Terms & Conditions of Service
United Kingdom Sommelier Academy By-Laws
The United Kingdom Sommelier Academy Limited (henceforth referred to as the UKSA) was incorporated on 11th October, 2021, between the Directors reported who have acceded to these By-Laws. It is governed by the provisions of The Companies Act 2006.
Summary:
Article 1 – Objects
Article 2 – Headquarters
Article 3 – Duration and Termination
Article 4 – Composition
Article 5 – Structure and Organisation
Article 6 – General Meeting
Article 7 – Extraordinary General Meeting
Article 8 – Roles of the General Meeting
Article 9 – Role of the Board
Article 10 – The Technical Committee
Article 11 – Resources
Article 12 – Means of Action
Article 13 – Liability
Article 14 – Resignation, Cancellation, Suspension
Article 15 – Free Mandate
Article 16 – Right to Vote
Article 17 – Disputes
Article 18 – Languages
Articles 19 – Final Provisions
Article 1 – Objects:
For the Objects of the UKSA, please refer to the Articles of the Academy, henceforth referred to as the Articles (accessible at Companies House).
Article 2 – Headquarters:
The Headquarters of the UKSA are as follows:
Fiander Tovell
Stag Gates House
63/64 The Avenue
Southampton
SO17 1XS
Article 3 – Duration and Termination:
The duration of the UKSA is indeterminate.
For Termination of the UKSA, please refer to the Articles.
Article 4 – Composition:
4.1 – For any aspects of the Composition of the UKSA not detailed below, please refer to the Articles.
4.2 – The UKSA is a Community Interest Company (CIC) legally registered in the UK.
4.3 – To be an active member of the UKSA, an annual fee is payable on demand. This fee is set by the UKSA Board.
4.4 – Active members of the UKSA must be currently working in the wine or hospitality industries. No specific qualifications are required, but we would recommend some wine-related studies be undertaken by active members.
4.5 - Upon becoming an active member of the UKSA, active members should read in full the Articles, the By-Laws and the Rules of Procedure of the UKSA, which will be available on our website.
4.6 – An honorary member is a person, individual or legal entity who has rendered services to the Academy and has been designated as such by the UKSA Board. The honorary members are exempt from fees. The honorary members do not have the right to vote in the General Meeting or Extraordinary General Meeting.
4.7 – The UKSA does not have any religious character.
4.8 – The UKSA is represented by the President, the Chairman and the Vice-Chairman of the Board, or any member of the Academy duly authorised to that effect by the Board.
4.9 – The UKSA recognises that they may use their connections with the ASI for any beneficial action to sommellerie.
4.10 – The UKSA acknowledges that they must remain up-to-date with their subscription to ASI and thus have the right to use the insignia and logo of the International Sommelier Association (ASI), subject to the approval of the Executive Board of the ASI.
Article 5 – Structure and Organisation:
The UKSA and its members should enjoy the full-exercise of their civil-rights.
5.1 – The UKSA is governed by an Executive Board (referred to as ‘The Board’). Upon election or appointment to the Board, members of the Board will sign and acknowledge the Articles, the By-Laws and the Rules of Procedure of the UKSA.
5.2 – For any aspects of the Structure and Organisation of the UKSA not listed below, please refer to the Articles.
d) The Board is comprised of:
- The President
- The Chairman
- The Vice Chairman
- The Head of the Technical Committee
- The Honorary Treasurer
- The Honorary Secretary
e) Additional team members include:
Event Marketing and Membership Manager
Communication Manager
By-Laws and Legal Coordinator
These team members are not members of the Board.
Article 6 – General Meeting:
For the General Meeting of the UKSA, please refer to the Articles.
Article 7 – Extraordinary General Meeting:
The Board convenes an Extraordinary General Meeting to decide upon: amendments to the By-Laws; dissolution of the Academy; or any other urgent matter.
The quorum rules, voting procedures and rules of minutes and representation which apply to the General Meeting will also apply to the Extraordinary General Meeting.
Article 8 – Roles of the General Meeting:
For information on the role of the General Meeting that is not outlined below, please refer to the Articles.
8.1 – The UKSA General Meeting will nominate and vote in an external auditor, who will be responsible for the annual financial audit of the UKSA’s accounts.
Article 9 – Role of the Board:
For the composition of the Board, please refer to Articles 5 of the By-Laws, as well as the Articles
9.1 – The President:
- Convenes the Board, the General Meeting and the Extraordinary General Meeting.
- Represents the Academy and manages the operation of the UKSA.
- Communicates directly with ASI.
- Manages the relationship between partners and sponsors.
- Supports the Technical Committee on competition organisation and ASI Diploma organisation.
- Supports the Board in communicating with active members and promoting the image of the UKSA.
- Approves and validates the budget.
9.2 – Chairman:
- Supports the President in all their functions.
- Directly communicates with ASI.
- Represents the UKSA as a substitute to the President, both nationally and internationally.
- Supports the Honorary Treasurer and Honorary Secretary on all legal and financial aspects of the UKSA.
9.3 – Vice-Chairman:
- Develops the image of the UKSA within the UK.
- Acts as the main ambassador for the ASI Diploma and UK Sommelier of the Year Competition (UKSOTY).
- Organises and hosts events and masterclasses outside of London for UKSOTY and ASI Diploma.
- Manages organisation and budget of the Champion Development Program.
9.4 – Head of the Technical Committee:
- Invites and appoints members of the technical committee.
- Is in charge of the seven-member technical committee.
- Organises the UK Sommelier of the Year Competition and ASI Diploma.
- Selects the UK candidate for international competitions.
- Sets terms and conditions for judging of national competitions alongside the President.
- Represents the UKSA as a substitute to the President, both nationally and internationally.
9.5 – Honorary Treasurer:
- Establishes the financial records, creates budgets, maintains bank accounts and book keeping records.
9.6 – Honorary Secretary:
- Maintains legal records and validates and protects the legal status of the UKSA.
Article 10 – The Technical Committee:
The Technical Committee is responsible for programming and implementing competitions for sommeliers within the parameters of the ASI regulations.
It educates through teaching activities, editorial and vocational training.
Article 11 – Resources:
Each accounting year runs from January 1st to December 31st of the calendar year.
The annual resources of the UKSA arise from:
Annual contribution of its active members.
Resources from partnership and sponsorship agreements.
Organisation of competitions of sommeliers.
Fees from exams and diplomas organised by the UKSA.
Article 12 -Means of Action:
The Means of Action of the Academy shall be at the discretion and choice of the Board of the UKSA in accordance with the By-Laws and the Rules of Procedure.
Article 13 – Liability:
The UKSA members are in no way personally liable for commitments made and executed by the Board and/or President and Vice-Presidents.
The Board are also exempt from liability via the structure of the Academy as a Non-Profit Community Interest Company (The Companies Act 2006). Please refer to the Articles for further details.
Article 14 – Resignation, Cancellation, Suspension:
For Resignation, Cancellation and Suspension measures of Directors and Members of the UKSA, please refer to the Articles.
Article 15 – Free Mandate:
For the Free Mandate and matters relating to the renumeration of Directors of the UKSA, please refer to the Articles.
Article 16 – Right to Vote:
For the Right to Vote at General Meetings and Extraordinary General Meetings, please refer to the Articles.
Article 17 – Disputes:
In cases of controversy or disputes about the validity, interpretation and application of any clauses of the Articles, the By-Laws or the Rules of Procedure, the decision is left to the General Meeting which decides in compliance with the relevant rules of law.
Article 18 – Languages:
The Official Language of the UKSA is English, with French also being used in compliance with ASI standards.
Article 19 – Final Provisions:
19.1 – The By-Laws, and any amendment there-to, are effective after being validated by the Extraordinary General Meeting.
19.2 – All power is given to the bearer of an original hereof, or certified by the President of the UKSA or a member of the Board, in case of impediment, to perform any useful publication to third-party effectiveness and all administrative procedures required by the applicable regulations.