The Student Union Constitution is the set of rules we abide by to operate in a fair and democratic manner and offer the best student experience to our students.
The Constitution covers all aspects of the election of officers and the management of the SU. You can read the constitution below.
There shall be a student union, the name of which shall be the Regent’s University London Student Union (herein after referred to as the Student Union).
- Aims and Objectives
(a) To be the official representative body for students attending Regent’s University London
(b) To operate in a fair and democratic manner, remaining apolitical at all times
(c) To promote the general welfare of its members
(d) To advance the education and training of its members
(e) To encourage and support student societies, sports and social activities (financially or otherwise)
(f) To act as a channel of communication between its members and the University or other bodies; in particular to organise and provide student representation for relevant University committees and meetings
(g) To pursue any matter of relevance to its members as students of the University
(h) To conduct all of the above in a strictly not-for-profit manner
All enrolled students of the University, undertaking a programme of study, shall be assumed to be full members of the Student Union. Students who signify they do not wish to be members or to be represented by the Student Union will not be disadvantaged in any way.
- The Executive Committee of the Student Union
The Student Union Executive Committee shall consist of the University wide elected President of the Student Union, the Presidents of the 6 individual Schools’ Student Councils (currently one each from: BAM undergraduate Council, BAM Postgraduate Council, Film, Media and Performance Council, Liberal Arts Council, Fashion & Design Council, Psychotherapy & Psychology Council) which will be elected by the membership of each School, the Vice-president the Secretary and the Treasurer. 4 administrative officers (Social Events Officer, Academic Events Officer, Societies Officer and Communication & Design Officer) also form part of the Executive Committee.
The appointments of Vice-president, Secretary, Treasurer, Social Events Officer, Academic Events Officer, Societies Officer and Communication & Design Officer will be organized by the elected Student Union Executive Committee members. The selection process will be in the form of an interview and review of Curriculum Vitae and cover letter of the individual candidates. This will be conducted by the members of the Executive Committee who will be appointed based on the candidate receiving a majority vote.
The Executive Committee may delegate specific responsibilities to individual members and to such sub-committees as deemed necessary.
The function of the Executive Committee shall be to control matters consistent with the aims and objectives of the Student Union and to carry out the wishes of the Student Union as expressed by the resolution of the Annual General Meeting.
The meetings of the Executive Committee shall be convened and conducted as in Schedule 4 of the Constitution.
The Executive Committee will carry out policies determined by the Student Union under the terms of this Constitution and attached schedules.
A person may be elected to the same Executive Committee position for a maximum period of two consecutive years. Each person serving on the Executive Committee shall not be allowed to fill more than one role at a time within any Student Union function. If an executive position is not taken, another member of the executive committee will be assigned the position and the responsibility by the chair of the executive committee.
There shall be a University nominated representative to act as adviser to the President and Executive Committee and also to act as Advisory Treasurer. The University nominated representative shall be the Head of Student Services.
The majority of the students need to be on campus for an election to take place.
- The President of the Student Union
The term of office shall be one year, with a maximum of 2 years, determined by re-election.
Applicants for the post will be required to satisfy the executive committee of their experience, suitability and commitment to the role. The Executive Committee may oppose a candidate, justified by a majority vote.
The post is open to all members of the Student Union who meet the criteria, with both good academic standing and demonstrate prior involvement in extra-curricular activities in the Student Union.
In the event that there is only one candidate for election to the position, he/she must receive more votes than the number of Reopen nominations votes cast.
In the event that no candidates are put forward for election, the Executive Committee may elect a member to fill the role of acting president. Until an application is received the nominations will remain open and shall for two weeks after the receipt of an application. A second election should then occur within a weeks of the nominations being closed.
In the event that the President resigns or is otherwise prevented from continuing in post, the Vice-president will fill the role of acting president until the next election.
As of June 2017 the President of the Student Union shall be a sabbatical officer. The sabbatical officer will be hired by the university, until the Student Union becomes an independent body. The process of making the Student Union independent will be the duty of the sabbatical Student Union President.
- The Annual General Meeting
The Annual General meeting of the Student Union shall be the supreme Governing Body of the Student Union and shall be conducted in accordance with Schedule 3 of the Constitution. If the need arises, an extra-ordinary general meeting can be called.
The President and members of the Executive Committee shall be elected in accordance with Schedule 2 of the Constitution.
All Annual General Meeting and Executive Committee Meetings shall have minutes recorded and confirmed with any corrections made at the next appropriate meeting. A copy of the minutes of each meeting shall, as soon as possible after the meeting, be placed on the Student Union website.
Amendments of the Constitution and Schedules may only be made at an Annual General Meeting or an extraordinary meeting hosting a minimum of 30 students.
Proposals for amendments must be seconded and put in writing to the Secretary at least 7 days in advance of the meeting. All amendments shall require a two-thirds majority of those present and entitled to vote.
The constitution of the Student Union may be replaced by a new constitution with a minimum of 30 votes in favour.
Every executive officer of the Student Union shall be entitled to be indemnified out of the assets of the Student Union against all losses or liabilities which they may sustain in the execution of their duty or otherwise in relation thereto. No executive officer shall be liable for any loss, damages or misfortune which may happen or be incurred by the Student Union in the execution of their duties or in relation thereto. Provided that nothing in this clause shall affect their liability for the consequences of any act of negligence or other illegal activity on their part.
- Finance of the Corporation
The finance of the Student Union shall be administered in accordance with Schedule 5 of the constitution.
- Dissolution of the Student Union
If, for any reason, the Student Union ceases to exist all monies and properties of the Student Union shall be held on trust by the University until such time as a Student Union is re-constituted. The Student Union can be dissolved with a cross campus vote of no less of 10% in favour of the student body, as full members defined under Schedule 1 of the constitution.
In the event of a dispute as to the interpretation of any of the Constitution or Schedules, the ruling of the President of the Student Union shall be sought, in the event of a challenge to the President's ruling; the decision of an extra-ordinary meeting of the Student Union shall be final.
- Monitoring and review
The Executive Committee will review the Constitution at intervals of no more than two years. The University nominated representative will monitor compliance with the Constitution, the Code of Practice and the Complaints Procedure and report to the University on an annual basis.
- Procedure for allocating resources
The procedure for the allocation of resources of the Student Union shall be in accordance with Schedule 6.
- Removal from Office
Any elected executive officer of the Student Union, can be removed from office through a ‘vote of no-confidence’ at an extra-ordinary meeting.
The proposal for a vote of no-confidence can be made by any full member of the Student Union. The proposal must be seconded by another full member, and put in writing to the Secretary, stating the reason why removal is sought.
Any appointed executive officer can be removed from the executive committee through a vote of removal from office held during an extra ordinary executive meeting with the university representative in attendance. The officer in question, has the possibility to respond to the allegations in front of the executive committee but cannot be present during the vote. A two-thirds majority has to be sought.
The proposal for a vote of removal from office can be made by any executive officer of the Student Union. The proposal must be seconded by another executive officer, and put in writing to the Secretary, stating the reason why removal is sought.
Any officer elected or appointed found to be in breach of the university student code of conduct, the Student Union code of conduct or the student charter, can be removed from the Student Union Executive through a vote held between the President & Vice President.
The officer to be removed must receive notification of such procedures 7 days prior to the vote. He/she must be given the opportunity to respond to the allegations at the meeting prior to the vote.
- Complaints procedure
The complaints procedure for students who are dissatisfied with their dealings with the Student Union or claim to be unfairly disadvantaged by reason of having exercised their rights not to be members of the Student Union shall be in accordance with Schedule 7.
- Code of Practice
A Code of Practice relating to the Student Union is given in the Appendix.
The Student Union must comply with this Constitution, Schedules and the Code of Practice at all times.
SCHEDULE 1 - MEMBERSHIP
Membership of the Student Union will be automatic for all those who are properly registered as students of Regent’s University London and are undertaking a programme of study.
SCHEDULE 2 - REGULATIONS FOR ELECTIONS
Elections shall be conducted in a manner agreed between the Student Union Executive Committee and the Principal or the nominated University representative, subject to the following provisos:
- Elections shall be determined by the simple majority system.
- The election of the President of the Student Union shall take place in the Spring Semester no later than the last week in April.
- The election for Student Union Executive positions of Vice President, Treasurer and Secretary will take place through application and interview and will be selected by the remainder of the Executive Committee (the Presidents of the Student Councils) and the outgoing President of the Student Union, Vice President, Treasurer and Secretary.
- Appointment of the Vice President, Secretary and Treasurer will take place in May, no later than one month after the appointment of the President of the Student Union.
- The Vice President, Secretary and Treasurer will be appointed for a minimum term of 6 months. The terms will last for either 6 months or 12 months with a selection process to take place in either May or October.
- The handover date for the Student Union President position will be 1st June each year. The total term in any one position may not be more than 2 years.
Student Council Elections
- Elections to individual School Student Councils are organised in accordance to the Student Union rules and regulations.
- All Student Council Presidents will be required to hold office for one year.
- If in the event the President of the School Council decides to run for the position of President of the Student Union or any of the other Executive Committee Position an election must take place in either May or October, with the Vice President of the council serving in the interim.
- Student Council elections will take place with candidates presenting themselves and ideas to the members of the Student Union during the elections.
Eligibility of Vote
- All University students who are members of the Student Union, as described in Schedule 1 may vote in the elections for the President of the Student Union; individual Student Councils are only voted for by students of the particular council remit as well as the Executive Committee
- All ballots shall be held in secret and all ballot papers shall be counted and recorded, including spoiled or void papers. Voting by email or text message is not acceptable. The format of the elections will be agreed between the Student Union Executive Committee chair and the nominated University representative who will supervise the voting, counting and recording and publicise the outcomes.
- The term of office of the Executive Committee shall be from the date of the start of their role (either the 1st of June or 31st of December) until the end of the academic year. The maximum term of office shall be 2 consecutive years.
- In the event of a tie in the election of the President of the Student Union a re-vote will take place.
- In the event that a member of the current Executive Committee of the Student Union wishes to run for President, elections for a replacement of the currently held position must take place.
- Student Council elections will take place with candidates presenting themselves and ideas to the members of the Executive Committee, Council Reps and Students of their School.
SCHEDULE 3 - GENERAL MEETINGS
- The Annual General Meeting shall take place in the spring term, no later than the last week in March. Any other general meeting shall be termed an Extra-Ordinary
- An extra-ordinary general meeting must be held within 7 University days after the receipt by the Secretary of the Student Union at the written request of any of the following:-
- a) The President of the Student Union
- b) The majority of the Executive Committee
- c) Ten full members of the Student Union
- d) In the event of a vote of no confidence the proposer and seconder of ‘vote of no-confidence’
- Such a meeting shall discuss only that business for which it was called, which must be specified in a written request.
- All proposed amendments to the Constitution must be posted online, five work days before the Annual General Meeting or Extra-Ordinary Meeting.
- The quorum for the Annual meetings shall be 30 members of the Student Union, and for extraordinary meetings at least 50% of the Executive Committee
- All members of the Student Union present at these meetings are entitled to vote.
SCHEDULE 4 - STANDING ORDERS FOR MEETINGS OF THE Student Union
The business of Student Union meetings shall be taken in the following order:
- Minutes of the previous meeting
- Previous action points
- Matters arising
- Council Round
- Student Issues
- Any other business
The President of the Student Union shall take the chair at all meetings. If he/she is absent or relinquishes the chair, it shall be taken by the Vice President, followed by the Treasurer or Secretary. The Chairperson shall be responsible for keeping order at the meeting. When the Chairperson speaks all the other members shall be silent.
- Each member has one vote. In the event of a tie the chairperson shall have the casting vote.
- No vote shall be recorded on behalf of any members not present.
- Every motion shall have a proposer and seconder. The proposer shall move the motion and it shall thereafter be open to discussion and may be withdrawn only with the consent of the meeting. .
- In the event of any situation arising not being covered in this schedule then the Chairperson shall rule on the procedure to be adopted.
All actions arising shall be recorded during the executive committee and assigned to executive officers along with a date at which the action point should be executed. All executive officers assigned an action must complete said action by the action date.
SCHEDULE 5 - FINANCE OF THE Student Union
- The Treasurer shall be responsible to the Student Union for the keeping of accounts and shall exercise supervision over all the Student Union finances subject to the decisions of the Student Union Executive Committee.
- Annual income will comprise an annual grant based on student enrolments by the University upon application, together with additional income raised through Student Union The grant payable by the University will be made after due consideration of satisfactorily audited accounts for the preceding year, as well as a clearly itemised budget for the next year.
- The Student Union credit card should only be held by either the President, Vice President or the Treasurer.
- The card holder will also be responsible for adhering to the university policy on use of the credit card.
- All the expenditure shall be authorised by the President or Vice President of the Student Union and duly recorded. No legal contracts of expenditure of Student Union funds shall be entered into without approval of the President or Vice President of the Student Union.
- The Student Union Executive Committee shall present audited accounts to the AGM. The accounts shall be audited by an auditor approved by the University, who may be a member of the University Finance Department.
- The account shall include details of any subscriptions, fees or donations made to any affiliated external organisations. The names of these organisations shall also be stated.
- All funds should be spent for the benefit of the student body or the running of the Student Union.
SCHEDULE 6 - PROCEDURE FOR ALLOCATING RESOURCES
- To enable effective financial planning, the Committee shall determine a set of Aims and Objectives for Student Union activity for the academic year.
- Any societies or clubs within the Student Union shall be entitled to an appropriate allocation of the resources from the Student Union.
- For a society or club to be recognized by the Student Union it must have a minimum of 6 members. Funds allocated to any society/club must be based on the size and activity of the society and be set at maximum of £500.00 per semester, per society. If a society is planning an extraordinary event or has shown an extraordinary track record, application for further funding can be made and evaluated by the Student Union Executive Committee. This funding may not exceed more than 5% of the total expenditure of the Student Union.
- Should the Student Union seek additional information in considering the request, the societies officer will discuss the matter with representatives of the society or club and may consult with the nominated University representative and report back to the Executive Committee within 2 weeks. The societies officer will inform the society or club of the outcome of the request for additional resources in writing within 2 weeks. If an appeal is made against the decision of the Executive Committee, the nominated University representative will arrange for the appeal to be considered by an independent person within 2 weeks.
- All Student Union funds and resources must be used only for the benefit of Student Union members as students and not to support any political or religious events.
SCHEDULE 7- COMPLAINTS PROCEDURE
- Any complaints against the Student Union must be put in writing to the Secretary, who will channel the complaint to the appropriate officer. A decision should be received within 2 weeks.
If the complainant is not satisfied with the decision, he/she can appeal against the decision and refer the matter to the nominated University representative. A decision should be received within 2 weeks.
SCHEDULE 8- SOCIETIES
- No Society shall be recognised if its aims or objectives are contrary to the Student Union Constitution, or any regulations or policies of the University.
- The Student Union Executive Committee shall have the power to impose a penalty or penalties as it deems necessary upon any recognised Society which in its determination has acted in a manner contrary to the terms and spirit of the Constitution.
- A society formed by students shall have the right to make applications to the Student Union through the Societies Officer, for the status of a recognised society and a list of not less than 6 student members compiled in a society application form. Each semester all societies must submit a budget form stating planned activities to the societies officer.
- Only enrolled students shall be eligible to become an Officer of a recognised or approved society.
- There shall be no new society applications after the last day of October or March for that semester.
- All societies event shall submit their application to the societies officer no later than 2 weeks prior to holding their event, in order to ensure funding, approval and room booking requests.
- Each approved society shall make a report each semester to the Society Officer as part of their grant application for the following semester, by no later than 1st December and 1st The report should state:
- The name of the society;
- The total number of student members of the society;
- The total number of members of the society;
- The names and student numbers of the Officers of the society;
- The contact details of the society;
- The activities of the society since the previous report;
- The proposed activities of the society during the period for which the grant application is being submitted
- A budget plan stating the planned allocation of finances for the following semester in order to reactivate the Society for the following term.
- If the report is not delivered by the given deadline the approval of the society will be put on hold until a report is submitted.
- Grants allocated by the Student Union shall be used to achieve the aims and objectives of the society Constitution. Grants allocated to and used by a society shall:
- Be of the benefit of Student Union members as students and not to support any political or religious views;
- Contribute to the achievements of the aims and objectives stated in the constitution of the Student Union.
- No society promoting any form of substances (eg alcohol or other drugs) direct or indirect.
- The Student Union may require the society to cover parts of their costs through fundraising or membership fee.
- Request for any additional resources shall be submitted in writing to the Executive Committee for consideration up to a value of £500.
- If necessary the Society Officer may suspend a recognised or approved society which has failed to fulfil any of the key obligations contained in the Student Union Constitution subject to approval by the Executive Committee at the next available meeting.
- Recognised or approved societies shall not make any public statement (which shall include any statement on the worldwide web) on behalf of the society, unless such a statement complies with the terms and spirit of the Student Union Constitution.
- Neither the Student Union President nor the Student Union shall be responsible for the actions or opinions of any society.
- The lists of recognised and approved societies shall be made available by the Societies Officer upon request.
- All Student Union societies must be governed by the Student Union societies constitution.
Regent’s University London Student Union
CODE OF PRACTICE
Appendix 1. Constitution
The Regent’s University London Student Union will have a written constitution approved by the University London and reviewed by the Executive Committee at intervals of no more than 2 years and not more frequent than once a year. Copies of the Constitution are available from the Student Union.
Student Union activities will be monitored regularly by the nominated University London representative and annual reports will be submitted to the University London Corporation Board.
Appendix 2. Student Rights
The Student Union will operate in a fair and democratic manner to represent the interests of enrolled students of Regent’s University London. Each enrolled student shall be entitled to full membership of and representation by the Student Union unless they choose not to. Students who exercise their right to opt out of Student Union membership and representation will not be unfairly disadvantaged in any way.
Allocation of funds to student groups or clubs will be made in accordance with Schedule 6 of the Student Union Constitution.
A complaints procedure is available to any student who is dissatisfied in their dealings with the Student Union or claims they have been unfairly disadvantaged by opting out of Student Union membership.
Appendix 3. Financial Arrangements
The Student Union will be accountable for its finances to the University London who will approve budget and monitor expenditure. Financial reports will be submitted annually to the University London and will be published and made available to students. The report will include details of any donations made by the Student Union to external bodies. The Constitution prohibits donation of Student Union funds to bodies with political or religious affiliation.
Appendix 4. Affiliations
The Student Union will annually publish details of all affiliations with external organisations. This will include the name of the organisation and details of any subscriptions, fees or donations.
Appendix 5. Charitable Status
Although the Student Union is a constitutionally and financially separate body from Regent’s University London, legal case law suggests that the Student Union may share Regent’s University London’s status as an educational charity.
Any funding or resources made available through Regent’s University London should not be used for any activity other than charitable educational purposes for the direct benefit of its members as students.
The funds and resources of the Student Union must be used for broadly educational purposes which may include the social, cultural and general well-being of its members.
The above statements do not preclude specific charitable fund-raising events provided that all donations are declared and they do not conflict with the requirements to remain apolitical as determined by the Constitution.
Appendix 6. Description of roles
- To act as an elected President in the promotion, development and effective operation of the Union.
- To carry out the role of President, in accordance with the Student Union’s Constitution and policies and, at all times, in compliance with the relevant legislation, in particular the Education Act 1994 and the Charities Act 2006.
- To undertake the role of President of the Student Union and, as such, to ensure that all students have equal access to all the services provided by the RULSU.
- To work to enhance the student experience and to further the educational goals of Regent’s University London.
- To represent the student body and the Student Union on key Regent’s University London boards and committees.
- To strive to achieve maximum representation of the Student Union and its members at individual, University London, Regional and National level.
- To ensure the Union is run according to the RULSU Constitution, Byelaws, Standing Orders and Policies and all relevant legislation.
- To assume any other duties indicated in the Constitution or which may result from byelaw or policy decisions.
- To act as a member of the RULSU Executive Committee, complying in full with the responsibilities in the overseeing of the effective operation of the Union.
- To provide leadership, for promoting unity and teamwork and co-ordinate the effectiveness of the Executive Committee
- To maintain continuous contact with members of the Executive Committee, in all Union matters.
- To undertake a public relations role, as required.
- To attend and chair all meetings of the Student Union Executive Committee
- To prepare and submit a yearly report on behalf of the Executive Committee to Regent’s University London management.
- To prepare a draft report on your year for the incoming President.
- To ensure an up to date record of the Policies of the Union is maintained and to present these policies for review, to the appropriate body, when necessary.
- To assist the Treasurer in the preparation of RULSU budgets and ensure that they are properly controlled.
- To carry out any other duties that may arise during the year of office in relation to the Presidential role.
- To be available on campus when students are there and as needed in academic holidays. The president will be required to be present for the majority of the summer holiday,
- Vice President
- To supports the President in his/her tasks.
- To take over the role of President, if the post-holder is prevented from fulfilling his/her duties.
- To assist the President in the running of the Union.
- To represent all Students at events and committees to the best of their ability.
- To assist the President in dispute resolution within any societies.
- To provide leadership and support for the other Executive Committee members and all other student representatives.
- To support and uphold a position of integrity and to carry out the wishes of the Student Union Executive Committee.
- To be available on campus when students are there and as needed in academic holidays.
- To oversee and control all matters relating to Student Union finance
- To prepare budgets
- To control income and expenditure
- To reconcile petty cash etc.
- To assist societies with funding
- To be responsible for the collection of payment at events
- To be available to assist the Student Union both when on campus and in holidays.
- To ensure that records are stored in an appropriate manner
- To ensure meetings are properly scheduled
- To be responsible for keeping and distributing accurate minutes of meetings
- To distribute contact lists
- To liaise with all members of the Executive Committee
- To be responsible for keeping up to date records, timetables and contact information
- To be available to assist the Student Union both when on campus and in holidays.
- Council President
Council Presidents are elected by the students from the courses they represent. They are in charge of setting up and running a council which they will use to listen to the students from their programs. The president’s job is then to discuss the issues with the relevant university bodies in order to fix those issues.
- Social Events Officer
The social events officer is in charge of creating and implementing all the on campus events, and make the social lives of students while at regents as interesting as possible. The social events officer heads up the social events team which helps to set up and run events, as well as all the promotion necessary for said events.
- Academic Events Officer
The academic events officer is in charge of providing academic events to students, including one conference per semester. They head up the academic events team which helps with the organization and set up of the events. The academic events team also help promote both the Student Union’s events and the University’s events.
- Communication & Design Officer
The Communication and Design Officer is in charge of all the brand and communications of the Student Union. The officer is in charge of creating all the posters and designs required by the Student Union. The Comms & Design officer heads up the Creative team, which create content for the Student Union to share on our platforms.
- Societies Officer
The Societies Officer is in charge of the running and creation of all the Student Union’s Societies, he is the first point of contact for all the societies.
Appendix 7. Student Union Structure
Appendix 8. Student Union Code of Conduct
Student Union Office
As a representative of the Regent's College Student Union it is your responsibility to:
- Keep the room tidy
- Clean up after yourself
- Keep desks in the Student Union office tidy at all times
- Make sure that the custom of zero group meetings on weekdays are being abided by everyone
- Understand the Student Union Office is not the student common room
- Abide by the “no alcohol consumption or storage” rule
- In addition to representational responsibilities Student Union Representatives may make use of the Student Union Office as a study space. Make sure you balance your Student Union duties with your schoolwork.
Security and safety
- You must always lock the door if you are the last one leaving
- Turn off coffee machines and switch off plugs
- Understand that the door code is meant to be known by executive members only
- The Student Union Office is operative from 10:00-18:00 during weekdays. After those hours the room is governed by the Student Union Representatives and is therefore under their responsibility.
Student Union Representatives
- Student Union Representatives must always act as a Representative and a face of the Student Union
- Student Union Representatives must attend appropriate School Student Council Meetings and consult colleagues with matters raised by students
Student Union Executive
- Executive members will as well as other Representatives be expected to set an example of good behaviour but more importantly and act like a role model to other representatives and students
- Student Union Executive members must carry out responsibility and duties outlined in the officer’s agreement and in accordance to the Student Union Constitution
- Executive members must check and reply to their emails at least once per day
- Executive members are in charge of arranging weekly meetings and with help from the secretary send out agenda and minutes to the executives.
School Student Council Presidents
- Executive members will as well as other Representatives be expected to set an example of good behaviour but more importantly and act like a role model
- School Student Council Presidents must keep track of representatives’ timetables and know who will be available to attend committee meetings and meetings at the respective school council
- The Presidents are in charge of arranging weekly council meetings and with help from the school council secretary send out agenda and minutes to the specific school council representatives
- School Student Council Presidents must log their activities done within the specific School Council and for the school’s student body
- Student Union Representatives must attend assigned committee meetings
- Student Union Representatives must complete reports from attended meetings and archive in Student Council folder in Student Union Representatives
- If unable to attend assigned committee meeting(s), the Student Union Representative must consult the Student Union Support Administrator and find a suitable replacement in good time before the meeting