North
Shields Polytechnic Club
______________________________
CONSTITUTION
1.
Name
The name of the Association is North Shields Polytechnic Club (“the
Association”)
2.
Objects
The objects of the Association are to promote amateur athletics in
3.
Powers
In order to further the objects, the association shall have the power
to:
3.1 Employ, subject to clause 9.2, paid or
unpaid agents, staff or advisers
3.2 Acquire
and dispose of property (subject to any consents
required by law)
3.3 Invest
funds in any lawful manner provided that professional investment advice is
obtained whenever it is prudent to do so
3.4 Raise
funds by any lawful means except permanent trading
3.5 Accept
gifts either for the general purposes of the Association or for a specific
purpose within or connected with the Objects
3.6 Insure
the Association’s property against any foreseeable risk and take out other
insurance policies to protect the Association where required
3.7 Do
anything within the law, which is necessary in carrying out the Objects
4. Membership
4.1 Full membership of the Association is open
to any individual aged 18 or over interested in promoting the Objects, subject
to acceptance a majority of
the Committee
4.2 The Committee may establish different classes
of membership and set appropriate rates of subscription.
4.3 The Committee must keep a register of
members
4.4 A member whose subscription is six months in
arrears ceases to be a member but may be readmitted on payment of the amount
owing
4.5 A member may resign by written notice to the
Association but must notify the secretary in writing before 30th
September otherwise they will be held liable for their subscriptions for the
ensuing year and acceptance of the resignation will be withheld until this
liability and any other indebtedness to the Association is paid in full
4.6 The Committee may terminate the membership
of any individual or organisation whose continued membership would in the
reasonable view of the Committee be harmful to the
Association (but only after notifying the member concerned in writing and
considering the matter in the light of any written representations which the
member puts forward within 14 clear days after receiving notice)
4.7 Membership of the Association is not
transferable
5. General Meetings
5.1 All paid-up members are entitled to attend
general meetings of the Association in person
5.2 General meetings are called by 14 clear days’
written notice to the members specifying the business to be transacted
5.3 There is a quorum at a general meeting if the
number of full members personally present is at least ten or 10 per cent of
the members if lesser
5.4 The Chairman or (if the Chairman is unable
or unwilling to do so) some other member elected by those present chairs at
a general meeting
5.5 Except where otherwise provided in this Constitution,
every issue at a general meeting is determined by a simple majority of the
votes cast by the full members present in person
5.6 Except for the Chairman of the meeting, who
has a second or casting vote, every full member present in person is entitled
to one vote on every issue
5.7 An AGM must be held in October every year
5.8 At an AGM the members:
5.8.1 receive the
accounts of the Association for the previous financial year
5.8.2 receive the report
of the Committee on the Association’s activities since the previous AGM
5.8.3
elect for
the following year from among the members of the Association the President,
Chairman, Treasurer and Secretary of the Association, the Chairman of the
Athletics Committee and the Chairman of the Supporters Association
5.8.4 appoint an auditor
or independent examiner for the Association as required
5.8.5 may confer upon on
any individual (with their consent) the honorary title of Life Member of the
Association
5.8.6 discuss and determine
any issues of policy or deal with any other business put before them
5.9 An EGM may be called at any time by the Committee
and must be called within 14 days after a written request to the Committee
from at least six full members
6. The Committee
6.1 The Committee as trustees have control of
the Association and its property and funds
6.2 The Committee when complete consists of at
least three and not more than nine individuals, all of whom must be full members
(but must not be paid employees) of the Association, i.e.
6.2.1 President, Chairman, Treasurer and Secretary of
the Association, the Chairman of the Athletics Committee, and the Chairman
of the Supporters Association
6.2.2 up to three members co-opted by the Committee
to hold office until the next AGM (“co-opted Committee members”)
6.3 All the members of the Committee shall retire
from office together at the end of the annual general meeting next after the
date on which they came into office but they may be re-elected or re-appointed.
6.4 Every Committee member must sign a declaration
of willingness to act as a committee member of the Association before he or
she is eligible to vote at any meeting of the Committee.
6.5 A Committee member automatically ceases to
be a member of the Committee if he or she:
6.5.1 is incapable, whether mentally or physically,
of managing his or her own affairs
6.5.2 is absent from three consecutive meetings of
the Committee without tendering apologies
6.5.3 ceases to be a member of the Association (but
such a person may be reinstated by resolution of all the other members of
the Committee on resuming membership of the Association)
6.5.4 resigns by written
notice to the Committee (but only if at
least three Committee members will remain in
office)
6.5.6 is removed by a resolution
passed by all the other members of
the Committee after inviting the views of the Committee member concerned and
considering the matter in the light of any such views
6.6 A technical defect in the appointment of a
Committee member of which the Committee are unaware at the time does not invalidate
decisions taken at a meeting
7. Committee Meetings
7.1 The Committee must hold at least four
meetings each year
7.2 A quorum at a Committee meeting is three members,
at least one of whom must be an elected member
7.3 A committee meeting may be held either in person or through electronic means agreed by the Committee in which each participant may communicate with all other participants
7.4 The Chairman or (if the Chairman is unable
or unwilling to do so) some other member of the Committee chosen by the members
present presides at each Committee meeting
7.5 Every issue may be determined by a simple majority
of the votes cast at a Committee meeting but a resolution which is in writing
and signed by all members of the Committee is as valid as a resolution passed
at a meeting and for this purpose the resolution may be contained in more
than one document and will be treated as passed on the date of the last signature
7.6 Except for the Chairman of the meeting, who
has a second or casting vote, every Committee member has one vote on each
issue
7.7 Minutes
shall be taken of all proceedings and decisions of the Committee and shall
be open to inspection by any member on application to the Secretary
8.
Powers of
Committee
The Committee have the
following powers in the administration of the Association.
8.1
to delegate any of their functions to sub-committees
consisting of two or more persons appointed by them but at least one member
of every sub-committee must be a Committee member and all proceedings of sub-committees
must be reported promptly to the Committee
8.2
to make Standing Orders consistent with this Constitution
to govern proceedings at general meetings
8.3
to make Rules consistent with this Constitution
about the Committee and sub-committees
8.4
to make Regulations consistent with this Constitution
about the running of the Association (including the operation of bank accounts
and the commitment of funds)
8.5
to resolve or establish procedures to assist the
resolution of disputes within the Association
8.6
to exercise any powers of the Association which are
not reserved to a general meeting
9.
Property &
Funds
9.1
The property and funds of the Association must be used
only for promoting the Objects and do not belong to the members of the Association
or the Committee.
9.2
No Committee member may receive any payment of money
or other material benefit (whether direct or indirect) from the Association
except
9.2.1 under clause
9.2.6 (fees)
9.2.2
reimbursement of reasonable out-of-pocket
expenses (including hotel and travel costs) actually incurred in the administration
of the Association.
9.2.3 interest at a
reasonable rate on money lent to the Association
9.2.4 a reasonable rent
or hiring fee for property let or hired to the Association
9.2.5
an indemnity in respect of any liabilities properly
incurred in running the Association (including the costs of a successful defence
to criminal proceedings)
9.2.6
any Committee member who possesses specialist skills
or knowledge, and any firm or company of which such a person is a member or
employee, may charge and be paid reasonable fees for work carried out for
the Association on the instructions of the other Committee members but (i) only if the procedure prescribed by clause 9.3 is followed
in selecting the member, firm or company concerned and setting the fees and
(ii) provided that this provision may not apply to more than one half of the
Committee members in any financial year
9.2.7
in the case of an individual member, charitable benefits
in his or her capacity as a beneficiary
9.3
Whenever a Committee
member has a personal interest in a matter to be discussed at a Committee
meeting, the Committee member must
9.3.1
declare an interest before discussion begins on the
matter
9.3.2
withdraw from that part of the meeting unless expressly
invited to remain in order to provide information
9.3.3
not be counted in the quorum for that part of the
meeting
9.3.4
withdraw during the vote and have no vote on the
matter
9.4
Any trust corporation
which is appointed as a holding trustee or any nominee for the Association
may be paid reasonable fees
9.5
Funds which are
not required for immediate use or which will be required for use at a future
date must be placed on deposit or invested in accordance with clause 3.12
until needed
9.6 Investments and
other property of the Association may be held:
9.6.1
in the names of the Committee members for the time
being
9.6.2
in the name of a nominee (being a corporate body registered
or having an established place of business in
9.6.3
in the name of at least two and up to four holding
trustees for the Association who must be appointed (and may be removed) by
a resolution of the Committee
9.6.4
in the name of a trust corporation as a holding trustee
for the Association, which must be appointed (and may be removed) by deed
executed by the Committee
10.
Records &
Accounts
10.1 The Treasurer shall keep an account of all income and expenditure and shall present examined accounts at the AGM.
10.2 The Committee
must keep proper records of:
10.2.1 all proceedings
at general meetings
10.2.2 all proceedings at Committee meetings
10.2.3 all reports of sub-committees
10.2.4 all professional advice obtained
10.3
Annual reports and statements of account relating to
the Association must be made available for inspection by any member of the
Association
11.
Notices
11.1
Notices under the Constitution may be sent by hand,
or by post or by suitable electronic means or (where applicable to members
generally) may be published in any suitable journal or newspaper circulating
in the area of benefit, placed on the Association noticeboard,
posted on the Association website or in any newsletter distributed by the
Association
11.2
The address at which a member is entitled to receive
notices is the address noted in the register of members (or, if none, the
last known address)
11.3
Any notice given in accordance with this Constitution
is to be treated for all purposes as having been received:
11.3.1
24 hours after being
sent by electronic means or delivered by hand to the relevant address
11.3.2 two clear days
after being sent by first class post to that address
11.3.3 three clear days
after being sent by second class post or overseas post to that address
11.3.4 on the date of
publication of a journal or newspaper containing the notice
11.3.5 on being handed
to the member or its authorised representative personally or, if earlier
11.3.6 as soon as the
member acknowledges actual receipt
11.4
A technical defect in the giving of notice of which
the members or the Committee members are unaware at the time does not invalidate
decisions taken at a meeting
12.
Amendments
This Constitution may be amended
at a general meeting by a two-thirds majority of the votes cast, but
12.1
The members must be given 21 clear days notice of
the proposed amendments
12.2
No amendment is valid if it would make a fundamental
change to the Objects, to clauses 9.2 and 9.3 or to this clause
13. Dissolution
13.1 If at any time the members at a general meeting
decide to dissolve the Association, the members of the Committee will remain
in office as trustees and will be responsible for the orderly winding up of
the Association’s affairs
13.2 In the event of a resolution
to dissolve the group, any assets remaining after the clearing of all debts
and liabilities shall be given to or transferred to another CASC, a registered
charity, or the Sports’ Governing Body.
14. Interpretation
In this
Constitution:
14.1 “AGM”
means an annual general meeting of the members of the Association
“area of benefit” means
“the Association” means North
Shields Polytechnic Club
“the beneficiaries” means members
of the public living or working in the area of benefit
“the Chairman” means the
chairman of the Association elected at the AGM
“clear day” means 24 hours
from
“the Committee” is the governing body of the association
“EGM” means the extraordinary general meeting of the
Charity
“financial expert” means an
individual, company or firm who is an authorised person or an exempted person
within the meaning of the Financial Services Act 1986
“fundamental change” means such
a change as would not have been within the reasonable contemplation of a person
making a donation to the Association
“independent examiner” has the
meaning prescribed by section 43(3)(a) of the Charities Act 1993
“material benefit” means a
benefit which may not be financial but has a monetary value
“member” and “membership”
refer to membership of the Association
“months” means calendar
months
“objects” means the objects
of the Charity as defined in clause 2 of the constitution
“written” or “in writing”
refers to a legible document on paper including a fax message
“year” means a calendar year
14.2 references
to an Act of Parliament are references to the Act as amended or re-enacted
from time to time and to any subordinate legislation made under it
Adopted at a meeting held
at
on [Date]
SIGNED
NAME________________________________________________
SIGNATURE__________________________________________
[Name and signature of
Chairman of meeting]
WITNESSED
NAME________________________________________________
ADDRESS____________________________________________
OCCUPATION_________________________________________
SIGNATURE__________________________________________
[Name, address, occupation
and signature of witness]