FCHP Constitution
Constitution for Friends of CloughHall Park
23rd September 2011
Name
The name of the Association is the Friends of Clough Hall Park
Purpose
The objectives of the Friends of Clough Hall Park shall be:
To preserve the character and condition of the Park and to assist the Council in its conservation and development.
To provide a means of communication between local residents and other users of the Park and the Council on matters concerning the above.
Membership and Committee
(1) Membership is open to individuals over 12yrs of age or to organizations' who are approved by the Trustees.
(2) Membership is not transferable to anyone else.
(3) The Association must hold a general meeting within twelve months of the date of this constitution to elect an Executive committee. This inaugural meeting to be chaired by a nominee of the Group drafting the constitution.
(4) The Committee will include, at least, three individuals to act as Chair, Secretary and Treasurer.
(5) The relevant Portfolio Holder has the right to propose an elected member from the Borough Council onto the Committee
Powers
(a) To cooperate with other organizations to further the objectives of the association.
(b) To seek and administer funding in cooperation with Newcastle under Lyme Borough Council, to further advance the objectives of the association.
(c) To hold a bank account for management of any funds secured for advancement of the objectives of the association.
Income and Property
(a) The income and property of the association shall be applied solely towards the promotion of the Objectives.
(b) None of the income or property of the association may be paid or transferred directly or indirectly by way of dividend bonus or otherwise by way of profit to any member of the association.
General meetings
(1) An annual general meeting must be held in each year after the inaugural meeting and not more than fifteen months may elapse between successive annual general meetings.
(2) All meetings of the members other than annual general meetings shall be called general meetings.
(3) The committee may call a general meeting at any time.
(4) The committee must call a general meeting if requested to do so, in writing, by at least ten members or 1/10th of the membership which ever if the greater. The request must state the nature of the business that is to be discussed. If the Committee fails to hold the meeting within one month of the request, the members may proceed to call a general meeting but in doing so they must comply with the provisions of this constitution.
Notice
(1) The minimum period of notice required to hold any general meetings of the association is fourteen clear days from the date on which the notice was given.
(2) A general meeting may be called on shorter notice, if it so agreed by all the members entitled to attend and vote.
(3) The notice must specify the date, time and place of the meeting and the general nature of the business to be transacted. If the meeting is to be an annual general meeting, the notice must say so.
(4) Notice must be given to all members.
Quorum
(1) No business shall be transacted at any general meeting unless a quorum is present.
(2) A quorum is:
Four members entitled to vote upon the business to be conducted at the meeting; or one tenth of the total membership at the time, whichever is the greater.
(3) The authorized representative of member organization shall be counted in the quorum.
If; (a) a quorum is not present within half an hour from the time appointed for the meeting; or
(b) during a meeting a quorum ceases to be present the meeting shall be adjourned to such time and place as the Committee shall determine.
(4) The Committee must reconvene the meeting and must give at least seven clear days notice of the reconvened meeting stating the date, time and place of the meeting.
Chair
(1) General meetings shall be chaired by the person who has been elected as chair.
(2) If there is no such person or he or she is not present within fifteen minutes of the time appointed for the meeting Committee member nominated by the Committee shall be the chair of the meeting.
(3) If there is only one Committee member present and willing to act, he or she shall chair the meeting.
(4) If no Committee members are present and willing to chair the meeting within fifteen minutes after the time appointed for holding it, the members present and entitled to vote must choose one of their number to chair the meeting.
Votes
(1) Each member or representative of an organization shall have one vote. But if there is an equality of votes the person who is chairing the meeting shall have a casting vote in addition to any other vote he or she may have.
(2) Voting will be by show of hands at the meeting
(3) If members are unable to attend a meeting they may submit a resolution to the meeting, and/or vote on a resolution before the meeting, by making their opinion known in writing together with their apology for absence. Such a document signed by one or more members will be accepted as a vote or votes as if the members were present at the meeting
Minutes
The Committee members must appoint one of their numbers as Secretary to be responsible for:
(1) Recording appointments of members and Committee members, and keep a register of names and addresses of the members which must be made available to any member on request.
(2) Minuting the proceedings of meetings of the association. Minutes must include:
(a) Names of the members at the meeting
(b) The decisions made at the meeting.
(c) Where appropriate the reasons for the decisions.
(d) Results of all votes taken.
Annual Report and Accounts
The Committee members must appoint one of their number as Treasurer; to be responsible for:
(a) Keeping of accounting records for the association
(b) The preparation of annual statements of account for the association.
(c) Transmission of the statement of account of the association to the Committee members one week before an Annual General Meeting.
Amendments
(1) Any provision contained in the constitution may be amended provided that the resolution to amend the constitution is passed by not less than two thirds of the members present and voting at a general meeting.
Dissolution
(1) The Association may be dissolved by a resolution passed by not less than two thirds of the members present and voting at a general meeting.
(2) If the members resolve to dissolve the Association the committee will remain in office and will be responsible for the winding up of the affairs of the association.
(3) The Committee must apply any remaining assets directly for the Objectives of the Association or by transfer to any association or associations for purposes the same or similar to the association.
(4) In no circumstances shall the assets of the association be paid to or distributed among the members of the association except where a member is itself a charity.