COMPANY LIMITED BY GUARANTEE
AND NOT HAVING A SHARE CAPITAL
MEMORANDUM OF ASSOCIATION
(Incorporated 7th February 2002).
1. The name of the Company is “The Association of Track Day Organisers Limited”.
The registered office of the Company is to be
situated in England and Wales.
3. The objects of the Company are:
3.1 To promote standards for track day operations, management and safety.
3.2 To provide a track day code of conduct for its members.
3.3 To represent the interests of its members generally to government, regulators and other relevant organisations.
3.4 To promote track days as a leisure activity.
3.5 To provide assistance to individual members where the outcome of the matter is or is likely to be of benefit or interest to the members generally.
3.6 To do all such other lawful things as may be incidental or conducive to the attainment of the Company’s objects or any of them.
And so that:
3.6.1 None of the objects set forth in any sub-clause of this Clause shall be restrictively construed but the widest interpretation shall be given to each such object, and none of such objects shall, except where the context expressly so requires, be in any way limited or restricted by reference to or inference from any other object or objects set forth in such sub-clause, or by reference to or inference from the terms of any other sub-clause of this Clause, or by reference to or inference from the name of the Company.
3.6.2 None of the sub-clauses of this Clause and none of the objects therein specified shall be deemed subsidiary or ancillary to any of the objects specified in any other such sub-clause and the Company shall have as full a power to exercise each and every one of the objects specified in each sub-clause of this Clause as though each sub-clause contained the objects of a separate company.
3.6.3 The word “company” in this Clause, except where used in reference to the Company, shall be deemed to include any partnership or other body of persons, whether incorporated or unincorporated and whether domiciled in the United Kingdom or elsewhere.
3.6.4 In this Clause the expression “the Act” means the Companies Act 1985, but so that any reference in this Clause to any provision of the Act shall be deemed to include a reference to any statutory modification or re-enactment of that provision for the time being in force.
The income and property of the Company shall be
applied solely towards the promotion of its objects as set forth in this
Memorandum of Association and no portion thereof shall be paid or transferred
directly or indirectly by way of dividend, bonus or otherwise however by way of
profit, to members of the Company.
5. The liability of the members is limited.
6. Every member of the Company undertakes to contribute such amount as may be required (not exceeding one pound (£1)) to the assets of the Company if it should be wound up while he is a member or within one year after he ceases to be a member, for payment of the debts and liabilities of the Company contracted before he ceases to be a member and of the costs, charges and expenses of winding up and for the adjustment of the rights of the contributors among themselves.
7. If upon the winding up or dissolution of the Company there remains, after the satisfaction of all its debts and liabilities, any property whatsoever, the same shall not be paid or distributed among the members of the Company, but shall be given or transferred to or to some other body or bodies having objects similar to the objects of that association or the Company, and which shall prohibit the distribution of its or their income and property among its or their members, such body or bodies to be determined by the members of the Company at or before the time of dissolution, and if so far as effect cannot be given to such provision, then to some other but charitable body.
We, the subscribers of this Memorandum of Association, wish to be formed into a company pursuant to this Memorandum.
Motorcycle Folly Limited
125 Hill Lane Geoffrey Sturgess
Southampton SO15 5AF Authorised Signatory
Up To Speed Limited
Little Preston House
Little Preston Calum Lockie
Daventry NN1 3TF Authorised Signatory
Dated the Sixteenth of January 2002
Witness to the above signatures:
Witness Signature: Melindi Scott
Name: Melindi Scott
Address: Little Preston House