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DATED
22 October 1991
ELAN
VITAL
Settlor
Elan
Vital Foundation
Trustees
Roland
Peter Klepzig and Others
Ref
: 133/39/E1213.1/3409i/vlb
S J
Berwin & Co
236
Grays Inn Road
London WC1X 8HB
Telephone 071-278 0444
Telex 8814928 Winlaw G
Facsimile 071-833 2860
DX 255 London
THIS
CHARITABLE SETTLEMENT is made the 22 day of October One
thousand nine hundred and ninety-one between Elan Vital
Foundation of Hirschmattstr 36, 6002 Luzern, Switzerland
(hereinafter called "the Settlor") of the one part and the
persons named in the Schedule hereto annexed (hereinafter
called "the Original Trustees") of the other part
WHEREAS
the Settlor is desirous of establishing a fund to be held
upon trust for exclusively charitable purposes in manner
hereinafter appearing and has on or prior to the execution
hereof paid to the Original Trustees the sum of One Hundred
Pounds (£100) to be held by the Original Trustees upon
the trusts hereinafter declared
NOW
THIS DEED WITNESSETH as follows:
1
Title
The
Charity hereby established shall be called Elan Vital ("the
Trust") and shall be governed and construed in accordance
with the Law of England and Wales
2
Interpretation
For
the purposes of this Deed the following expressions shall
have the following meanings, that is to say
(a)
"the Trustees" means the Original Trustees and the
survivors or survivor of them or other the trustees or
trustee for the time being of this Charity
(b)
"the Trust Fund" means and includes:
(i)
the said sum of One Hundred Pounds (£100);
and
(ii)
all cash investments and property paid to or
transferred to and accepted by the Trustees as
additions to the Trust Fund; and
(iii)
the investments property and cash from time to time
representing the said cash investments and the said
additions to the Trust Fund or any part or parts
thereof respectively
(c)
"Charitable" has the meaning assigned thereto by the law
for the time being in force in England and
Wales
(d)
"Charity" means any trust foundation company or other
body whether corporate or otherwise wherever situate or
incorporated which is established exclusively for
purposes recognised as Charitable by the proper law of
this Deed and the word "Charities" shall be construed
accordingly and the receipt of the person who purports to
be the Treasurer or other duly authorised office for such
Charity shall afford a good receipt to the Trustees for
any payment made under the provisions hereof
3
Trust to pay Expenses and Trust for Sale
THE
Trustees shall stand possessed of the Trust Fund UPON TRUST
to pay therefrom all the proper costs and expenses incurred
by them in establishing and administering the Trust and the
Trust Fund and subject thereto at their discretion to retain
the same in its existing form of investment or to sell the
same or any part or parts thereof and to invest or apply the
net proceeds of any sale and any sum or sums of money paid
to the Trustees and forming the whole or part of the Trust
Fund in or upon any kind of investments or for any of the
purposes hereinafter authorised with power at any time and
from time to time to vary any such investments for others of
any nature hereby authorised
4
Trust of Income and Capital
THE
Trustees shall stand possessed of the Trust Fund and the
income thereof including all dividends declared prior to and
payable on or after the date hereof upon the trusts and with
and subject to the powers and provisions hereinafter
declared and contained concerning the same
5
Charitable Purposes
(1)
THE Trustees shall hold the capital and income of the
Trust Fund UPON TRUST to pay or apply the whole thereof
at such times and in such manner and in such shares and
proportions as the Trustees may from time to time
determine to or towards or for the benefit or furtherance
of the following Charitable purpose, that is to say to
advance public education in the understanding and
realisation of human potential through self-knowledge
based upon the teachings of Prem Pal Singh Rawat k/a
Maharaji (hereinafter referred to as "the
Teaching")
(2)
The Trust Fund shall be applicable both as to capital and
income for the Charitable purpose mentioned in this
Clause whether or not by means of the exercise of any of
the particular powers conferred upon the Trustees by
Clause 6 hereof PROVIDED THAT notwithstanding anything
elsewhere in this Deed contained or implied no part of
the Trust Fund or of the income thereof shall be paid or
applied otherwise than for exclusively Charitable
purposes
6
General Powers of Trustees
THE
Trustees shall in furtherance of the Charitable purposes
hereinbefore declared but not further or otherwise have and
may in their discretion exercise the following powers (that
is to say):
(a)
Power to Appoint Instructors
To
appoint instructors and arrange for their training in
order that they shall promote and assist in the
dissemination of the Teaching
(b)
Power to organise meetings
To
organise and hold conventions, conferences, seminars,
lectures and other meetings to expound the Teaching to
the community at large both in the United Kingdom and
throughout the world and to co-operate with other
organisations carrying out similar work to the Trust in
organising and holding conventions, conferences,
seminars, lectures and other meetings at which the
Trustees consider that the Teaching may be expounded and
contributing to the costs thereof as the Trustees shall
consider proper
(c)
Power to establish Places of Study
To
establish places of study and any other facilities
necessary for the dissemination of the
Teaching
(d)
Offering of Instruction
To
offer instruction in the Teaching to any
person
(e)
Power to Establish and Maintain Agencies
To
establish and maintain agencies for the promotion and
dissemination of the Teaching in any part of the world
where they may not already exist and, where they do
exist, to help and support the activities of these
organisations, and of individuals who are studying in the
same or related fields
(f)
Power to Accept Donations
To
accept voluntary donations and raise funds for the
furtherance of the Teaching and, without prejudice to the
generality of the foregoing, to arrange for the
disbursement of such receipts on such matters
as:
(i)
printed and audio-visual materials
(ii)
expenses incurred in organising meetings
(iii)
maintenance of a national office and staff in the
United Kingdom
(iv)
proper travelling and, where necessary, accommodation
expenses for the instructors appointed on either an
honorary or paid basis and those of guest
teachers
(v)
making such contributions as the Trustees (being not
less than two in number or a trust company) may from
time to time determine to other Charities involved in
similar work in other parts of the world
(g)
Generally to undertake all other activities which may be
conducive to the attainment of the objects
hereof
7
Administrative and Additional Powers of
Trustees
The
Trustees shall in furtherance of the Charitable trusts
hereinbefore declared but not further or otherwise have and
may in their discretion exercise the following powers (that
is to say):
(a)
Power to make contributions
Power
to make such contributions as they may think fit towards
the expenses of any charity anywhere in the world and the
cost of any established projects of study and research
carried out by such charity including a contribution
towards the cost of purchasing or erecting any building
or land to be owned by any such charity and
to
be used in connection therewith and the cost of the
useful publication of the results of such study and
research
(b)
Power to provide Funds
Power
to provide funds and to make or join in the making of any
administrative provisions that the Trustees may deem
necessary for the initiation promotion or sponsoring of
new Charitable projects of education study and research
and for the establishment and endowment of Charitable
scholarships fellowships professorial chairs lectureships
prizes awards and institutions including the provision of
or a contribution towards the cost of purchasing or
erecting any building or land to be owned by any such
charity which may be required for such
projects
(c)
Power to Make Rules
Power
to make such rules and regulations for the management and
government of the Trust and for the administration of the
Trust Fund and for matters connected therewith
respectively as the Trustees shall in their discretion
think fit and from time to time to add to amend vary or
revoke or replace any such rules and
regulations
(d)
Power of Appointment
Power
to appoint and constitute all such committees boards and
bodies (whether advisory or not) as the Trustees shall
consider necessary for the better management and
government of the Trust and (pursuant to the general
power in that behalf conferred by sub-clause (c) of this
Clause) to make amend vary revoke and replace rules and
regulations for the purpose of defining their functions
powers organisation and power also to defray expenses
incurred by any such member of any such committee board
or other body and all acts and proceedings of such
committees boards and bodies shall be reported back as
soon as possible to the Trustees PROVIDED ALWAYS that no
such fee or salary shall be paid to any such member or
such committee board or other body who shall be a Trustee
for the time being hereof
(e)
Power to employ Secretary and Staff
Power
to employ and pay a Secretary and such other staff
including the said instructors upon such terms as the
Trustees may in their discretion from time to time
determine and fix such reasonable salaries as the
Trustees may deem proper and to enter into any service
agreements which they shall consider to be necessary
including power to determine any such employment upon
such terms as the Trustees may decide and to enter into
and defray the cost or any part of the cost of any
reasonable superannuation scheme which the Trustees shall
think proper for the benefit of the Secretary or any
other staff whom the Trustees shall so employ PROVIDED
ALWAYS that no Trustees for the time being hereof may be
appointed to any salaried office committee board or other
such body established hereunder
(f)
Power to Pay and Discharge Expenses
Power
to pay and discharge any rent rates taxes costs of
insurance improvements repairs or other outgoings payable
from time to time in respect of any property held subject
to the trusts hereby declared and to pay and discharge
all expenses incurred in the exercise of any powers
conferred upon the Trustees by or conformably with the
provisions of this Deed or by any assurance to the
Trustees upon the trusts hereby declared of any freehold
leasehold or other property and any legal or other
administrative expenses payable from time to time in
connection with the trusts hereby declared or with any
property held subject thereto
(g)
Power of Sale and Conversion
Power
at any time or times to sell call in or convert into
money the whole or any part or parts of the investments
and property comprised in the Trust Fund and so that the
net proceeds of sale shall be held upon the trusts hereby
declared of the Trust Fund and the income
thereof
(h)
Investment
Power
to invest monies arising under the trusts hereof or
otherwise apply the same on the security of or in the
purchase or acquisition of real or personal property
rights or interests of whatsoever kind and wheresoever
situate
(i)
Power of Acceptance
Power
to accept and retain or refuse any new shares stock
debentures or debenture stock in any company or
undertaking which may be allotted to the Trustees in
respect of investments held by them as part of the Trust
Fund and to discharge any liabilities affecting leasehold
or other property of a wasting nature
(j)
Power to Receive Addition
Power
to accept (or in the discretion of the Trustees to
disclaim) any property real or personal which may from
time to time be devised bequeathed or given to the
Trustees upon the trusts hereby declared or as an
addition to the Trust Fund
(k)
Sinking Fund Policies
Power
to effect and maintain sinking fund policies and pay all
expenses of keeping up the same out of the income of the
Trust Fund in relation to any leasehold property or other
wasting assets
(l)
Life Assurance
The
Trustees may apply any income of the Trust Fund in
effecting or maintaining policies of insurance on the
life of a person as a result of whose death fiscal
liability might be imposed on the Trustees but for a sum
assured not exceeding the expected amount of such
liability and including any policy under which the sum
assured is payable only in the event of a death before a
date specified in such policy
(m)
Borrowing
Power
subject to such consents as may be required by law to
borrow money on the security of the Trust Fund and pay or
apply the money so raised in any manner in which money
forming part of the capital of the Trust Fund may be paid
or applied
8
Accounts
PROPER
books of account shall be kept by the Trustees and entries
made therein of all receipts and disbursements on account of
the capital and income of the Trust Fund and income and
expenditure accounts and balance sheets shall be prepared by
the Trustees as required by Section 32 of the Charities Act
1960
9
Land Belonging to the Trust
(1)
ANY land purchased or accepted by the Trustees as
additions to the Trust Fund shall if situate in England
or Wales be assured to the Trustees upon trust for sale
with power to postpone sale and if situate elsewhere
shall be assured to the Trustees either with or without
any trust for sale as the Trustees shall think fit but
nevertheless with power to sell the same
(2)
In relation to any land situate outside England and Wales
the powers and indemnities given to the Trustees in
relation to land in England by English law shall apply as
if expressed in this Deed and the net rents and profits
thereof shall be applicable in like manner as if they
arose from land in England
(3)
The Trustees shall stand possessed of any land so
purchased or accepted and the net proceeds of sale
thereof and other capital monies arising under the trusts
hereof upon the trusts and with and subject to which the
money laid out in the purchase of such land would have
been held if the same had not been so laid out
(4)
Until the sale of any land purchased or accepted as
aforesaid the Trustees may permit the same or any part
thereof to be occupied for the purposes of the trusts
hereof upon such terms (if any) as to payment or
non-payment of rents rates taxes and other expenses and
outgoings as to repair and decorations and for such
period as the Trustees may think fit
(5)
The Trustees shall be indemnified out of the Trust Fund
against all costs rents covenants obligations and
outgoings relating to any land purchased as aforesaid or
for which the Trustees may be liable in respect of the
said premises or the said purchase or
acceptance
(6)
The Trustees shall be at liberty to borrow money for any
of the purposes of the Trust and they may pledge or
mortgage the whole or any part of the Trust Fund by way
of security for any such loan
10
Acting through Agents
THE
Trustees may employ any agent or agents to transact all or
any business of whatsoever nature required to be done in the
premises (including the receipt and payment of money) and so
that the Trustees shall be entitled to be allowed and paid
all charges and expenses so incurred and shall not be
responsible for the default of any such agent or agents or
any loss occasioned by the employment of such agent or
agents and any Trustee for the time being hereof being a
Solicitor Chartered Accountant or other person engaged in
any profession or business shall be entitled to charge and
be paid all professional or other charges made by him or his
firm for business done by him or his firm in relation to the
execution of the trusts hereof when instructed by his
co-trustees so to act in that capacity on behalf of this
charity
11
Deposit of Deeds etc
THE
Trustees may deposit any moneys deeds securities or
investments (including shares and securities to bearer) held
by them as trustees with any banker or firm or company
whether in the United Kingdom or abroad for safe custody or
receipt of dividends and may pay out of the income or
capital of such part of the Trust Fund as they shall think
proper any sum payable for such deposit and
custody
12
Holding of Assets
ASSETS
of the Trust may be held in the names of any two or more of
the Trustees and the Trustees shall have the right to vest
any assets forming part of the Trust Fund in a Stakeholder
or in an agent or nominee manager or managers anywhere in
the world on behalf of the Trustees and to entrust or concur
in entrusting the realisation and re-investment of such
assets in such stakeholder agent or nominee or nominees
manager or managers upon such terms as the Trustees may deem
reasonable
13
Action by Majority
SUBJECT
to consultation between the Trustees as hereinafter provided
in this Clause all or any of the powers discretions and
authorities hereby or by law given to or invested in the
Trustees may at any time or times be exercised by a majority
in point of number of the Trustees without the concurrence
of the other or others of them and so that every exercise of
such powers discretions or authorities as aforesaid by a
majority of the Trustees shall be binding on the other or
others of the Trustees and upon all persons interested
hereunder in all respects as if all the Trustees had
concurred therein but so that no Trustee shall be liable for
any act or thing done or omitted in the execution of the
trusts hereof without his knowledge and actual concurrence
PROVIDED ALWAYS:
(a)
prior to the execution by a majority of the Trustees of
any powers discretions or authorities there shall be
consultation between all the Trustees either personally
or in writing by letter telex telegram or cable
(b)
such prior consultation shall not be necessary with
regard to any Trustee with whom the other Trustees shall
declare in writing that in their opinion it is impossible
to communicate
(c)
consultation with an Attorney duly appointed by a Trustee
shall as far as the donor of the power of Attorney is
concerned be deemed for all purposes to be in
consultation with that Trustee
(d)
that the Trustees hereof shall consist of not less than
three trustees
14
Resignation of Trustee
ANY
Trustee (so long as the number of Trustees shall be not less
than three) shall be at liberty to resign his trusteeship at
any time by notice in writing addressed by registered letter
to the other or others of the Trustees
15
Custodian Trustee
ANY
Banking or insurance or other company which is for the time
being entitled to act as a custodian trustee may at any time
be appointed as custodian Trustee of the Trust Fund upon
such reasonable terms as to remuneration and otherwise as
the Trustees shall think fit
16
Appointment and Removal of Trustees
(1)
THE Statutory power of removing a trustee or trustees and
of appointing a new or additional trustee or new or
additional trustees shall be vested in the Settlor during
its existance and thereafter in the Trustees for the time
being PROVIDED THAT except for the purpose of appointing
new or additional trustees hereof the total number of
Trustees shall be not less than three and shall not
exceed seven
(2)
The Trustees may appoint any one of their number to act
as their Chairman and any Trustee so appointed shall so
long as he or she is willing to act hold the office of
Chairman for the period for which he or she shall have
been appointed but so that at any meeting of the Trustees
at which the Chairman so appointed shall not be present
any other of the Trustees may be appointed to act as
Chairman at that meeting provided that no Chairman of the
Trustees shall in that character only be entitled to any
second or casting vote
(3)
Upon any Trustee ceasing to be a Trustee of these
presents he his heirs personal representatives or other
persons acting in his place shall at the request of the
continuing trustees or trustee do all acts and things
required for the purpose of effectively vesting all
property and assets the subject matter of the trusts
hereby declared in the continuing or new trustees or
other the persons entitled to have ths Trust Fund vested
in them
(4)
Any corporate body may at any time be appointed as a
trustee hereof on such terms and conditions as to
remuneration (payable out of the capital or income of the
Trust Fund) and otherwise in all respects as the
appointor or appointors shall prescribe or
approve
17
Insurance
THE
Trustees shall take all reasonable and necessary steps to
insure to its full value the trust property of whatsoever
nature held by the Trustees.
18
Indemnity
In
the professed execution of the trusts hereof no trustee
shall be liable for any loss to the trust arising by reason
of any improper investment or retention or application of
the Trust Fund or any part thereof made in good faith
(provided that he has sought professional advice before
making such investment) or for the negligence or fraud of
any agent employed by him or by any other trustee hereof
(although the employment of such agent was not strictly
necessary or expedient) or by reason of any mistake or
omission made in good faith by any trustee hereof or by
reason of any other matter or thing whatsoever except wilful
and individual fraud or wrongdoing or wrongful omission on
the part of the Trustee who is sought to be made
liable
Every
discretion conferred upon the Trustees by Clause 18 above
and by this clause shall be an absolute and unfettered
discretion
19
Further Administrative Powers
(1)
IF at any time hereafter it shall appear to the Trustees
that either by reason of changes in the law affecting the
administration of Charitable or other trusts or of
changes in social or political conditions or by reason of
any defect or omission in the preceding provisions of
this Deed it would be conducive to the better
administration of the Trust and the more effectual
execution of the Charitable trusts hereby declared that
the Trustees should possess
or
be invested with any further or other administrative
powers which the Trustees do not or may not possess it
shall be lawful for the Trustees at their discretion by
any Deed or Deeds revocable or irrevocable to supplement
or alter or amend the provisions of this Deed to such an
extent (but to such an extent only) as may in the opinion
of the Trustees be requisite for the purpose of
conferring on the Trustees such further or other
administrative powers
(2)
Provided always that nothing in this Clause shall
authorise or be deemed to authorise any departure from or
modification of the charitable purposes declared by
Clause 5 hereof or the application of any part of the
Trust Fund or the income thereof otherwise than in
conformity with the trusts hereinbefore declared or for
any purpose which is not an exclusively Charitable
purpose
20
Amalgamation
IF
at any time the Trustees (being not less than two in number
or a trust company) shall decide that the purposes of the
trusts hereof could be more beneficially and conveniently
attained in conjunction with some other Charity or Charities
they shall hold a meeting of all the Trustees to determine
the question and if such decision shall be confirmed by a
majority of them they may apply the cash investments and
other property held on account of the Trust Fund accordingly
and may amalgamate or cause to be amalgamated this Charity
with such other Charity or Charities if and in so far as
amalgamation shall be permitted by the proper laws both of
this Charity and of the Charity with which such amalgamation
is sought.
21
Termination of Trust
(a)
THE trusts of this Deed may at any time be terminated with
the written consent of all the Trustees for the time
being
(b)
After the giving of such consent and after all liabilities
of the Trust have been satisfied any income of the Trust
Fund and any capital thereof remaining shall be paid and
transferred to such Charities or applied for such Charitable
purposes and in such proportions as the Trustees may select
and determine
IN
WITNESS whereof the parties hereto have executed this Deed
the day and year first above written
SCHEDULE
Roland
Peter Klepzig
xxxxxxxxxx
James
Shaw
xxxxxxxxxx
Lin
Faust
xxxxxxxxxx
Anne
Margaret Hasler
xxxxxxxxxx
Luanne
Maria Maclean
xxxxxxxxxx
Susan
Gower Robinson
xxxxxxxxxx
Francis
Turner
xxxxxxxxxx
© Crown copyright
2001
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