1. Name

The Society shall be called the 'Rugby Football Union'

2. Definitions

Except where the context otherwise permits or requires, the words and expressions listed in the Schedule of Definitions set out in Rule 35 shall bear the meanings given to them therein.

3. Objects

The objects of the Union shall be:-

3.1 To administer the Game as its Governing Body in England.

3.2 To promote, encourage and extend the Game throughout England including (but not limited to) the coaching thereof, its development in Schools and at all youth levels and the recruitment and training of referees.

3.3 To ensure that the Game is played in accordance with the Laws of the Game and is administered in accordance with the IRB Regulations.

3.4 To assist the development and playing of the Game throughout the world.

3.5 To arrange International, Representative, Trial and other Matches and Tours in England and in other Countries.

3.6 To provide, maintain and operate a National Stadium or Stadia and to develop the same for use by Members and others on payment or otherwise.

4. Powers of the Union

To further its objects the Union shall have the power to do all such things as are incidental or conducive to the objects of the Union including (but not limited to) all or any of the following:-

4.1 Either directly or indirectly to employ, invest and deal with the assets and funds of the Union for the objects of the Union in such manner as shall be considered by the Council to be expedient, and to do all such other acts and things and carry on all such other activities (including (but not limited to) leasing, sub-leasing, re-leasing, renting, acquiring, altering, erecting, holding, selling, improving, developing, repairing, hiring, lending with or without security or otherwise dealing with real and personal property of any kind) as shall be considered by the Council to be necessary or expedient for the purposes of the Union or the advancement of its interests.

4.2 To raise or borrow money for the purposes of the Union (whether secured or unsecured) as the Council think fit in accordance with the following provisions:-

4.2.1 Any sum or sums raised or borrowed may be on mortgage, charge, bonds, or debentures of all or any of the funds or property of the Union and whether or not including any floating charge of the whole or part of the undertaking property and assets of the Union both present and future.

4.2.2 At the time of the borrowing the sum of the amount remaining undischarged of monies borrowed and of the amount of the proposed borrowing shall not exceed fifty million pounds provided that for this purpose:-

(a) The amount remaining undischarged of any deferred interest or index-linked monies or in respect of any deep discounted loan, loan stock, bond or other security previously borrowed or issued by the Union shall be deemed to be the amount required to repay such borrowing or security in full if such borrowing became repayable or redeemable at the time of the proposed borrowing or issue and

(b) The amount of any proposed borrowing intended to be deferred interest, index-linked or by way of any deep discounted loan, loan stock, bond or other security shall be deemed to be the proceeds of such proposed borrowing or issue receivable by the Union at the time of the proposed borrowing or issue.

4.2.3 The rate of interest payable at the time the terms of borrowing are agreed on any money borrowed shall not exceed the rate of interest which in the opinion of the Council represents the market rate of interest for borrowings of similar amount and on similar terms prevailing at that time except that in the case of a mortgage loan the Council may delegate the determination of the interest rate within specified limits to a Council Member or Standing Committee.

4.2.4 The Council may determine from time to time subject to Rules 4.2.1, 4.2.2 and 4.2.3 the terms and conditions upon which money is raised or borrowed or security is issued and may vary such terms and conditions.

4.2.5 No person lending money to the Union shall be concerned to see or enquire whether either of the limits imposed by Rule 4.2.2 or Rule 4.2.3 is exceeded at the time of the borrowing or issue and if either or both of such limits were to be exceeded no borrowing incurred in excess of such limits shall be invalid unless such person had received express notice to this effect at the time of borrowing.

4.2.6 The Council may on behalf of the Union enter into or in accordance with the Act assume the benefit and burden of hedging agreements (being any interest rate swap or any cap, collar, ceiling or floor in relation thereto, any forward rate agreement or any other hedging agreement similar in form or effect to the foregoing) subject to the provisos of Rule 4.2.7 for the purposes of the prudent management of the Union's debt portfolio or in connection with the permitted borrowings of the Union referred to in Rule 4.2.

4.2.7 The Council may determine from time to time the terms and conditions upon which a hedging agreement is entered into and may vary such terms and conditions provided always either:-

(a) That the entry by the Union into one or more hedging agreements is either a term or condition upon which money is borrowed or loan stock is issued or subscribed for or is otherwise entered into at the time of entering into borrowing or issue of or subscription for loan stock and that the notional principal amount of the hedging agreement or the aggregate of such hedging agreements shall not at any time exceed the amount of monies required to repay such borrowing or to redeem or purchase such loan stock ('the redemption price') at that time provided that for the purpose of this Rule there shall be disregarded any excess if:

(i) excess results from a re-calculation of the redemption price by reason of any term, condition or indemnity to which the borrowing or issue is subject and

(ii) such term, condition or indemnity provides that certain circumstances or the occurrence of one or more events are to be taken into account in calculating the redemption price and

(iii) there is a change in those circumstances or one or more events occur after the date on which the hedging agreement is entered into.

or

(b) That the purpose and effect of entering into a hedging agreement is to hedge, vary or otherwise modify the effect of any hedging agreement previously entered into or the rights and obligations of the Union under any such hedging agreement and the sum of the notional principal amount of the hedging agreement entered into pursuant to Rule 4.2.7 shall not exceed the notional principal amount of the hedging agreement originally entered into.

And provided further that at the time the terms of a hedging agreement are agreed the effective rate of interest when the borrowing or issue of security and such hedging agreement are considered together will not exceed in the opinion of the Council the market rate of interest for borrowings of similar amount and on similar terms prevailing at that time.

4.3 To enter into partnership or any other arrangement for sharing profits or any joint venture or co-operation with any company or person carrying on engaged in or about to carry on or engage in any business or transaction and to subsidise or otherwise assist any such company or person.

4.4 To become surety for or guarantee the carrying out or performance of any and all contracts, leases and obligations of every kind of any company any of whose shares are at any time held by or for the Union or in which the Union is interested or with which it is associated.

4.5 To enter into transactions with lenders and/or third parties for the purpose of managing the risk to the Union arising from changes in interest rates on loans and/or other borrowings of the Union from time to time or from other factors affecting the activities or finances of the Union.

4.6 To apply for and hold any licences that may be required for or in connection with the activities of the Union and (among other things) to provide catering and such other facilities as the Management Board shall consider desirable.

4.7 To assist Clubs in the playing of the Game and in the provision of playing facilities including (among other things) playing fields and sports accommodation.

4.8 To invite, receive and make donations for or otherwise promote or assist in the development or continuance of facilities for the prestige of the Game or any other sport or recreation.

4.9 To support (whether by direct subscription, the giving of guarantees or otherwise) any charitable, benevolent or educational fund, institution or organisation, or any event or purpose of a public or general nature, the support of which will or may, in the opinion of the Management Board directly or indirectly benefit, or is calculated so to benefit, the Union or its activities or its employees, ex-employees, players, former players or their dependants.

4.10 To promote, arrange and organise leagues, competitions and tournaments for and between Constituent Bodies and Clubs.

4.11 To engage the Chief Executive and other officials and employees upon such terms and at such remuneration as the Council may deem appropriate, and to dismiss or retire any of them as may be necessary.

4.12 To provide pensions, insurances and other benefits to employees or ex-employees of the Union or the dependants and relatives of any such persons and to establish and maintain or concur in establishing and maintaining trusts, funds, schemes or other arrangements (whether contributory or non-contributory) with a view to providing such benefits including (but not limited to) retirement benefits and/or life assurance schemes.

4.13 To pass such resolutions relating to the policies of the Union and such regulations which shall be binding on all Constituent Bodies and Clubs and their members, servants and employees as are considered necessary for the better governance and regulation of the Game in England.

4.14 To settle, conduct, enforce or resist either in a court of law or by arbitration any suit, debt, liability or claim by or against the Union.

4.15 To pass such instructions and directions which shall be binding on all Constituent Bodies and Clubs and their members, servants and employees as are considered necessary for the better management, organisation and administration of the Game in England.