no more than a 1% shareholding;
8. a benefit from the Charity in the capacity of a beneficiary of the Charity, provided that the provisions of clause 8.4 are complied with
9. in his or her capacity as trustee or officer of a body to which funds are to be provided or benefit conferred pursuant to the Objects
10. in exceptional cases, other payments or benefits including remuneration from and benefits conferred in relation to or arising from a contract of employment or for services (but only with the written approval of the Commision in advance).

8.3 A member of the Committee shall not be prevented from buying goods or services from the Charity upon the same terms as other members

8.4 Whenever a member of the Committee has a personal interest in a matter to be discussed at a meeting of the Committee or any committee, the member concerned must:

1. declare an interest before the meeting or at the meeting before discussion on the matter begins;
2. be absent from the meeting for that item unless expressly invited to remain in order to provide information;
3. not be counted in the quorum during that part of the meeting;
4. be absent during the vote and have no vote on the matter. In such case those members of the Committee who do not stand to receive the proposed benefit must;
5. comprise the majority of such members of the Committee
6. be satisfied that it is in the interests of the Charity to contract with, employ, or otherwise to pay the member who has the personal interest

c. record the reason for their decision in the minutes

9.1 Funds which are not required for immediate use (including those which will be required for use at a future date) must be placed on deposit or invested in accordance with clause 7.14 until needed.

9.2 Investments and other property of the Friends may be held:

1. in the name of the Friendsor in the names of at least two of the members of the Committee;
2. in the name of a nominee companyor custodian acting under the control of the members of the Committeeor of a financial expertacting under their instructions;
3. in the case of land, by the Official Custodian for Charities under an order of the Commisionor the Court.
4. Notwithstanding the above property or cash not exceeding £5,000 may be held in the name of one person with the approval of the Committeeif in the opinion of the Committeethe Objects will be served more effectively thereby

9.3 Documents and physical assets may be deposited with any company registered or having a place of business in England and Wales as custodian.

9.4 Any nominee company or custodian appointed under clauses 9.2 and 9.3 may be paid reasonable fees.

10.1 The members of the Committee must comply with the requirements of the Charities Acts as to the keeping of financial records, the audit or independent examination of the accounts and the preparation and transmission to the Commision of: 

1. annual returns;
2. annual reports; and
3. annual statements of account.

10.2 The Committee must maintain proper records of:

1. all proceedings at meetings of the Committee;
2. all reports of committees; and
3. all professional advice obtained.
4. Appointments of members of the Committeeand of its officers

10.3 Accounting records relating to the Friends must be made available for inspection by any member of the Committee at any time during normal office hours.

10.4 A copy of the Friends’ latest available statement of account must be supplied on request to any member of the Committee. A copy must also be supplied, within two months, to any person who makes a written request and pays the Charity’s reasonable costs.

11.1 This Constitution may be amended by supplemental deed on a resolution passed by a majority of 75% or more of the votes of the Members in a General Meeting called in accordance with Clause 4, but:

11.2 No amendment is valid if it would make a change to the Objects unless such change has received the prior written consent of the Commision.

11.3 No amendment is valid if it would destroy the charitable status of the Friends

11.4 This Clause and Clauses 8 and 13 may not be amended without the prior written consent of the Commision.

12.1 The Committee may at any time on a resolution passed by at least 75% of the votes of the Members in a General Meeting called in accordance with Clause 4 transfer the assets and liabilities of the Charity to another charity or charities established for exclusively charitable purposes with objects which are, the same as or similar to the Objects.

12.2 On a transfer under clause 12.1 the Committee must ensure that all necessary steps are taken as to:

1. the transfer of land and other property;
2. the novation of contracts of employment and the transfer of any pension rights; and
3. the trusteeship of any property held for special purposes.

13.1 The Members may decide by resolution passed by at least 75% of the votes of those present at a General Meeting called in accordance with Clause 4 that the Charity is to be dissolved. The Committee will then be responsible for the orderly winding up of the Charity’s affairs.

13.2 After making provision for all outstanding liabilities of the Charity, the Committee must apply the remaining property and funds in one or more of the following ways:

1. by transfer to one or more other bodies established for exclusively charitable purposes having objects which are the same or similar to the Objects;
2. directly for the Objectsor charitable purposes within or similar to the Objects; or
3. in such other manner consistent with charitable status as the Commisionshall approve in writing in advance.

13.3 A final report and statement of account relating to the Charity must be sent to the Commision.

14.1 In this Deed:

The following expressions have the following meanings:

‘Chairman’ means the person appointed by the Executive Committee to be Chairman of the Friends and to preside at their meetings;

‘Charities Acts’ means the Charities Act 1993 and the Charities Act 2006

‘Charity’ means the organisation created and governed by this Constitution;

‘Commision’ means the Charity Commissioners for England and Wales;

‘Committee’ means the Executive Committee as established pursuant to clause 5;

‘connected person’ means any spouse, partner, brother, sister, child, parent, grandchild or grandparent of a Member, any firm of which a Member is a member or employee and any company of which a Member is a director, employee or shareholder having a beneficial interest in more than 1 per cent of the share capital;

‘custodian’ has the meaning prescribed by section 17(2) of the Trustee Act 2000;

‘financial expert’ means an individual, company or firm who is authorised to give investment advice under the Financial Services and Markets Act 2000;

‘financial year’ means the Charity’s financial year;

‘firm’ includes a limited liability partnership;

‘Friends’ means the Friends of Mount Athos being the full name for the organisation hereby constituted

‘Holy Community’ means the governing body of Mount Athos as defined by Article 105 of the Constitution of Greece;

‘indemnity insurance’ means insurance against personal liability incurred by any trustee for an act or omission which is or is alleged to be a breach of trust or breach of duty, unless the trustee concerned knew that, or was reckless whether, the act or omission was a breach of trust or breach of duty.

‘independent examination’ has the meaning prescribed by section 43(3)(a) of the Charities Act 1993;

‘material benefit’ means a benefit which may not be financial but has a monetary value;

‘month’ means calendar month;

‘Mount Athos’ means the monastic State of Aghion Oros as defined according to Article 105 of the Constitution of Greece;

‘nominee company’ means a corporate body registered or having a place of business in England and Wales and carrying on business as a nominee company;

‘Objects’ means the objects set out in clause 2;

‘Officers’ means the Chairman, Vice-Chairman, Secretary and Treasurer of the Friends approved in accordance with clause 5.4;

‘Secretary’ means the person appointed by the Committee to be the Secretary;

‘trust corporation’ has the meaning prescribed by section 205(1)(xxviii) of the Law of Property Act 1925 but does not include the Public Trustee;

‘Vice-Chairman’ means the person appointed by the Committee to be Vice-Chairman of the Friends and to preside at their meetings in the event that the Chairman is absent or unable or unwilling to do so;

‘written’ or ‘in writing’ refers to a legible document whether on paper, by fax or in electronic form (such as email)

‘year’ means calendar year;

14.2 References to an Act of Parliament are references to the Act as amended or re-enacted from time to time and to any subordinate legislation made under it.