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Student Consultation: Guild Articles (of Association)

It’s time for us to review our Articles of Association – the legal document we are governed by. We want to make them clearer, strengthen how the Guild is governed, and ensure our democratic structures continue to represent students effectively Of course, we want your input into any amendments to the articles, and now is the time for you to have your say!  

Current Guild President (Seb) has chaired a working group made up of external and student trustees and Guild Advisory Board members to propose some amendments, which are outlined below. If you have any comments or suggestions for other amendments, we welcome your feedback via this form.  

What is the Constitution?

The Constitution is a legal document which sets out Exeter Students’ Guild’s legal form and key information, such as who our members are and what the Guild is permitted to do.

It also explains how the Guild is governed, including the powers and responsibilities of the Trustee Board, and how responsibility for the day-to-day management of the Guild is shared with the Students’ Guild staff team.

Under the Education Act 1994, Exeter Students’ Guild is required to review its Constitution at least every five years. This process takes place with oversight from, and agreement by, the University of Exeter’s governing body (University of Exeter Council).

Any changes to the Constitution (the Guild’s Articles of Association) must follow a formal process. Proposed amendments must first be developed and circulated by the Board of Trustees to all student members. There will then be a consultation period of at least 14 days, in line with the Guild’s Bylaws, during which student members may submit suggested amendments to the proposal.  

Following this, the proposal (or a revised version incorporating any amendments accepted by the Board of Trustees) must be approved either by a student referendum supported by at least 4% of full-time equivalent student members, or by a majority vote of Guild Council (also known as Guild Accountability Board) using its standard voting procedures.  

Any proposed changes must also be approved by the University of Exeter. Once this process has been completed, the Articles of Association are formally amended by special resolution (a meeting) of the Guild’s Company Law Members which are all members, in accordance with company law and the Articles themselves, and then submitted to the Charity Commission as the Guild’s governing document.

The Guild Trustee Board has stood up an Articles Working Group consisting of these members who reviewed the Articles and agreed on the proposed amendments:  

Seb Racisz, Guild President  

Katy Willis, Guild External Trustee  

Dhruv Chadda, Guild Student Trustee  

Zach Smith, Guild Accountability Board Member  

What is the timeline for consultation?

At this stage, we are sharing the proposed amendments to the Constitution (the Guild’s Articles of Association) and inviting feedback or suggestions for further amendments from our student members.

The deadline to provide feedback or submit further amendments for consideration is 17:00 on Sunday 1 March 2026.

How can I give feedback?

We’d love to hear your thoughts on the proposed amendments, whether you have feedback, comments, or questions.

The best way to share your views is by completing this Microsoft Form

If you would prefer to get in touch directly, you can email dani.alexander@exeterguild.com, and she will connect you with a member of the Articles Working Group who can help answer any questions you may have.

A summary of the proposed amendments is as follows:  

Table of Contents and Comments

Amendment: “Guild Council” renamed to “Guild Democratic Forum.”
What this means: This change allows for greater flexibility in how the forum is structured and operates, while continuing to ensure it represents student voices effectively.

Background

No amendments have been made on this page, however the layout has been amended so the wording flows better and is more accessible to the reader.

Part 1

Amendment: 9.5.3 paragraph 7 – “Financial year” changed to “Academic year.”
Why it matters: Aligns the Guild’s yearly cycle with the academic calendar, making timelines clearer for students.

Amendment: 12.1 – Added “Guild Board of Trustees.”
Why it matters: Clearly identifies that ultimate responsibility sits with the Board of Trustees.

Amendment: 12.2.2 paragraph 2 – Updated to “Guild Democratic Forum.”
Why it matters: Supports a more adaptable structure while maintaining strong student representation.

Part 2

Amendment: 10.1 – 10.1.3 – Added “see section” prompts.
Why it matters: Helps readers quickly find the information they need.

Amendment: 11.2 – “shall be entered in the” changed to “shall be pulled from the.”
Why it matters: The University maintains the official student register, so this clarifies where membership information comes from and ensures accuracy.

Amendment: 14.1 – Replaced “course in Devon” with “as defined by the University.”
Why it matters: Confirms that all University of Exeter students are Guild members, ensuring inclusivity and clarity.

Amendment: 26.1 – Changed “The Officer Trustees” to “The Trustees” in relation to establishing and monitoring a Code of Conduct.
Why it matters: Confirms that responsibility sits with the full Trustee Board, strengthening accountability and good governance.

Amendment: 26 – Clarified that written resolutions can only be used by the Guild Board of Trustees acting as Company Law members.
Why it matters: Removes ambiguity about who can make formal written decisions.

Amendment: 20.12 – Added: “For the avoidance of doubt, written resolutions can only be used by the Guild Board of Trustees as the Company Law members.”
Why it matters: Clearly defines who has the authority to pass written resolutions, supporting strong governance and decision-making.

Part 3 – Appointment of Trustees

Amendment: 27.3 – Updated to “not more than eight.”
Why it matters: Reflects an increase in Student Trustees following the Representation Review and helps maintain a majority student Trustee Board.

Amendment: 29.4, 30, 33.1, 36.3 – Changed “Lay Trustee” to “External Trustee.”
Why it matters: Uses clearer, more widely understood terminology.

Amendment: 29.1 – Updated to “Guild Democratic Forum.”
Why it matters: Enables flexibility while preserving representation.

Amendment: 30.3.5 Any such decision shall be communicated to students and, wherever possible, the likelihood of this happening explained in advance of the Student Members Meeting, referendum or Guild democratic forum.
Why it matters: Gives reassurance to Members that Trustees will explain any decisions in line with Article 30.3 with Student Members ahead of any Student Member meetings or Guild democratic forum.

Amendment: 33.5 – Changed “provide” to “support and oversee.”
Why it matters: Better reflects the Trustees’ governance role and aligns with CEO performance oversight.

Amendment: 38.1.2 – Wording updated for clarity.
Why it matters: Makes the Articles easier to understand and reduces the risk of misinterpretation.

Amendment: 39 – Removed “but need not be in writing.”
Why it matters: This was already implied elsewhere, so removing duplication keeps the document clear and concise.

Amendment: 40.1(b) – Removed “for example by telephone or video conferencing.”
Why it matters: The existing wording already allows for flexible meeting formats, so this simplifies the Articles without changing practice.

Amendment: 41.2 – Added “Student Trustees” to the quorum.
Why it matters: Ensures that at least 50% of the quorum is made up of student or officer trustees, strengthening student oversight.

Amendment: 41.3 – Trustees may only make essential decisions if numbers fall below the required minimum.
Why it matters: Allows the charity to meet legal obligations while prioritising the recruitment of new Trustees.

Amendment: 42.2 – Removed reference to “External Trustee.”
Why it matters: This detail was not necessary in this section, helping keep the Articles focused and streamlined.

Amendment: 42.2 – Added that the Vice Chair will chair meetings in the absence of the Chair.
Why it matters: Clarifies leadership responsibilities and ensures meetings can continue without disruption.

Amendment: 44.3.2 – Removed “including by email.”
Why it matters: Keeps the wording flexible so communication methods can evolve without requiring further changes to the Articles.

Amendment: 44.4 – Updated to include “(outside of a Trustee meeting)” instead of “in accordance with this article.”
Why it matters: Provides clearer guidance on when this applies, improving transparency.

Amendment: 47.1 – Sentence updated for clarity.
Why it matters: Supports a more reader-friendly document and reduces ambiguity.

Part 4

Amendment: 48 – 48.3 – Updated to “Guild Democratic Forum.”
Why it matters: Supports a flexible and representative democratic structure.

Amendment: 48.3 – Clarified that the Guild Democratic Forum does not hold Trustee responsibilities.
Why it matters: Clearly separates governance (Trustees) from student representation, improving accountability.

Part 5

Amendment: Any spelling of Byelaws that is Bylaws or Bye-Laws updated to only be ‘Byelaws’
Why it matters: Consistency throughout our Articles and Byelaws.  

Amendment: 49.1 – Updated to “Guild Democratic Forum.”
Why it matters: Maintains a modern, adaptable democratic structure.

Amendment: 52.1, 52.2 – Requires minutes of key decisions to be kept for at least 10 years.
Why it matters: Aligns with charity governance best practice and strengthens transparency.

Amendment: 61.2 – Trustees must respond to member submissions within a reasonable timeframe, within 14 days.  
Why it matters: Reinforces members’ right to be heard and to receive a response in a timely manner.

Definitions and Interpretation

Amendment: 60.1.1 – Updated to “Academic Year.”
Why it matters: Ensures consistent terminology across the Articles.

Amendment: 68.3.6 – Updated to “Guild Democratic Forum.”
Why it matters: Ensures consistent terminology throughout the document.

Amendment: 68.3.24 – Updated to “External Trustee.”
Why it matters: Uses clearer language that is easier for members to understand.

Amendment: 60.3.13 – “Policy” updated to be set in accordance with the Byelaws.
Why it matters: Makes the policy-setting process clearer so members understand how decisions are formally established.

Amendment: 60.3.21 – Clarifies who qualifies as a Student member.
Why it matters: Provides transparency about membership and who the Guild represents.

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