Company Name: Plumia
Preliminary
1.1. Introduction
These Articles of Association are adopted for the governance and operation of Plumia, a company limited by guarantee registered in England and Wales.
1.2. Defined Terms
Terms used in these Articles shall have the meanings given to them in the Companies Act 2006, unless otherwise defined herein.
1.3. Company Objects
The objects of the Company are to:
(a) Empower individuals to live and work freely across borders, fostering equity, access, and opportunity for all;
(b) Advocate for digital nomad rights and provide resources to support globally connected individuals;
(c) Advance public understanding and policy development regarding global mobility and the future of citizenship.
Guarantee and Non-Profit Nature
2.1. Limited Liability
The liability of each Member is limited to £1, the amount they undertake to contribute to the Company’s assets if it is wound up while they are a Member or within one year after they cease to be a Member.
2.2. Non-Profit Distribution
The income and property of the Company shall be applied solely towards the promotion of the Company’s objects. No portion shall be paid or transferred directly or indirectly by way of dividend, bonus, or otherwise to Members, Trustees, or Officers, except for payment of reasonable expenses or services rendered in furtherance of the Company’s objects.
Membership
3.1. Eligibility
Membership is open to individuals who support the objects of the Company and agree to abide by these Articles.
3.2. Rights of Members
Members are entitled to:
(a) Attend and vote at General Meetings;
(b) Propose initiatives aligned with the Company’s objects;
(c) Participate in discussions, events, and activities organised by the Company.
3.3. Obligations of Members
Members must act in accordance with the Company’s values, support its objects, and pay any membership fees as determined by the Directors.
General Meetings
4.1. Annual General Meeting (AGM)
The Company shall hold an AGM each year, at which Members will:
(a) Receive the annual report and accounts;
(b) Vote on key proposals and amendments.
4.2. Decision-Making
Resolutions at General Meetings shall be passed by a simple majority unless otherwise required by these Articles.
5. Roles and Responsibilities
5.1. Directors
(a) Directors are legally responsible for the operational, legal, and financial management of the Company.
(b) Directors oversee and delegate the implementation of the Company’s strategy, programs, and resources.
(c) Directors may also serve as members of the Executive Committee.
5.2. Trustees
(a) Trustees are responsible for governance and oversight of the Company.
(b) Trustees ensure adherence to the Company’s mission, values, and strategic goals.
(c) Trustees do not have operational responsibilities unless explicitly appointed to the Executive Committee.
5.3. Executive Committee
(a) The Executive Committee is responsible for the day-to-day management of the Company, including the implementation of strategic goals set by the Directors.
(b) Members of the Executive Committee may include Directors, Trustees, or other individuals appointed by the Directors.
(c) The Executive Committee shall report regularly to the Directors on progress, challenges, and outcomes.
5.4. Number of Directors
The Company shall have a minimum of two directors. New directors may be appointed by the existing directors.
5.5. Quorum for Directors’ Meetings
The quorum for directors’ meetings shall be two directors. No decisions shall be made unless both directors are present.
5.6. Deadlock Resolution
In the event of a tied vote during a directors’ meeting, the matter shall be referred to the Trustees for guidance or to the Members for resolution through an online vote or at a General Meeting.
6. Finances
6.1. Funding
The Company may receive funding through grants, donations, sponsorships, and membership fees, provided these align with its objects and non-profit status.
6.2. Use of Funds
All funds shall be used exclusively for the furtherance of the Company’s objects.
6.3. Financial Reporting
The Company shall maintain accurate financial records and prepare annual accounts, which shall be presented to the Members at the AGM and made publicly available.
7. Amendment of Articles
7.1. Proposals
Amendments to these Articles may be proposed by:
(a) The Directors;
(b) At least 5% of the Members.
7.2. Approval Process
Amendments require a two-thirds majority vote at a General Meeting or unanimous agreement of the Directors.
8. Dissolution
8.1. Application of Assets
In the event of dissolution, all remaining assets shall be transferred to an organisation with similar objects, as determined by the Members or Directors, and shall not be distributed to Members or Directors.
9. Core Values
9.1 Pragmatic Idealism
Plumia combines utopian dreams with smart execution. Idealism fuels the mission; pragmatism gets it done.
9.2 Equality of Opportunity
Plumia aims to level the global playing field. We’re building a world where borders and nationality don’t define destiny.
9.3 Authentic Leadership
Plumia values integrity, honesty and clarity. We’re unafraid to admit when we’re wrong or change course when necessary.
9.4 Common Humanity
Plumia recognises everyone as part of the same global experiment. We harness a shared sense of humanity to drive collective purpose and progress.
9.5 Personal Autonomy
Plumia empowers individuals to take control of their lives. We remove obstacles, enabling people to live, work, and play on their own terms.
9.6 First Principles Thinking
Plumia thrives on pushing the boundaries in ways that matter. If the rules don’t make sense, we rewrite them.
9.7 Revolutionary Ideas, Evolutionary Path
Plumia’s approach is deliberate and incremental, using transformative concepts to deliver lasting impact. We change the world without breaking it.
Conclusion:
These Articles of Association are adopted as of the date of incorporation and shall govern the operation and governance of Plumia.