Methodist Church Act


Published: 1967

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Methodist Church (CAP. 280 1

CHAPTER 280

THE METHODIST CHURCH ACT

Arrangement of Sections
Section

RECITALS

PART I. INTRODUCTORY

1. Short title.
2. Interpretation.
3 . Commencement.

PART 11. THE METHODIST CHURCH
IN THE CARIBBEAN AND THE AMERICAS

4. Establishment of Church.
5. Doctrinal Standards.
6. Power to hold Foundation Conference.
7. Membership and Procedure of Foundation Conference.
8. Power to adopt Deed of Church Order.
9. Contents of Deed of Church Order.

10. Power to incorporate additional areas and to co-operate
with associated churches.

11. Contracts, liabilities, Officers and Employees.
12. Transitional provisions.
13. Legal proceedings, etc.
14. Registration of buildings for marriages.

PART 111. THE M.C.C.A. TRUST CORPORATION

15. Incorporation.
16. First members.
17. Regulations.
18. Objects and powers.
19. Articles of association.
20. Vesting of property.
21. Adaptation of trusts.

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2 CAP. 280) Methodist Church

22. Investments.
23. Corporation not to have Non-Citizen status.

PART IV. MISCELLANEOUS

24. Model Trusts.
25. Superannuation funds.
26. Evidence of documents.
27. Trustees' indemnity.
28. Exemption from stamp duty, etc.
29. Saving of rights.

FIRST SCHEDULE
Eligible Districts.

SECOND SCHEDULE
Procedure of the Foundation Conference.

THIRD SCHEDULE
Regulations applying to the Corporation.

FOURTH SCHEDULE
Objects and powers of the Corporation.

FIFTH SCHEDULE
Articles of Association.

SIXTH SCHEDULE
Lands vested in the Corporation.

SEVENTH SCHEDULE
Declaration adopting the Model Trusts.

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Methodist Church (CAP. 280 3

METHODIST CHURCH

An Act to authorise the establishment of an autonomous
church to be known as the Methodist Church in the
Caribbean and the Americas, to incorporate trustees
for the purposes of the said church to be known as the
Methodist Church in the Caribbean and the Americas
Trust Corporation, to vest in such corporation certain
property, to make provision concerning the trusts on
which Methodist property is to be held, and for other
purposes.

(1 5th February, 1967 .) 711967.

RECITALS

Whereas:

(1) The Methodist Church is the church formed on the
20th day of September 1932 (upon the execution
on that date in England of a Deed of Union by John
Scott Lidgett, Henry Maldwyn Hughes, William
Younger and William Christopher Jackson) through
the union of the churches formerly known as the
Wesleyan Methodist Church, the Primitive
Methodist Church and the United Methodist
Church.

(2) The governing body of the Methodist Church is
the conference constituted and meeting as provided
in the said Deed of Union.

(3) Under the said conference the administration of the
Methodist Church is arranged by districts and
among such districts are those named in the First
Schedule hereto.

(4) The work of the Methodist Church in the last men-
tioned districts is administered (under the ultimate
authority of the said conference exercised through
the Methodist Missionary Society, which is the
overseas department of the Methodist Church) by
the synods of the said districts.

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4 CAP. 280) Methodist Church

(5) It is the desire both of the said conference and of
the said synods that there shall be established an
autonomous church in the area of the said districts
or of some of them in place of but in natural
succession to the work of the Methodist Church in
the said area and to be known as "the Methodist
Church in the Caribbean and the Americas7 ' .

(6) It is expedient that such autonomous church be
established in the manner provided for by this Act.

(7) It is expedient that trustees be incorporated capable
of holding the property and funds of such
autonomous church and with such constitution and
powers as are provided for by this Act and that such
provision be made for the vesting of property as
is hereinafter contained.

(8) It is expedient that such provision be made in rela-
tion to the trusts affecting property connected with
the Methodist Church as is hereinafter contained.

PART I

INTRODUCTORY
Short title. 1. This Act may be cited as the Methodist Church

Act.

Interpretation. 2. In this Act unless the context otherwise requires:-

(a) "the Parent Church" means the Methodist
Church formed as before recited;

( 6 ) "the British Conference" means the govern-
ing body of the Parent Church as before mentioned;

(c) "the Deed of Union" means the Deed of Union
of the 20th day of September 1932 before recited;

(4 "the Church" (so written) means the Methodist
Church in the Caribbean and the Americas constituted
and established as provided for by this Act but "the
church", "church" and "churches" (so written) have
their general meanings;

( e ) "the Foundation Conference" means the con-
ference referred to in section 6 hereof;

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Methodist Church (CAP. 280 5

Cf) "the Deed of Church Order" means the deed
referred to in section 8 hereof.

(g) "the Foundation Date" means the date on
which the Deed of Church Order is executed;

(h) "the Conference" means the governing body
of the Church and where this Act expressly so provides
or the context so requires includes the Foundation
Conference;

(9 "the Eligible Districts" means the districts of
the Parent Church named in the First Schedule hereto; First Schedule.

"the Eligible Synods" means the synods of the
Eligible Districts;

(k) "Participating Synods" means such of the
Eligible Synods as may have resolved to the effect set
out in section 6(a) hereof;

(I) "Participating Districts" means districts of
which the synods are Participating Synods;

(m) "the Doctrinal Standards" means the doctrinal
standards of the Church as specified in section 5 hereof;

(n) "the Corporation7' means the Methodist
Church in the Caribbean and the Americas Trust
Corporation body incorporated by section 15 hereof;

( 0 ) "the Missionary Society" means the Methodist
Missionary Society of 25 Marylebone Road, London,
N.W. 1. England, being (as before recited) the overseas
department of the Parent Church;

@) "the Provincial Synod" means the provincial
synod of the Western Area of the Missionary Society;

(q) "the W.M.M.T.A." and "the M.M.T.A."
mean respectively the Wesleyan Methodist Missionary
Trust Association and the Methodist Missionary Trust

L Association both of 25 Marylebone Road aforesaid;

I (r) "the Model Trusts" means the model trusts
k referred to in section 24(a) hereof;
k (s) "property" means property of every descrip-
b tion whether real or personal, movable or immovable,
i and includes money and choses in action;

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6 CAP. 280) Methodist Church

( t ) "lands" or "land" includes land and buildings
of any tenure and any interest therein or in the pro-
ceeds of sale thereof;

(u) "local bodies" in relation to the Church or the
Parent Church means districts, circuits and societies or
such other local bodies as the work of the Church or
the Parent Church may be ordered in for the time being,
and the synods, meetings and other governing bodies
thereof;

(v) "ancillary bodies" in relation to the Church,
the Parent Church or the Missionary Society means
schools, colleges, seminaries, hospitals, book-shops,
charities, associations, institutions and other organisa-
tions (other than local bodies) subsidiary or ancillary
to or connected with the Church, the Parent Church
or the Missionary Society respectively but provisions
of this Act or the Deed of Church Order applicable to
any such ancillary bodies which are connected with other
churches or organisations as well as with the Church,
the Parent Church or the Missionary Society shall apply
to such ancillary bodies only to the extent of the interest
therein of the Church, the Parent Church or the
Missionary Society.

Commencement. 3. ( a ) Parts I , I1 and IV of this Act shall come into
effect on the 15th Day of February, 1967.

( b ) Part 111 of this Act shall come into effect on
the Foundation Date, of which Notice published in the appro-
priate terms in the Gazette signed by the President of the
Conference shall be sufficient notice to all persons.

PART I1

THE METHODIST CHURCH IN THE CARIBBEAN
AND THE AMERICAS

Establishment of
Church.

4. Upon the execution of the Deed of Church Order
in accordance with the provisions of section 8(b) hereof the
Church shall by virtue of this Act and of the Deed of Church
Order be constituted and established as an autonomous body
of Christian believers in the area specified in section 8(c)
hereof by the name of "the Methodist Church in the

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Methodist Church (CAP. 280 7
0

Caribbean and the Americas" and under the constitution
provided for by the Deed of Church Order.

5 . (a) The Doctrinal Standards shall be those of the E,'dfzdS.
Parent Church, as set out in the Deed of Union.

(b) The Doctrinal Standards shall be unalterable,
whether by the Conference or otherwise.

(6) The Conference shall be the final authority
within the Church on all questions concerning the interpreta-
tion of the Doctrinal Standards.

(d) The foregoing provisions of this section shall
not limit or otherwise affect the powers of the Church to
unite with other churches in accordance with the provisions
of this Act, notwithstanding that the doctrine of any united
church formed under such powers may differ from that of
the Doctrinal Standards.

(e) It shall be within the powers of the Church to
unite with any other Christian church or organisation in
accordance with the provisions to be set out in the Deed of
Church Order under section 9(e) hereof, which provisions
shall be unalterable, whether by the Conference or otherwise.

6. (a) The British Conference and the Eligible Synods E;,";;:?
or any of them may by a simple majority of the members c,,f,,,,,,. . . - .
present and voting resolve to participate in a conference
(being the Foundation Conference) to be held for the purpose
of settling and adopting the Deed of Church Order, and any
resolution to that effect already passed in anticipation of the
enactment of this Act shall be deemed to have been made
under this sub-section.

(b) If the Eligible Synods or any six of them
(including the Synod of the Leeward Islands District) and
the British Conference so resolve as aforesaid it shall be lawful
for the Foundation Conference to meet in Antigua in the
year 1967 for the above purpose and for the transaction of
such other business as may be preliminary or incidental
thereto or otherwise within the competence of the Founda-
tion Conference or (after the execution of the Deed of Church
Order) of the Conference.

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8 CAP. 280) Methodixt Church

Membership and
Procedure of 7. (a) The members of the Foundation Conference
Foundation shall be:-
Conference.

First Schedule.

(i) The President of the Foundation Conference,
who shall be the Reverend Hugh B. Sherlock.

(ii) The Vice-President of the Foundation Con-
ference, who shall be Sir Donald Jackson.

(iii) The Secretary of the Foundation Conference,
who shall be the Reverend Edwin L. Taylor.

(iv) The Treasurer of the Conference funds, who
shall be Mr. J . R. A. McDonald.

(v) The Chairman of the Participating Districts
and (if the Jamaica District is a Participating
District) the Deputy Chairman of the Haiti
Sub-District.

(vi) The Methodist ministerial tutor and the
Methodist deaconess in charge of training at
the United Theological College of the West
Indies.

(vii) The Vice-President of the Wesley Deaconess
Order-in the Participating Districts and one
other representative elected by the members
of the said Order stationed in the Participating
Districts.

(viii) Four representatives of the Parent Church,
appointed or to be appointed by the British
Conference, of whom two shall be ministers
and two laymen (which word shall throughout
this Act include laywomen).

(ix) Ministerial and lay representatives of the
Participating Districts appointed or to be
appointed by the Participating Synods, as
specified in the First Schedule hereto.

(b) The Foundation Conference may regulate its
own procedure, but until it otherwise resolves the regula-

Second Schedule. tions set out in the Second Schedule hereto shall apply.

Power to adopt
Deed of Church

8. (a) It shall be lawful for the Foundation Conference
Order. by resolution passed by the votes of not less than three-fourths

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Methodist Church (CAP. 280 9

of the members thereof present and entitled to vote, including
all such members who are representatives of the Parent
Church, to settle and adopt a deed (being the Deed of Church
Order) complying with the provisions of section 9 hereof and
setting forth the constitution of the Church.

(6) Upon its adoption by the Foundation Con-
ference in accordance with the last preceding sub-section the
Deed of Church Order shall forthwith be signed sealed and
delivered by the person presiding over the Foundation
Conference and by one of the persons appointed to attend
the Foundation Conference as representatives of the Parent
Church and (if so desired) by one or more persons represent-
ing the Participating Synods or any of them.

(c) The area covered by the work of the Church
shall in the first instance be that covered by the existing work
of the Participating Districts, but without prejudice to the
powers specified in section 10 hereof.

9. (a) The Deed of Church Order shall declare the ~ ; ; ~ ~ ~ : ; ~ ~ ~ ~ ~
establishment of the Church and define the constitution
thereof, and shall make such provisions as the Foundation
Conference may think fit for the government and discipline
of the Church and the management of its affairs.

(6) Without prejudice to the generality of the last
preceding sub-section, the Deed of Church Order shall con-
tain provision for the following among other matters:-

(i) The constitution of the Conference, consisting
of a Representative Session (comprising
ministerial and lay members) and a
Ministerial Session (comprising ministerial
members only), as the governing body of the
Church with supreme authority to do all such
things as are not prohibited to it by this Act
or the Deed of Church Order, and the
membership, officers (including a President,
Vice-President and Secretary and a Treasurer
of the Conference Funds) procedure, powers
and functions of the Conference, including
the division of its functions between the
Representative and Ministerial Sessions.

(ii) The membership and ministry of the Church.

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10 CAP. 280) Methodist Church

(iii) The holding and management (subject to the
provisions of this Act) of the property and
funds of or connected with the Church.

(iv) The appointment, tenure and functions of
oficers and committees and the setting up and
ordering of departments and local bodies of
the Church or of its ancillarv bodies. so far
as the Foundation Conference may desire to
include such matters in the Deed of Church
Order.

(v) The making and alteration by the Conference
of Standing Orders for the regulation (subject
to the Deed of Church Order) of any matters
which in the judgment of the Foundation
Conference it is desirable that the Conference
shall have power to regulate.

(c) The Deed of Church Order shall contain a
statement of the Doctrinal Standards and provisions in the
terms of sub-sections ( b ) , (c) and ( 4 of section 5 hereof or
to the like effect.

(6) The Deed of Church Order shall provide that
the Conference may revoke, alter or add to any of the
provisions thereof (other than the Doctrinal Standards and
the provisions required by sub-section ( e ) of this section),
but that such revocation, alteration or addition shall
require: -

(i) (in all cases) a resolution passed by the
Representative Session by the votes of not less
than three-fourths of the members of that
Session present and entitled to vote and (after
submission for comment to such local or other
bodies, if any, as the Deed of Church Order
may prescribe) confirmed in the next follow-
ing year by a similar resolution similarly
passed; and also

(ii) (in the case of a revocation, alteration or
addition which affects the continuance of the
Ministerial Session as a separate body or the
respective powers of the Representative and
Ministerial Sessions) a resolution passed by
the Ministerial Session meeting separately by

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Methodist Church (CAP. 280 11

the votes of not less than three-fourths of the
members of that Session present and entitled
to vote and confirmed in the next following
year by a similar resolution similarly passed.

(e) The Deed of Church Order shall provide that
notwithstanding anything therein contained it shall be within
the powers of the Church to unite with any other Christian
church or organisation, and shall further provide as follows:-

(i) That so long as the Conference or other the
governing assembly of the Church consists of
both a Representative Session and a
Ministerial Session as described in sub-section
(6) (i) of this section the power to unite with
any other such church or organisation shall
not be exercisable unless the terms and con-
ditions of the proposed union have been
approved and confirmed by such resolutions
and majorities in both Sessions and in accord-
ance in all respects with such formalities as
are prescribed by paragraphs (i) and (ii) of
sub-section (4 of this section, notwithstanding
that the provisions of the Deed of Church
Order corresponding to the said paragraphs
may have been revoked or altered.

(ii) That so long as the Conference or other the
governing assembly of the Church does not
consist of such Sessions as aforesaid such
power shall not be exercisable unless the terms
and conditions of the proposed union have
been approved by a resolution of the Con-
ference or such other governing assembly
passed by the votes of not less than three-
fourths of the members thereof present and
entitled to vote and confirmed in the next
following year by a similar resolution similarly
passed.

(iii) That the provisions prescribed by paragraphs
(i) and (ii) of this sub-section shall be
unalterable, whether by the Conference or
otherwise.

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CAP. 280) Methodist Church

Power to
incorporate
additional areas.

Power to
co-operate
with associated
churches.

Contracts,
liabilities,
Officers and
Employees.

(R After any revocation or alteration of or addi-
tion to the Deed of Church Order, reference thereto in this
Act or in any document whenever executed shall unless the
contrary is expressly provided or the context otherwise
requires be construed and take effect as a reference to the
Deed of Church Order as varied by such revocation, altera-
tion or addition.

10. For the avoidance of doubt and without prejudice
to the generality of the powers of the Church and of the Con-
ference it is hereby expressly declared that it shall be lawful
for the Church:-

(a) to extend the area covered by its work, whether
by the establishment of missions. the formation of additional
districts or other local bodies, t'he accession to the Church
of existing Methodist or other Christian bodies (including
any Eligible District which is not a Participating District)
or by other means; and the Conference may by alteration
of the Deed of Church Order under its powers in that behalf
or by other appropriate means make provision for the carry-
ing on and ordering of the work of the Church in such
extended areas and (if the Conference thinks fit) for the
representation of such'extended areas in the conference, and

(6) to negotiate and enter into arrangements for
co-operation with the Parent Church and other Christian
churches and organisations, including the mutual recogni-
tion of ministries, membership and sacraments; and the Deed
of Church Order; may contain provisions relating to such
matters and to the status and discipline of ministers and
members of such other churches and organisations working
in connection with the Church.

1 . (a) Save as provided in Part I11 hereof this Act
shall not operate to transfer to the Church any contract or
liability entered into by the Parent Church or the Missionary
Society, but it shall be lawful for the Church to enter into
arrangements with the Parent Church and the Missionary
Society whereby (with all necessary consents of other persons)
contracts and liabilities of the Parent Church or the
Missionary Society relating to their work in the Participating
Districts are taken over by the Church, and officers of and
other persons employed by the Parent Church or the

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Methodist Church (CAP. 280

Missionary Society in connection with such work become
officers and employees of the Church.

(6) This section shall not limit the power of the
Foundation Conference to declare by the Deed of Church
Order who are and shall be ministers in full connexion with
the Church.

12. (a) O n and from the Foundation Date the ; f f , " ' ' ~ ~ ~ ~ ~
meeting of the Foundation Conference shall be deemed to
be the first meeting of the Conference, and on and from
such date until the second meeting of the Conference (being
the first to be convened pursuant to the Deed of Church
Order) the Foundation Conference and its officers shall have
all the powers vested in the Conference and its officers by
this Act or the Deed of Church Order.

(6) Until the setting up by the Conference of new
local bodies in place of the Participating Districts and other
the existing local bodies of the Parent Church within the
Participating Districts, the work of the Church shall be
ordered under the Conference in such existing local bodies
and carried on by the existing ministers, officers and members
thereof or their lawfully appointed or elected successors for
the time being.

13. (a) All actions and proceedings by or on behalf k:f'tedings, etr.
of or against the Church mav be brought or defended by
and in the name of "the president of th;~ethodist church
in the Caribbean and the Americas" by that description
(without naming the holder for the time being of that office)
for and on behalf of the Church and the death or incapacity
of the President for the time being of the Conference or the
expiration of his term of office or any act or thing done or
suffered by him shall not abate or affect any such action or
proceeding.

(b ) Any writ, notice or other process in any such
action or proceeding shall be sufficiently served on the Church
if served personally on the President or Secretary for the
time being of the Conference or left at the office of the
Conference.

(c) Any affidavit, statutory or other declaration or
other similar document required from or desired by the
Church may be made by the President, Vice-President or

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14 CAP. 280) Methodist Church

Secretary for the time being of the Conference for and on
behalf of the Church.

(6) Every President, Vice-President and Secretary
of the Conference shall be indemnified out of the funds of
the Church against all loss, damages, costs and expenses
which he may sustain by reason of anything done to or by
him in pursuance of this section.

Registration of
buildings for

14. (a) Every building registered at the Foundation
marriages. Date on behalf of the Parent Church or the Missionary
Cap. 261. Society for the purposes of the Marriage Act shall thenceforth

be deemed to have been so registered on behalf of the Church.

(b) The Secretary of the Conference shall as soon
as possible after the Foundation Date supply to the Registrar
of births, deaths and marriages a list of all such buildings.

( 6 ) The said Registrar may after comparing such
lists with his records and after consultation with the Secretary
of the Conference make any correction which may be found
necessary.

PART I11

THE M.C.C.A. TRUST CORPORATION

Incorporation. 15. The Corporation is hereby constituted by the
name of "the M.C .C .A. Trust Corporation" as a body cor-
porate with perpetual succession and a common seal and
with power to acquire and hold land and other property.

First Members. 16. The first members of the Corporation shall be
the persons who, immediately after the elections (if any)

Second Schedule. required to be held under clause 3 of the Second Schedule
hereto, or otherwise immediately after the execution of the
Deed of Church Order, are the President, Vice-President
and Secretary of the Conference and the Treasurer of the
Conference funds together with the Reverend Donald C.
Henry at present the Superintendent of the Leeward Islands
Circuit of the Methodist Church in the Caribbean and the
Americas and Messrs Sir Hugh Wooding, the Chief Justice
of Trinidad and Tobago; Luther Reginald Wynter, Esquire,
a Physician residing at Hodges Bay in the Island of Antigua;
Dr. Hastings Dudley, Esquire, Vice Principal of the Univer-

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Methodist Church (CAP. 280 15

sity of the West Indies (Trinidad Section) and W. 0. Fraser,
Esquire.

17. The regulations set out in the Third Schedule ~;~;~~ ,";~ iu le .
hereto shall apply to the Corporation and shall be unalterable
by the Corporation.

18. The objects and powers for and with which the Objects and
owers. Corporation is constituted are specified in the Fourth gourth schedule.

Schedule hereto and such objects and powers and the name
of the Corporation may be altered only to the extent and
by the means specified in the said Schedule.

19. (a) Subject to sections 17 and 18 hereof the affairs tf$!;t:.
of the Corporation shall be regulated by the Articles of
Association set out in the Fifth Schedule hereto. Fifth Schedule.

(b) The Corporation may at any time alter the
said Articles of Association by special resolution as defined
in the Third Schedule hereto.

20. ( a ) The lands specified in the Sixth Schedule Vesting of
property.

hereto and in the deeds referred to in the said Schedule (being .
Slxth Schedule.

lands held by or in trust for the Parent Church, the
Missionary Society or their local or ancillary bodies) are
hereby transferred to and vested in the Cor~oration for all
the estates and interests with all the appurtenances but sub-
ject to the easements and rights applicable thereto as so held
immediatelv before the Foundation Date and to all monevs
then secured thereon and all mortgage terms charges and
other estates and interests subsisting therein as security for
such moneys.

(b) If and so often as it appears that there are other
lands which immediately before the Foundation Date were
held by or in trust for the Parent Church, the Missionary
Society or any of their local or ancillary bodies in connec-
tion with work in the Participating Districts but which are
not referred to in the Sixth Schedule hereto it shall be lawful
for the Governor-General, upon being satisfied of such fact
by such evidence as he thinks fit, by Order in that behalf
to declare that sub-section (a) of this section shall apply to
such other lands as it applies to those specified in the Sixth
Schedule hereto and thereupon the said sub-section shall so
apply and shall be deemed always to have so applied thereto
accordingly.

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16 CAP. 280) Methodist Church

(c) All personal chattels which immediately before
the Foundation Date were held by the Parent Church, the
Missionary Society, the W.M.M.T.A. or the M.M.T.A.
are hereby transferred to and vested in the Corporation but
this sub-section shall not affect the legal ownership of per-
sonal chattels held by persons other than the Parent Church,
the Missionary Society, the W.M.M.T.A. and the
M.M.T.A. in trust for the Parent Church, the Missionary
Society or any of their local or ancillary bodies.

(6) Nothing in this Act shall divest, prejudice or
otherwise affect the rights, claims or obligations of any person
at law or in equity over or in respect of any property except
in so far as such person has such rights, claims or obliga-
tions as an officer or member of or trustee for the Parent
Church, the Missionary Society or one of their local or
ancillary bodies.

( e ) If after the vesting in the Corporation of any
land or chattels by virtue of this section the W.M.M.T.A.
or other body divested by this section continues to be under
any liability to any third party, being a liability which has
been incurred or has arisen in connection with such land
or chattels, the Corporation shall keep the W.M.M.T.A.,
or other body fully indemnified against such liability.

Adaptation of 2 1. (a) All lands and personal chattels held upon trust
trusts.

for or for the purposes of the Parent Church, the Missionary
Society or any of their local or ancillary bodies in connec-
tion with work in the Participating Districts shall on and
after the Foundation Date be held upon similar trusts for
or for the purposes of the Church or its corresponding local
or ancillary body and as if references to the Church were
substituted for references to the Parent Church or the Mis-
sionary Society in any declaration of such first mentioned
trusts but otherwise with and subject to the powers and pro-
visions applicable thereto immediately before the Founda-
tion Date.

( 6 ) All moneys, bank accounts and choses in
action held by or on behalf of or in trust for any Participating
District or any local body forming part of such a district
shall continue to be held by or on behalf of such district or
other local body but in its capacity as a local body of the

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Methodist Church (CAP. 280 17

Church rather than of the Parent Church or the Missionary
Society.

(c) Wherever the words "Methodist Church" or
"Conference" are used in any Act, deed, will or other in-
strument as applying to the Parent Church or the British
Conference in connection with work in the Participating
Districts such words shall on and after the Foundation Date
be construed in their application to property to mean the
Church and the Conference respectively.

(6) Any devise or bequest contained in a will or
codicil made by any person living at the Foundation Date
in favour of or directed to be administered by or in connec-
tion with the Parent Church, the Missionary Society or any
of their local or ancillary bodies in the Participating Districts
shall (save in so far as such devise or bequest is on its true
construction intended to be applied for work of the Parent
Church or of the Missionary Society carried on outside the
Participating Districts) take effect in favour of or be
administered by or in connection with the Church or its cor-
responding local or ancillary body and as if references to
the Church were substituted for references to the Parent
Church or the Missionary Society in such will or codicil but
otherwise with and subject to the powers and provisions set
out therein.

22. Any moneys held by the Corporation may be in- Investments,
vested in any manner for the time being authorised by law
for the investment of trust funds or may be invested paid
or applied in or for the purchase of any investments or pro-
perty whether or not so authorised and whether or not such
payment or application would apart from this section amount
to the investment of such moneys or may be lent upon any
security proprietary or personal or without security.

23. Notwithstanding that the Corporation may at any Corporation not
time or from time to time for the purposes of the Non-Citizens :ya:,a,.le =lien
Land Holding Regulation Act, or any statute for the time Cap. 293.
being amending or replacing that Act, be or be deemed to
be under the control of non-citizens, the Corporation shall
not be nor be deemed to be a non-citizen for such purposes
but shall be entitled to hold land and mortgages on land
in Antigua and Barbuda without licence and such land and

LAWS OF ANTIGUA AND BARBUDA

18 CAP. 280) Methodist Church

mortgages shall not be liable to forfeiture under the said Act
or any other such statute.

PART IV

MISCELLANEOUS

Model T ~ U S ~ S . 24. (a) It shall be lawful for the Foundation Con-
ference, by resolution in that behalf, or for the Conference,
by resolution passed and confirmed in such manner as may
for the time being be required for the alteration of the Deed
of Church Order, to settle and adopt a form of model trusts
(being the Model Trusts) capable of application to any lands
held or to be held in connection with the Church or any
of its local or ancillary bodies for the purposes of a church,
chapel, vestry, minister's or other dwelling-house, day or
Sunday school, schoolroom, lecture hall, mission hall, or
other building or burial ground.

(b) It shall be lawful for the Conference by resolu-
tion passed and confirmed as aforesaid from time to time
to revoke alter or add to any of the provisions of the Model
Trusts other than any such provisions embodying the
Doctrinal Standards.

Seventh
Schedule.

(c) The Corporation or other the owner or owners
for the time being of any lands such as are referred to in
sub-section (a) of this section may at any time by declara-
tion under seal in the form set out in the Seventh Schedule
hereto and forthwith transmitted to the Secretary of the Con-
ference adopt the Model Trusts in relation to such lands and
such lands shall thenceforth be held upon the trusts and
subject to the powers and provisions set out in the Model
Trusts.

(d ) If such a declaration relates only to part of
the lands held by the Corporation or other such owner or
owners the last preceding sub-section shall apply to such part.

(e) If such lands are held jointly by more owners
than one then such a declaration shall be valid and effective
if executed by a majority of such owners.

(f) Upon any revocation or alteration of or addi-
tion to the Model Trusts any lands then already held upon
the trusts thereof shall thenceforth be held upon such trusts
as amended by such revocation alteration or addition and

LAWS OF ANTIGUA AND BARBUDA

Methodist Church (CAP. 280 19

thereafter any reference to the Model Trusts in this Act or
in any document whenever executed shall be construed and
take effect as a reference to the Model Trusts as varied by
such revocation alteration or addition.

25. (a) Subject to the next following sub-section :,","'ffannuation
nothing in this Act shall affect the ownership, administra-
tion, trusts or benefits of or arising under any existing
superannuation funds affecting ministers or other officers or
employees of the Parent Church, the Missionary Society,
the Church or any of their local or ancillary bodies.

(6) It shall be lawful for the trustees for the time
being of any such existing superannuation fund to transfer
to the Corporation or other the trustees of any new super-
annuation fund established in connection with the Church
or any of its local or ancillary bodies such part of such existing
fund as they may think fit having regard to any arrangements
made by the Corporation or other the trustees of such new
fund for the payment or securing of benefits for ministers,
officers or employees who have participated in such existing
fund.

26. (a) A purported copy (purporting to be signed Evidence of
documents.

by the President, Vice-President or Secretary of the Founda-
tion Conference or of the Conference) of any of the documents
specified in paragraph (6) of this section shall be deemed
to be a true copy of such document and shall be received
in evidence in all courts and in all proceedings whether civil
or criminal as if it were the original document, unless some
error is proved.

(6) The documents referred to in paragraph (a)
of this section are:-

(i) The Deed of Church Order.

(ii) The Model Trusts.

(iii) Any resolution of the Foundation Conference
or of the Conference settling, adopting, revok-
ing, altering or adding to the. Deed of Church
Order or the Model Trusts or any part thereof.

(iv) Any resolution of the Corporation amending
the provisions of the Fourth Schedule hereto

LAWS OF ANTIGUA AND BARBUDA

20 CAP. 280) Methodist Church

or the Articles of Association of the
Corporation.

(v) Any declaration made under the provisions of
section 24(c) hereof.

Trustees' 27. Nothing in this Act shall deprive the Corpora-
indemnity.

tion or any other trustee of any rights to which but for this
Act they would be entitled to be indemnified out of the trust
property in respect of any mortgage, charge, incumbrance,
lien, bond, covenant or other obligation under which they
may have incurred personal liability.

Exemption from
stamp duty, etc.

28. No transfer or vesting of property and no adapta-
tion of trusts nor any other act or thing effected by this Act
shall give rise to any liability for any tax or duty nor shall
this Act nor any document nor copy connected therewith
require to be stamped under any statute imposing or
regulating the imposition of stamp duty.

Saving of rights. 29. Nothing in this Act shall prejudice or affect the
rights of Her Majesty the Queen, Her Heirs and Successors
or any body politic or corporate or by any other person or
persons except such as are mentioned in this Act and those
claiming by, from, through or under them.

Sections 2(i) and
7(a) (ix).

THE FIRST SCHEDULE REFERRED T O

Eligible Districts

District Ministers Laymen

Bahamas ..................... 1 2
Barbados and Trinidad . . 1 2
Central America ........... 1 2

...................... Guyana 1 2
Honduras .................... 1 2
Jamaica ...................... 3 * 3 *
Leeward Islands ........... 1 2

*Including one minister and one layman from the Haiti
Sub-District.

LAWS OF ANTIGUA AND BARBUDA

Methodist Church (CAP. 280 2 1

THE SECOND SCHEDULE REFERRED T O Section 7 (b ) .

Procedure of the Foundation Conference

1. The Foundation Conference shall meet at such time and
place and by such summons as may have been appointed or issued
by the Provincial Synod or as may hereafter be appointed or issued
by the Provincial Synod or (if it does not meet at a convenient
time to make such arrangements) by its chairman.

2. If the President, Vice-President or Secretary of the
Foundation Conference or the Treasurer of the Conference funds
dies or resigns or becomes unable to act at any time before the
Foundation Conference meets then the vacancy shall be filled by
appointment by the chairman for the time being of the Provincial
Synod, and he shall also be entitled after such consultation to make , .
any consequential appointments which may be desirable, including
the a ~ ~ o i n t m e n t of an additional member of the Foundation Con-
ference in place of any person who was already a member in some
other capacity but has been appointed President, Vice-President
or Secretary or Treasurer of the Conference funds under the pro-
visions of this Clause.

3. The persons named in section 7(a) of this Act as Presi-
dent, Vice-President and Secretary of the Foundation Conference
and as Treasurer of the Conference Funds shall if duly qualified
under the Deed of Church Order continue to act as such and as
the like officers of the Conference until their successors appointed
at the second meeting of the Conference (being the first to be con-
vened pursuant to the Deed of Church Order) take office, but
if any such officer of the Foundation Conference is not a person
so named but has been appointed under the provisions of the last
preceding clause then he shall hold office only until the execution
of the Deed of Church Order, and as its first act after such execu-
tion the Foundation Conference shall elect a President, Vice-
President or Secretary or a Treasurer of the Conference funds
as the case may be in his place (he, if duly qualified, being eligible
for election) by the procedure specified in the Deed of Church
Order for the election of such officer (or, if none, by simple majority
on a ballot vote), save that no prior designation shall be required
and that such other modifications shall apply as may be required
by the fact that there has been no preceding meeting of the Con-
ference or of any of its committees.

4. The President shall preside over the session of the
Foundation Conference. In his absence from any session or part
of a session the Vice-President shall preside and in the absence

LAWS OF ANTIGUA AND BARBUDA

2 2 C A P . 280) Methodist Church

of both the Foundation Conference shall appoint one of its members
to preside.

5 . Except as provided by this Act, resolutions shall be pass-
ed by a majority of the votes of the members present and voting.
In case of equality of votes the person presiding shall have a second
or casting vote.

6. The Foundation Conference may from time to time
adjourn its sessions and appoint committees as it may think fit.

7. A quorum shall be thirty persons, including at least one
of the representatives appointed by the British Conference. If a
quorum is not present within half an hour of the appointed time
for the commencement of a session the session shall stand adjourned
to a time and place decided upon by a majority of the members
present.

8. If any session is adjourned without: the fixing of a time
and place for the adjourned session the time and place shall be
fixed by the President.

9 . Subject to any resolution of the Foundation Conference
its procedure shall, on any matter for which provision is not made
in this Act, follow the procedure of the British Conference.

10. The decision or declaration of the person presiding at
a session shall be final on a matter of a procedure or as to the
members voting for and against any resolution and any such
declaration as to such numbers shall be conclusive evidence thereof.

11. After the execution of the Deed of Church Order clauses
4 to 10 of this Schedule shall apply only in so far as they deal
with matters not provided for by the Deed of Church Order and
if the Foundation Conference makes standing Orders under any
powers in that behalf contained in the Deed of Church Order then
clauses 4 to 10 inclusive of this Schedule shall thereafter apply
only in so far as they deal with matters not provided for by the
Deed of Church Order or such standing orders.

12. After the execution of the Deed of Church Order the
Foundation Conference may meet in representative session (being
a session which all members of the Foundation Conference are
entitled to attend) or in ministerial session (being a session which
the ministerial members only of the Foundation Conference are
entitled to attend) and the provisions of the Deed of Church Order
relating to the Representative Session and the Ministerial Session

LAWS OF ANTIGUA AND BARBUDA

Methodist Church (CAP. 280 2 3

of the Conference shall be deemed to apply to such sessions of
the Foundation Conference respectively.

THE THIRD SCHEDULE REFERRED TO Section 17.

Regulations applying to the Corporation

Interpretation

1. In this and the two next following Schedules unless the
context otherwise requires:-

(a) "the Act" means the Companies Act.

(b) "the Court" means the High Court or a Judge thereof
whether sitting in court or chambers.

(c) "the Registrar" means the Registrar of Joint Stock Com-
panies, as described in the Act.

(4 "the Articles of Association" means the regulations set
out in the Fifth Schedule to this .Act as altered for the
time being under the power in thafiehalf contained in
section 19(b) of this Act.

(e) "Member", "Director" and "the common seal" mean
respectively a member, a director and the common seal
of the Corporation.

(f) "General Meeting" means a meeting of all the members

e) "Annual General Meeting" has the meaning assigned
to it by clause 9 of this Schedule.

( h ) "Special Resolution" has the meaning assigned to it by
clause 11 of this Schedule.

Contracts and Authentication of Documents

2. (a) Contracts on behalf of the Corporation may be made
as follows:

(i) a contract which if made between private persons
would be by law required to be in writing, and if
made according to Antiguan law to be under seal,
may be made in writing under the common seal.

(ii) a contract which if made between private persons
would be by law required to be in writing, signed
by the parties to be charged therewith, may be made
on behalf of the Corporation in writing signed by

LAWS OF ANTIGUA AND BARBUDA

24 CAP. 280) Methodist Church

any person acting under its authority, express or
implied.

(iii) a contract which if made between private persons
would by law be valid although made by parol only
and not reduced into writing, may be made by parol
on behalf of the Corporation by any person acting
under its authority, express or implied.

(6) A contract made according to this clause shall be
effectual in law, and shall bind the Corporation and its successors
and all other parties thereto.

(c) A contract made according to this clause may be
varied or discharged in the same manner in which it is authorised
by this clause to be made.

3. A bill of exchange or promissory note shall be deemed
to have been made, accepted or endorsed on behalf of the
Corporation if made, accepted or endorsed in the name of, or
by or on behalf or on account of, the Corporation by any person
acting under its authority.

4. (a) The Corporation may, by writing under the com-
mon seal empower any person, either generally or in respect of
any specified matters, as its attorney, to execute deeds on its behalf
in any place not situated in Antigua and Barbuda.

(6) A deed signed by such an attorney on behalf of the
Corporation and under his seal shall bind the Corporation and
have the same effect as if it were under the common seal.

5 . (a) The Corporation may have for use in any place not
situated in Antigua and Barbuda, an official seal, which shall be
a facsimile of the common seal (or as near thereto as the laws
of such place permit) with the addition of the name of every place
where it is to be used.

(b) A deed or other document to which such an official
seal is duly affixed shall bind the Corporation as if it had been
sealed with the common seal.

(c) The Corporation may by writing under the common
seal, authorise any person to affix such an official seal to any deed
or other document to which the Corporation is party in any such
place.

6. A document or proceeding requiring authentication by
the Corporation may be signed by a director, secretary or other

LAWS OF ANTIGUA AND BARBUDA

Methodist Church (CAP. 280 2 5

authorised officer of the Corporation, and need not be under the
common seal.

Registered Office and Name

7. (a) The Corporation shall have a registered office, to
which all communications and notices may be addressed.

(b) Notice of the situation of the registered office, and
of any change therein, shall be given within 28 days to the
Registrar.

8. The Corporation:-
(a) shall paint or affix, and keep painted or affixed its

name on the outside of every office or place in which its business
is carried on, in a conspicuous position, in letters easily legible,

(b) shall have its name engraven in legible characters
on the common seal, and

(c) shall have its name mentioned in legible characters
in all its business letters and in all its notices and other official
publications, and in all bills of exchange, promissory notes,
endorsements, cheques and orders for money or goods purport-
ing to be signed by it or on its behalf and in all its bills of parcels,
invoices, receipts and letters of credit.

General Meetings

9. The Corporation shall in each year hold a general
meeting as its annual general meeting in addition to any other
meetings in that year, and not more than fifteen months shall elapse
between one annual general meeting and the next.

10. (a) Any provision of the Articles of Association shall
be void in so far as it provides for the calling of a general meeting
(other than an adjourned meeting) by a shorter notice than:-

(i) In the case of the annual general meeting, twenty-
one days' notice in writing; and

(ii) In the case of a meeting other than an annual general
meeting or a meeting for the passing of a special
resolution, fourteen days' notice in writing.

(b) A general eeting shall notwithstanding that it is
called by shorter notice k han that specified in the last foregoing
sub-clause or in the Articles of Association, as the case may be,
be deemed to have been duly called if it is so agreed by all the
members entitled to attend and vote thereat.

LAWS OF ANTIGUA AND BARBUDA

26 CAP. 280) Methodist Church

1 . (a) A resolution shall be a special resolution when it
has been passed by a majority of not less than three-fourths of
the members present and voting at a general meeting of which
not less than twenty-one days' notice, specifying the intention to
propose the resolution as a special resolution, has been duly given:

Provided that, if it is so agreed by all the members having
the right to attend and vote at any such meeting, a resolution
may be proposed and passed as a special resolution at a meeting
of which less than twenty-one days' notice has been given.

(b) At any meeting at which a special resolution is sub-
mitted to be passed, a declaration of the chairman that the resolu-
tion is carried shall be conclusive evidence of the fact without proof
of the number or proportion of the votes recorded in favour of
or against the resolution.

12. A copy of every special resolution shall, within fifteen
days after the passing thereof, be forwarded to the Registrar and
recorded by him.

13. (a) The corporation shall cause minutes of all pro-
ceedings of general meetings and of meetings of its directors to
be entered in books kept for that purpose.

(6) Any such minutes, if purporting to be signed by
the chairman of the meeting at which the proceedings were had,
or by the chairman of the next succeeding meeting, shall be
evidence of the proceedings.

(c) Where minutes have been made in accordance with
the provisions of this clause of the proceedings at any general
meeting of the company or meeting of directors then, until the
contrary is proved, the meeting shall be deemed to have been duly
had, and all appointments made thereat shall be deemed to be valid.

Accounts and Audit

14. (a) The Corporation shall cause to be kept proper books
of account with respect to all sums of money received and expended
by the Corporation and the matters in respect of which the receipt
and expenditure takes place.

(6) If any assets have become vested in the Corpora-
tion otherwise than upon purchase by the Corporation there shall
be no obligation on the part of the Corporation to make any entries
in its books of account in respect of such assets, save in so far
as any sums of money are received or expended by the Corpora-
tion or any obligations are to the knowledge of the directors incurred
by or to the Corporation in respect of such assets, but the

LAWS OF ANTIGUA AND BARBUDA

Methodist .Church (CAP. 280 27

Corporation shall nevertheless keep records of the nature and loca-
tion of such assets so far as such information is within the knowledge
of the directors, and similar records of all dealings with such assets.

15. (a) The directors shall at some date not later than
eighteen months after the Foundation Date and subsequently once
at least in every calendar year lay before the general meeting an
income and expenditure account for the period, in the case of the
first account, since the Foundation Date and, in any other case,
since the preceding account made up to a date not earlier than
the date of the meeting by more than nine months.

(b) The directors shall cause to be made out in every
calendar year, and to be laid before the general meeting, a balance
sheet as at the date to which the income and expenditure account
is made up.

16. Every balance sheet of the Corporation shall be signed
on behalf of the board by two of the directors.

17. There shall be attached to every balance sheet laid
before the general meeting a report by the directors with respect
to the state of the affairs of the Corporation and a report by the
auditors.

18. (a) The Corporation shall at each annual general
meeting appoint an auditor or auditors to hold office from the
conclusion of that, until the conclusion of the next, annual general
meeting.

(6) At any general meeting a retiring auditor, however
appointed, shall be reappointed without any resolution being passed
unless:-

(i) he is not qualified for reappointment; or

(ii) a resolution has been passed at that meeting
appointing somebody instead of him, or providing
expressly that he shall not be reappointed; or-

(iii) he has given the company notice in writing of his
unwillingness to be reappointed.

19. None of the following persons shall be qualified for
appointment as auditor:-

(a) an officer or servant of the Corporation.

(b) a person who is a partner of or in the employment
of an officer or servant of the Corporation.

LAWS OF ANTIGUA AND BARBUDA

28 CAP. 280) Methodist Church

20. (a) The auditors shall make a report to the members
on the accounts examined by them, and on every balance sheet
and every income and expenditure account laid before the general
meeting during their tenure of office.

(b) The auditors' report shall be read before the general
meeting and shall be open to inspection by any member.

(G) Every auditor shall have a right of access at all times
to the books and accounts and vouchers of the Corporation and
shall be entitled to require from the officers of the Corporation
such information and explanation as he thinks necessary for the
performance of the duties of the auditors.

(d) The auditors shall be entitled to attend any general
meeting and to receive all notices of and other communications
relating to any general meeting which any member is entitled to
receive and to be heard at any general meeting which they attend
on any part of the business of the meeting which concerns them
as auditors.

2 1. A copy of every account, balance sheet and report laid
before any general meeting in accordance with the provisions of
this Schedule shall be laid before the annual meeting of the
Conference next following such general meeting and the Conference
may by Standing Order make provision for the sending of copies
of any such documents to members of the Conference before such
annual meeting thereof.

Directors and Secretary

22. The Corporation shall have at least two directors and
a secretary.

23. Anything required or authorised to be done by or to
the secretary may, if the office is vacant or there is for any other
reason no secretary capable of acting, be done by or to any assistant
or deputy secretary or, if there is no assistant or deputy secretary
capable of acting, by or to any officer of the company authorised
generally or specially in that behalf by the directors.

24. A provision requiring or authorising a thing to be done
by or to a director and the secretary shall not be satisfied by its
being done by or to the same person acting both as director and
as, or in place of, the secretary.

25. The acts of a director shall be valid notwithstanding
any defect that may afterwards be discovered in his appointment
or qualification.

LAWS OF ANTIGUA AND BARBUDA

Methodist Church (CAP. 280 29

26. The Articles of Association may provide for the appoint-
ment and removal of the directors by the Conference or may
provide that all the members for the time being and no other per-
sons shall be directors. In the absence of any such provisions in
the Articles of Association the appointment and removal of directors
shall be governed by the statutory provisions (if any) for the time
being applying to companies registered under the Act or any other
Act amending or replacing it (so far as such provisions are capable
of application to the Corporation) and by any provisions in the
Articles of Association not inconsistent with such statutory
provisions.

Winding u p

27. The Corporation may be wound up as an unregistered
company in accordance with the provisions of the Act (so far as
such provisions are capable of application to the Corporation) or
of any other statutory provisions amending or replacing those
provisions.

Limitation of Liability

28. No member shall as such be under any liability for
the debts obligations, or acts of the Corporation whether in the
event of its being wound up or otherwise.

Service of Documents

29. A document may be served on the Corporation by
leaving it at or sending it by post to its registered office.

T H E FOURTH SCHEDULE REFERRED T O Section 18.

Objects and Powers of the Corporation

1. The objects for which the Corporation is constituted
are:-

(a) To act as trustee either alone or jointly with any other
person, persons or corporation for the Church, the Parent Church
or the Missionary Society or for any of their local or ancillary
bodies (hereinafter called "the Beneficiaries") or of any super-
annuation or other fund established in connection with the work
of the Beneficiaries or any of them.

(b) T o undertake and execute any charitable trusts
connected with or having objects similar to those of the
Beneficiaries.

LAWS OF ANTIGUA AND BARBUDA

CAP. 280) Methodist Church

(c) In connection with the foregoing objects to acquire
and exercise the control of any companies or similar bodies,
Antiguan or otherwise, holding properties upon trusts similar to
those or any of those referred to in paragraphs (a) and ( b ) of this
clause.

(6) T o purchase, take on lease, or otherwise acquire any
land or other property in any part of the world acquired or pro-
posed to be acquired by the Corporation as trustee for the
Beneficiaries or any of them or for any other society, fund or body
for which the Corporation may for the time being be acting as
trustee.

(e) With a view to carrying out the objects of the
Corporation to hold, mortgage, charge, lease, sell, manage,
develop, turn to account and dispose of land and other property
in any part of the world conveyed, leased or transferred to or vested
in the Corporation as such trustee or in connection with any such
trust as aforesaid.

T o accept and receive gifts, donations, legacies and
other payments intended for or for the benefit of the Beneficiaries
or any of them or any other society, fund or body for which the
Corporation may for the time being be acting as trustee, and to
hold the same for the societies, funds and bodies for whom or
for whose benefit the same may be intended and to fulfil and execute
any conditions or trusts attaching to the same, and to solicit and
invite by such means as the Corporation may think fit such gift,
donations, legacies and other payments as aforesaid for the
Beneficiaries and any other such societies, funds or bodies as
aforesaid.

(g) T o invest, pay or apply the moneys of the Corpora-
tion and any moneys come to the hands of the Corporation as
such trustees or in the execution of any such trusts or otherwise
as aforesaid and not immediately required for special purposes
in any manner permitted by this Act.

( h ) To borrow or raise or secure the payment of money
for the purposes of the Corporation or of any society, fund or
body for which the Corporation may for the time being be acting
as trustee or for the purposes of any trust undertaken by the
Corporation on such terms and on such security as may be thought
fit.

( 2 3 To establish and support or aid in the establishment
or support of any charitable associations or institutions and to
subscribe or guarantee money for charitable purposes in any way
connected with the purposes of the Corporation or of the
Beneficiaries or any of them or any other society, fund or body

LAWS OF ANTIGUA AND BARBUDA

Methodist Church (CAP. 280 3 1

for which the Corporation may for the time being be acting as
trustee or calculated to further the objects of the Corporation or
Beneficiaries or any such society fund or body as aforesaid.

To transfer to or to the trustees for or to hold in
trust for any united church formed under the powers in that behalf
contained in this Act and the Deed of Church Order or (as the
case may be) bodies connected with such a united Church and
corresponding to the local or ancillary bodies of the Church any
land or property held by the Corporation as trustees for the Church
or its local or ancillary bodies.

(k) To procure the Corporation to be duly registered in
or otherwise constituted or recognised by the law of any country
outside Antigua in which the Corporation may from time to time
acquire or hold or contemplate acquiring or holding any property.

(I) To delegate from time to time all or any of its powers
to the Conference or its committees or to local bodies of the Church:

Provided that any such delegation shall be revocable by the
Corporation and shall not grant to any local body of the Church
the power to do any act otherwise than in accordance with the
Deed of Church Order and any regulations duly made thereunder
by Standing Order or otherwise.

(m) T o do all such other things as are incidental or the
Corporation may think conducive to the attainment of the foregoing
objects or any of them.

2. The income and property of the Corporation
whencesoever derived, shall be applied solely towards the promo-
tion of the objects of the Corporation as set forth in this Schedule
and no portion thereof shall be paid or transferred directly or
indirectly, by way of profit, to the members of the Corporation:

Provided that nothing herein shall prevent the payment, in
good faith, of reasonable and proper remuneration to any officer
or servant of the Corporation, in return for any services actually
rendered to the Corporation, nor prevent the payment of interest
at a rate not exceeding 8 per cent per annum on money lent or
reasonable and proper rent for premises demised or let by any
member to the Corporation.

3. If upon the winding up or dissolution of the Corpora-
tion there remains, after the satisfaction of all its debts and liabilities,
any property whatsoever, the same shall not be paid to or
distributed among the members of the Corporation, but shall be
given or transferred to some other institution or institutions, having
objects similar to the objects of the Corporation and which shall
prohibit the distribution of its or their income and property among

LAWS OF ANTIGUA AND BARBUDA

3 2 CAP. 280) Methodist Church

Section 19.

its or their members to an extent at least as great as is imposed
on the Corporation under or by virtue of clause 2 of this Schedule,
such institution or institutions to be determined by the members
of the Corporation at or before the time of dissolution, or in default
theceof by the Court, and if and so far as effect cannot be given
to the aforesaid provision, then to some charitable object.

4. (a) The provision of the foregoing clauses of this
Schedule, or the name of the Corporation, may be altered by special
resolution, but such alteration shall be effective only if and when
confirmed by the Court upon application thereto by the
Corporation.

( 6 ) The procedure upon such an application shall be as
nearly as possible the same as that upon an application by a com-
pany registered under the Act or any other Act for the time being
amending or replacing it, for an Order confirming reduction of
capital, save that no part of such procedure relating to creditors
shall be applicable, and that references to the memorandum of
association of such a company shall be constructed as references
to this Schedule.

(c) The Court shall have an absolute discretion to grant
such an application unconditionally or upon such terms as it may
think fit or to refuse the same:

Provided that if the Court proposes to grant an application
upon terms the Corporation shall be informed of such terms not
less than 14 days before any final order is made upon the applica-
tion and the Corporation may at any time before such order is
made withdraw the application.

THE FIFTH SCHEDULE REFERRED TO

Articles of Association

Membership

1. (a) The following persons shall be members of the
Corporation:-

(i) The President, Vice-President and Secretary of the
Conference and the Treasurer of the Conference
funds, who shall be "ex-officio members".

(ii) Not more than eight nor less than four persons
appointed by the Conference, who shall be
"appointed members".

LAWS OF ANTIGUA AND BARBUDA

Methodist Church (CAP. 280 3 3

( 6 ) The first members named in section 16 of this Act,
other than the ex-officio members, shall be deemed to be appointed
members.

2. An ex-officio member shall be a member so long as he
holds the office which entitles him to membership.

3. An appointed member shall be a member until he retires
or is removed (as he may be at any time) by the Conference.

General Meetings

4. The annual general meeting and any other general
meeting shall be held at such t ide and place as the directors may
appoint.

5 . The minimum periods and the form of notice required
by clause 10 of the Third Schedule to this Act shall be the periods
and form of the notice to be given in calling a general meeting.

6. The accidental omission to give notice of a meeting to,
or the non-receipt of notice of a meeting by, any person entitled
to receive notice shall not invalidate the proceedings at that meeting.

7. The business of the annual general meeting shall include
(in addition to other business) the consideration of the annual report
and accounts furnished by the directors and the appointment of
the auditors.

8. No business shall be transacted at any general meeting
unless a quorum of members is present at the time when the
meeting proceeds to business; save as herein otherwise provided,
five members present in person shall be a quorum.

9. If within half an hour from the time appointed for the
meeting a quorum is not present, the meeting shall stand adjourned
to the same day in the next week at the same time and place,
or to such other day and at such other time and place as the direc-
tors may determine, and if at the adjourned meeting a quorum
is not present within half an hour from the time appointed the
members present shall be a quorum.

10. The chairman of the board of directors or in his absence
such member as the meeting may appoint, shall preside over every
general meeting as chairman.

1 . Every member present at a general meeting shall have
one vote. In case of equality of votes on a resolution falling to

LAWS OF ANTIGUA AND BARBUDA

3 4 CAP. 280) Methodist Church

be decided by a simple majority the chairman shall have a second
or casting vote. There shall be no voting by proxy.

12. Subject to the provisions of this Schedule a general
meeting may adjourn or otherwise regulate its proceedings as it
thinks fit.

Directors

13. All the members for the time being and no other
persons shall be directors.

14. The directors may exercise all the powers of the
Corporation to borrow money, and to mortgage or charge its
property or any part thereof and to issue securities for any debt,
liability or obligation of the company or of any third party.

15. The business of the Corporation shall be managed by
the directors who may exercise all such powers of the Corpora-
tion as are not, by the Third Schedule to this Act or by this
Schedule, required to bqexercised by the general meeting, sub-
ject nevertheless to such regulations as may be prescribed by the
general meeting; but no regulations made by the meeting shall
invalidate any prior act of the directors which would have been
valid if that regulation had not been made.

16. The directors may meet together for the dispatch of
business adjourn, and otherwise regulate their meetings, as they
think fit. Questions arising at any meeting shall be decided by
a majority of votes. In case of an equality of votes, the chairman
shall have a second or casting vote. A director may, and the
secretary on the requisition of a director shall at any time sum-
mon a meeting of the directors.

17. The quorum necessary for the transaction of the
business of the directors may be fixed by the directors, and unless
so fixed shall be two.

18. The continuing directors may act notwithstanding any
vacancy in their body.

19. The directors may elect a chairman of their meeting
and determine the period for which he is to hold office; but if
no such chairman is elected, or if at any meeting the chairman
is not present within five minutes after the time appointed for
holding the same, the directors present may choose one of their
number to be chairman of the meeting.

LAWS OF ANTIGUA AND BARBUDA

Methodist Church (CAP. 280 35

20. The directors may delegate any of their powers to com-
mittees consisting of such member or members of their body with
or without other persons, as they think fit; any committee so formed
shall in the exercise of the powers so delegated conform to any
regulations that may be imposed on it by the directors.

21. A committee may meet and adjourn and otherwise
regulate its proceedings as it thinks proper.

22. All acts done by any meeting of the directors or of a
committee of directors or by any person acting as director shall,
notwithstanding that it be afterwards discovered that there was
some defect in the appointment of any such director or person
acting as aforesaid, or that they or any of them were disqualified,
be as valid as if every person had been duly appointed and was
qualified to be a director.

23. A resolution in writing, signed by all the directors for
the time being entitled to receive notice of any meeting of the
directors, shall be as valid and effectual as if it had been passed
at a meeting of the directors duly convened and held.

The Secretary

24. The Secretary shall be appointed by the directors for
such term and upon such conditions as they think fit and any
secretary so appointed may be removed by them.

The Common Seal

25. The directors shall provide for the safe custody of the
common seal, which shall be used only by the authority of the
directors or of a committee of the directors authorised by the
directors in that behalf, and every instrument to which the com-
mon seal is affixed shall be signed by a director and shall be counter-
signed by the secretary or by a second director or by some other
person appointed by the directors for that purpose.

Notices

26. A notice may be given by the Corporation to any
member either personally or by sending it by post, telegram or
cable to him or to his last known address. If such address is out-
side the island of Antigua any such notice sent by post shall be
sent by first-class air mail. Where a notice is sent by post, service
of the notice shall be deemed to be effected by properly address-
ing, prepaying, and posting a letter containing the notice and to
have been effected in the case of a notice of a meeting at the

LAWS OF ANTIGUA AND BARBUDA

3 6 CAP. 280) Methodist Church

expiration of 7 days after the letter containing the same is posted,
and in any other case at the same time at which the letter would
.be delivered in the ordinary course of post.

Section 20(a). THE SIXTH SCHEDULE REFERRED TO

Lands vested in the Corporation

Short Description of
Property and Location

Purpose for which
Property now used

Land in St. Mary's Street,
St. John's.

Site of Ministers' and Deaconess's
Residence.

Land in St. Mary's Street,
St. John's.

Site of Ebenezer Methodist
Church.

Land in Lower North Street,
St. John's.

Land at Scott's Hill, Site of Conference Centre -
St. John's. MCCA

Site of "Kingsway Homes" and
rented House Plots.

Land at Ottos, St. John's. Unused land intended for a Church
Site.

Land at Sawcolts, St. Mary's
Parish.

Site of Church.

Land at Sawcolts, St. Mary's
Parish.

Site of Grave Yard.

Land in Nonsuch Division,
St. Philips Parish.

Land at Freemanville, Site of Freemanville Church and
St. Peter's Parish Church Grave Yard.

Site of Gilbert Memorial Church
and Grave Yard.

Land at Bethesda, St. Paul's
Parish.

Site of Bethesda Church, and
Church Grave Yard.

LAWS OF ANTIGUA AND BARBUDA

Methodist Church (CAP. 280 3 7

THE SIXTH SCHEDULE REFERRED TO

Lands vested in the Corporation

Short Description of
Property and Location

Purpose for which
Property now used

Land at Liberta, St. Paul's
Parish.

Site of Liberta Church.

Land at Liberta, St. Paul's
Parish.

Site of Graveyard.

Lands at English Harbour
St. Paul's Parish.

Site of Church and surrounding
lands.

Lands at English Harbour
St. Paul's Parish.

Land at Gilberts in
St. Peter's Parish.

Site of Grave Yard.

Land at Mercer's Creek and
Codrington, St . Peter's
Parish.

Site of Gilberts House.

Lands rented for planting of
cotton.

Land at Freetown,
St. Philip's Parish.

Land at Betty's Hope in
St. Peter's Parish.

Site of Freetown Methodist
Church, two school buildings,
Teacher's House and Grave Yard.

Lands rented for planting of
cotton.

Land at Parham, St. Peter's
Parish.

Site of Church and surrounding
lands.

Land at Parham, St. Peter's
Parish.

Site of Grave Yard.

LAWS OF ANTIGUA AND BARBUDA

38 CAP. 280) Methodist Church

- -- - - - - - - -

Section 24(c). THE SEVENTH SCHEDULE REFERRED TO

Declaration Adopting the Model Trusts

By this deed made the day of

19 we being (a majority of) the trustees of the land

hereunder specified hereby declare in accordance with and by virtue
of section 24(c) of the Methodist Church Act, that we shall henceforth
hold such lands upon the trusts and with and subject to the powers
and provisions set out in the Model Trusts as defined in the said Act
or as near thereto as any difference in tenure from freehold land will
permit.

In Witness whereof we have hereunto (set our hands and
seals) (caused our common seal to be affixed) the day and year
first above mentioned.

(Here set out description of property)

(Seals and signatures or common seal of parties)

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