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1Subject as hereinafer provided, there shall be fifteen trustees of the Trust appointed by the Secretary of State and the Secretary of State shall appoint one of them to be chairman and one to be deputy chairman of the trustees.E+W+S
[F11AWithout prejudice to the application of paragraph 2 below, one of the trustees shall be a person who appears to the Secretary of State to have special knowledge of Scotland; but before appointing any person to be a trustee pursuant to this paragraph, the Secretary of State shall consult the Scottish Ministers.]E+W+S
2In appointing the trustees the Secretary of State shall have regard to the desirability of securing the services of persons with knowledge and experience of—E+W+S
(a)the ownership of theatres;
(b)the production of plays;
(c)employment in, or in connection with, plays;
(d)organisations established for the encouragement of the arts;
(g)commercial or financial matters; or
(h)safeguarding the interests of the environment.
3The Secretary of State shall satisfy himself that any person whom he proposes to appoint to be a trustee will have or has, as the case may be, no such financial or other interest as is likely to affect him in the discharge of his functions as a trustee; and any such person shall, whenever requested by the Secretary of State to do so, give the Secretary of State such information as he considers necessary for the performance of his duty under this paragraph.E+W+S
4Before appointing a person to be a trustee the Secretary of State shall consult such bodies, if any, as appear to him to be representative of [F2such of the interests mentioned in paragraph 2 above as may be]concerned.E+W+S
5The term of office of the trustees shall be three years.E+W+S
6If a trustee fails throughout a period of two years to attend any meeting of the trustees he shall, unless the failure was due to some reason approved by the trustees, cease to be a trustee:E+W+S
Provided that attendance at a meeting of the executive committee or any other committee of the trustees to which any functions of the trustees have been delegated shall be deemed for the purposes of this paragraph to be attendance at a meeting of the trustees.
7A trustee may at any time, by notice in writing addressed to the Secretary of State, resign his office.E+W+S
8A person ceasing to be a trustee shall be eligible for reappointment.E+W+S
9A person appointed by the Secretary of State to fill a casual vacancy shall hold office until the date upon which the trustee whose vacancy he has filled would have regularly retired.E+W+S
10The trustees shall in every year hold an annual meeting and at least one other meeting.E+W+S
11(1)The trustees shall appoint each year at the annual meeting an executive committee and may appoint such other committees composed of the trustees for any such general or special purpose as in the opinion of the trustees would be better regulated and managed by means of a committee and may delegate to the executive committee or such other committee so appointed with or without restrictions as they think fit any functions of the trustees.E+W+S
(2)The executive committee shall consist of not more than eight trustees and any other committee of the trustees of such number of trustees as the trustees may determine.
12The powers of the trustees and any committee of the trustees may be exercised notwithstanding any vacancy, and no proceedings of the trustees or of any committee of the trustees shall be invalidated by any defect in the appointment of a trustee.E+W+S
13The trustees shall have power from time to time to make, alter and revoke regulations with respect to the management and administration of the trust property, the holding of meetings of the trustees, the executive committee and any other committee of the trustees, the conduct of proceedings at those meetings (including quorum), and for all other purposes necessary for the execution of the Trust.E+W+S
14The trustees shall keep proper accounts of all sums received or paid by them and proper records in relation to those accounts, and the accounts for each financial year of the Trust shall be audited by an auditor or auditors appointed by the trustees.E+W+S
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