CLUB CONSTITUTION

Adopted on the sixth day of January 2003, and amended May 2006, July 2007, February 2011, January 2018  and  February 2019

 

A  Name

 

The name of the Association is The Lindale Bowling Association. (“the Charity")

 

B  Administration

 

Subject to the matters set out below, the Charity and its Property shall be administered and managed in accordance with this Constitution by the members of the Executive Committee, constituted by clause G of this Constitution (“The Executive Committee”).

 

C  Objects

 

The Charities Objects (“the Objects") are:

The promotion of community participation in healthy recreation for the benefit of the inhabitants of Lindale and the neighbourhood thereof, in particular by the provision of facilities for playing bowls.

 

D  Powers.

 

In furtherance of the Objects, but not otherwise, the Executive Committee may

exercise the following powers:

(i)       power to raise funds and to invite and receive contributions, provided that in raising funds the Executive Committee shall not undertake any substantial permanent trading activities and shall conform to any relevant requirements of the law;

 

  1. power to buy, take on lease or in exchange any property necessary for the

          achievement of the Objects and to maintain and equip it for use;

 

(iii)     power subject to any consents required by law to sell, lease or dispose of all or any part of the property of the Charity;

 

(iv)    power, subject to any consents required by law, to borrow money and to charge all or any part of the property of the Charity with repayment of the money so borrowed;

 

(v)     power to employ such staff (who shall not be members of the Executive Committee) as are necessary for the proper pursuit of the Objects, and to make all reasonable and necessary provision for the payment of pensions and superannuation for staff and their dependants;

 

(vi)    power to co-operate with other charities, voluntary bodies and statutory authorities operating in furtherance of the objectives or of similar charitable purposes, and to exchange information and advice with them;

 

(vii)   power to establish or support any charitable trusts, associations or institutions formed for all or any of the Objects;

 

(viii)  power to appoint and constitute such advisory committees as the Executive Committee may think fit;

 

(ix)    power to do all such other lawful things as are necessary for the achievement of the Objects;

 

E  Membership

 

  1. Full membership of the Charity shall be open to any person over the age of 18 years interested in furthering the Objects, and who has paid the annual subscriptions laid down from time to time by the Executive Committee.

 

  1. Every full Member shall have one vote.

 

  1. Junior membership of the Charity shall be open to any person under the age of 18 years interested in furthering the Objects, and who has paid the annual subscription laid down from time to time by the Executive Committee.

 

  1. Junior Members shall not be entitled to vote.

 

  1. The Executive Committee may, by unanimous vote and for good reason, either, terminate the membership of, or, impose appropriate sanctions on, any individual, provided that the individual concerned shall have the right to be heard by the Executive Committee, accompanied by a friend, before a final decision is made.

 

F  Honorary Officers

 

At the annual general meeting of the Charity the members shall elect from amongst themselves a chairman, a vice chairman, a secretary, a treasurer, and a membership secretary, who shall hold office from the conclusion of that meeting.

 

G  Executive Committee

 

  1. The Executive Committee shall consist of not less than seven members nor more than thirteen members being:

  1. the honorary officers (5), as specified in the preceding clause F;

 

  1. not less than two and not more than eight members elected at the annual general meeting who shall hold office from the conclusion of that meeting;

 

  1.     The Executive Committee may in addition appoint not more than two co-opted members. Each appointment of a co-opted member shall be made at the Annual General Meeting, or at a special meeting of the Executive Committee called under clause J(i) and shall take effect from the end of the meeting unless the appointment is to fill a place which has not then been vacated, in which case the appointment shall run from the date when the post becomes vacant.

 

  1.     At an appropriate time prior to the next A.G.M The Executive Committee should ascertain the roles of the existing and new members for the following year, and encourage those who have served at least two years to take on an Officer’s role that may have become vacant, i.e. Treasurer, Secretary, Vice Chairman or Chairman, with the option for the Vice Chairman to take on the role of Chairman the following year, to enable a smooth transition of the Executive Committee from one year to another.  If more than one member were to qualify, the Committee would make the final decision.  This would require the approval of the members at the A.G.M.

 

  1. The proceedings of the Executive Committee shall not be invalidated by any vacancy among their number or by any failure to appoint or any defect in the appointment or qualification of a member.

 

  1. Nobody shall be appointed as a member of the Executive Committee who is aged under 18 or who would if appointed be disqualified under the provisions of the following clause.

 

  1. No person shall be entitled to act as member of the Executive Committee whether on a first or on any subsequent entry into office until after signing in the minute book of the Executive Committee a declaration of acceptance and of willingness to act in the trusts of the Charity.

 

H  Termination of Membership of Executive Committee.

 

A member of the Executive Committee shall cease to hold Office if he or she:

 

  1. is disqualified from acting as a member of the Executive Committee by virtue of section 72 of the Charities Act 1993 (or any statutory re-enactment or modification of that provision);

 

  1. becomes incapable by reason of mental disorder, illness or injury of managing and administering his or her own affairs;

 

  1. is absent without the permission of the Executive Committee from all their meetings held within a period of six months and the Executive Committee resolve that his or her office be vacated; or

 

  1. notifies to the Executive Committee a wish to resign (but only if at least three members of the Executive Committee will remain in office when the notice of resignation is to take effect).

I  Executive Committee Members not to be personally interested.

 

  1. Subject to the provisions of sub-clause (ii) of this clause, no member of the Executive Committee shall acquire any interest in property belonging to the Charity (otherwise than as a trustee for the Charity) or receive remuneration or be interested (otherwise than as a member of the Executive Committee) in any contract entered into by the Executive Committee

 

  1. Any member of the Executive Committee for the time being, who is a solicitor, accountant or other person engaged in a profession, may charge and be paid all the usual professional charges for business done by him or her, or his or her firm, when instructed by the other members of the Executive Committee to act in a professional capacity on behalf of the Charity: provided that at no time shall a majority of the members of the Executive Committee benefit under this provision and that a member of the Executive Committee shall withdraw from any meeting at which his or her own instruction or remuneration, or that of his or her firm is under discussion.

 

J  Meetings and Proceedings of the Executive Committee.

 

  1. The Executive Committee shall hold at least two ordinary meetings each year. A special meeting may be called at any time by the chairman or by any two members of the Executive Committee upon not less than 4 days' notice being given to the other members of the Executive Committee of the matters to be discussed. However, if the matters include an appointment of a co-opted member then not less than 21 days' notice must be given.

 

  1.     The chairman shall act as chairman at meetings of the Executive Committee. If the chairman is absent from any meeting, the vice chairman shall act as chairman. If the vice chairman is also absent, the members of the Executive Committee present shall choose one of their number to be chairman of the meeting before any other business is transacted.

 

  1. There shall be a quorum when at least one third of the number of members of the Executive Committee for the time being, or three members of the Executive Committee, whichever is the greater, are present at a meeting.

 

  1. Every matter shall be determined by a majority of votes of the members of the Executive Committee present and voting on the question. However, in the case of equality of votes the chairman of the meeting shall have a second or casting vote.

 

  1. The Executive Committee shall keep minutes, in books kept for the purpose of the proceedings at meetings of the Executive Committee and any sub-committee.

 

  1. The Executive Committee may from time to time make and alter rules for the conduct of their business, the summoning and conduct of their meetings and the custody of documents. No rule may be made which is inconsistent with this Constitution.

 

  1. The Executive Committee may appoint one or more sub-committees consisting of three or more members of the Executive Committee for the purpose of making any inquiry or supervising or performing any function or duty which in the opinion of the Executive Committee would be more conveniently undertaken or carried out by a sub-committee: provided that all acts and proceedings of any such sub-committee shall be fully and promptly reported to the Executive Committee.

 

K  Receipts and Expenditure.

 

  1. The funds of the Charity, including all donations contributions and bequests, shall be paid into an account operated by the Executive Committee in the name of the Charity at such bank as the Executive Committee shall from time to time decide. All cheques drawn on the account must signed by at least two members of the Executive Committee.

 

  1. The funds belonging to the Charity shall be applied only in furthering the Objects.

 

L  Property

 

  1. Subject to the provisions of sub clause ii of this clause, the Executive Committee shall cause the title to:

    1. all land held by or in trust for the Charity, which is not vested in the Official Custodian for Charities, and

    2. all investments held by or on behalf of the Charity

to be vested either in a corporation entitled to act as custodian trustee, or in not less than three individuals appointed by them as Holding Trustees. Holding Trustees may be removed by the Executive Committee at their pleasure and shall act in accordance with the lawful directions of the Executive Committee. Provided they act only in accordance with the lawful directions of the Executive Committee, the Holding Trustees shall not be liable for the acts and defaults of its members.

 

  1. If a corporation, entitled to act as custodian trustee, has not been appointed to hold the property of the Charity, the Executive Committee may permit any investments held by or in trust for the Charity to be held in the name of a clearing bank, trust corporation or any stock-broking company which is a member of the International Stock Exchange (or any subsidiary of any stock-broking company) as nominee for the Executive Committee, and may pay a reasonable and proper remuneration for acting as such.

 

M  Accounts.

 

The Executive Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re-enactment or modification of the Act) with regard to:

 

  1. the keeping of accounting records for the Charity;

 

  1. the preparation of annual statements of account for the Charity;

 

  1. the auditing or independent examination of the statements of accounts of the Charity; and

 

  1. the transmission of the statements of accounts of the Charity to the Commission.

 

N  Annual Report

 

The Executive Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re-enactment or modification of that Act) with regard to the preparation of its annual report and its transmission to the Commission.

‚Äč

O  Annual Return.

 

The Executive Committee shall comply with their obligations under to charities Act 1993 (or any statutory re-enactment or modification of that Act) with regard to the preparation of an annual return and its transmission to the Commission.

 

P  Annual General Meeting.

 

  1. There shall be an Annual General Meeting of the Charity, which shall be held sufficiently in advance of the start of the new, outdoor bowling season for the Executive Committee to prepare appropriately for the new season. In the event of this being prior to the end of the Association’s financial year, the Executive Committee shall use its powers under clause Q of the Constitution to call a Special General Meeting, in order to consider and approve the annual accounts.

 

  1. The Annual General Meeting shall be called by the Executive Committee, with at least 21 days' notice being given, in the most expedient manner, to the members of the Charity. All the members of the Charity shall be entitled to attend and vote at the meeting.

 

  1. The Executive Committee shall present to each annual general meeting the report and accounts of the Charity for the preceding year.

 

  1.  Nominations for election to the Executive Committee must be made by members of the Charity in writing and must be in the hands of the Secretary of the Executive Committee at least 14 days before the Annual General Meeting. Should nominations exceed vacancies, election shall be by ballot.

 

Q  Special General Meeting

 

The Executive Committee may call a special general meeting of the Charity at any time. If at least ten members request such a meeting in writing, stating the business to be considered, the Secretary shall call such a meeting. At least 21 days' notice must be given. The notice must state the business to be discussed.

 

R  Procedure of General Meeting

 

  1. The Secretary or other person specially appointed by the Executive Committee shall keep a full record of proceedings at every general meeting.

 

(ii)        There shall be a quorum when at least one tenth of the number of members of the Charity for the time being or ten members of the Charity, whichever is the greater, are present at any general meeting.

 

S  Notices

 

Any notice required to be served on any member of the Charity shall be in writing and shall be served by the Secretary to the Executive Committee on any member either personally or by sending it through the post in a prepaid letter addressed to such member at his or her last known address in the United Kingdom, and any letter so sent shall be deemed to have been received within 10 days of posting.

 

T  Alteration to the Constitution.

 

  1.    Subject to the following provisions of this clause, the Constitution may be altered by a resolution passed by not less than two thirds of the members present and voting at a general meeting. The notice of the general meeting must include notice of the resolution, setting out the terms of the alteration proposed.

 

  1. No amendment may be made to clause A (the name of the Charity clause), clause C (the Objects clause), clause I (Executive Committee members not to be personally interested clause), clause U (the dissolution clause) or clause T (this clause), without the prior consent in writing of the Commissioner.

 

  1. No amendment may be made which would have the effect of making the Charity cease to be a charity at law.

 

  1.       The Executive Committee should promptly send to the Commission a copy of any amendment made under this clause.

 

U  Dissolution.

 

If the Executive Committee decides that it is necessary or advisable to dissolve the Charity it shall call a meeting of all members of the Charity, for which not less than 21 days' notice (stating the terms of the resolution to be proposed) shall be given. If the proposal is confirmed by a two-thirds majority of those present and voting, the Executive Committee shall have power to realise any assets held by, or on behalf of the Charity. Any assets remaining after the satisfaction of any proper debts and liabilities shall be given or transferred to such other charitable institution or institutions, having objects similar to the Objects of the Charity, as the members of the Charity may determine, or failing that, shall be applied for some other charitable purpose. A copy of the statement of accounts for the final accounting period of the Charity must be sent to the Commission.

 

This Constitution was adopted on the date mentioned above by the persons whose signatures appear at the bottom of this document.

 

Signed:

 

Roy Hill, Chairman

 

Ian Sisson, Vice-Chair

 

Peter Woodhead, Secretary