The Birmingham Assay Office Order 1989

Wardens' Committee

6.—(1) (a) On the appointed day the guardians shall appoint from their number as wardens to the committee of the Company known as“the wardens” not less than six nor more than nine persons suitably experienced and qualified. At each subsequent annual meeting the guardians may appoint further wardens so that however there shall be not less than six nor more than nine wardens: Provided that not less than two nor more than one-third of the wardens shall be persons engaged wholly or mainly in trading in, or manufacture of, articles of precious metals.

(b) If for any reason a warden shall cease to be a guardian, his office as warden shall automatically determine.

(c) Subject to the provisions of paragraph (1)(a) above, the wardens may fill any casual vacancy in their membership and (subject to any direction by the guardians in general meeting) may make additions thereto, and any warden so appointed shall hold office only until the end of the next following annual meeting and shall then be eligible for re-election but shall not be taken into account in determining the wardens who are to retire by rotation at such meeting.

(2) Unless he shall previously die or resign or be removed from office, and subject to the provisions of this Order and to the resolution under which he is appointed, a person appointed a warden shall hold office until he retires under paragraph (4) hereof.

(3) The quorum required for a meeting of the wardens shall be three: Provided that a quorum shall not be present unless of those present at least a majority in number are persons who are not engaged wholly or mainly in trading in, or manufacture of, articles of precious metals.

(4) At the end of each annual meeting one-third of the whole number of wardens shall retire from office or, if their number be not divisible by three, then such number proximate to one-third of the whole shall retire, as the wardens may determine; and those retiring shall be the wardens for the time being who have served the longest periods since their respective last appointments to office as wardens; and, in the case of wardens who have served an equal period, any determination of which of them should retire shall (unless the wardens otherwise determine) be by lot.

(5) At the first meeting of the wardens held following each annual meeting the wardens shall, from their number and in accordance with any conditions of election which the guardians may for the time being by resolution impose, elect a chairman and a chairman so elected unless he shall previously die or resign or be removed from office, or cease to be a guardian, shall hold office as chairman until the commencement of the first meeting of the wardens following the next annual meeting; and no guardian appointed in accordance with article 3(1)(a), (d) or (e) shall be eligible for election as chairman of the wardens.

(6) The provisions of article 4 (Resignations, vacancies, etc) and paragraphs (2) and (3) of article 5 (Quorum and proceedings) of this Order shall with necessary modifications apply to the wardens and the offices of those members as those provisions apply to the guardians and their offices. At any meeting of the wardens, the chairman shall, in the case of an equality of votes, have a second or casting vote.

(7) Subject to the direction of the guardians and to any limitations imposed in any terms of reference given by the guardians to the wardens, the wardens shall be responsible for the general management of the business of the Office, including (but without prejudice to the generality of the foregoing):–

(a) the appointment and terms and conditions of employment of the assayer to, and other officers and employees of, the Company;

(b) the exercise of the powers of article 11 (Power to borrow) of this Order;

(c) subject to section 12 of the Hallmarking Act 1973, prescribing the charges to be made by the Company; and

(d) prescribing, altering and revoking (as occasion may require) rules and regulations for the management and government of the Office including fixing the time and manner for receiving in and delivering out of articles of precious metal brought to be assayed, and any such rules and regulations may repeal, alter or revoke (in whole or in part) any byelaws, rules, orders or regulations of the Company made under section 7 (Power to make byelaws) of the Birmingham Assay Office Act 1824 or otherwise.

(8) The wardens may appoint one or more sub-committees for any purpose specified by them, and may include therein persons who are not wardens: Provided that all members of such sub-committees shall be guardians.

(9) The wardens may be paid for their services such sum or sums, on a basis related to the duties they perform, including their attendance at meetings of the wardens and at meetings of any sub-committees established by the wardens, as may from time to time be authorised by resolution of the guardians, and may also be repaid their reasonable out of pocket expenses incurred in their capacity as wardens; and payments to such wardens in respect of their services shall be identified in the accounts of the Company presented to each annual meeting in accordance with article 10 of this Order.

(10) If a manufacturer or other person sending articles for assay and hallmarking to the Company disputes the reasonableness of any byelaw, rule or regulation prescribed by the Company, he shall have the right to refer the dispute to, and for it to be settled by, a single arbitrator to be agreed between the parties or (if the parties shall fail to appoint an arbitrator within one calendar month of either party serving on the other party a written notice to concur in the appointment of an arbitrator) a person to be appointed on the application of either party, after written notice to the other, by the Chairman of the British Hallmarking Council.