CONSTITUTION OF ABERHAFESP COMMUNITY ASSOCIATION
Note: Retype of Nov., 1994 Aberhafesp Community Association Constitution as lodged with the Charity Commission.
22nd April, 2024.
1. NAME
The name of the organization shall be the Aberhafesp Community Association (hereinafter called “ the Association”).
2. OBJECTS
The objects of the Association shall be
a) To promote the benefits of the inhabitants of Aberhafesp and the neighbourhood (hereinafter called the “area of benefit”) without distinction of sex, sexual orientation, race or political, religious or other opinions, by associating together the said inhabitants and the local authorities, voluntary and other organisations in a common effort to advance education and to provide facilities in the interest of social welfare for recreation and leisure time occupation with the object of improving the conditions of life for the said inhabitants.
b) To establish, or secure the establishment of, a Community Centre (hereinafter called 'the Centre') and to maintain and manage the same (whether alone or in co-operation with any local authority or other person or body) in furtherance of these objects.
The Association shall be non-party and non-sectarian in religion.
3. POWERS
In furtherance of the said objects, but not otherwise, the Association shall have the power to :
a) Bring together in conference representatives of voluntary organisations, Government departments, statutory authorities and individuals.
b) Arrange and provide for, either alone or with others, the holding of exhibitions, meetings ,lectures, classes, seminars or training courses and all forms of recreational and other leisure time activities.
c) Collect and disseminate information on all matters relating to its objects, and to exchange such information with other bodies having similar objects whether in the United Kingdom or elsewhere.
d) Write, print or publish in whatever form, such papers ,books, periodicals, pamphlets or other documents, including film and recorded material, as shall further its objects, and to issue or circulate the same for payment or otherwise.
e) Raise funds and invite or receive donations and contributions, whether by subscription or otherwise. PROVIDED THAT the Association shall not undertake or in any way engage in any permanent trading activities in raising funds for its charitable objects.
f) Receive money on deposit or loan, in such a manner as the Association may think fit, SUBJECT TO such consents or on such conditions as may be required by law.
g) Invest money not immediately required for its objects in or upon such investments, securities or property as the Association may think fit, SUBJECT NEVERTHELESS to such conditions (if any) as may from time to time be required by law.
h) Affiliate to the National Federation of Community Organisations and to other organisations with similar charitable objects.
h) Do all such other lawful things as shall further the charitable objects of the Association.
4. MEMBERSHIP
a) Membership shall be open irrespective of sex, sexual orientation, political opinion, nationality, religion or race to:
i) Adults aged 18 years or over
- who live within the area of benefit, who shall be known as Full Members.
- who live outside the area of benefit, who shall be known as Associate Members, and who shall not have the right to vote at General Meetings of the Association.
ii) Individuals under 18 years whether living within or outside the area of benefit who shall be known as Junior Members and who shall not have the right to vote at General Meetings of the Association, but shall have the power to elect two of their number to represent them, without the right to vote, at meetings of the General Committee.
iii) Associations and organisations ,whether corporate or otherwise, and whether local, or local branches of national or international organisations, which are voluntary or non-profit–distributing, and which wish to support or further the objects of the Association, which shall be known as Affiliated Groups.
iv) The Statutory Authorities in whose administrative area of benefit lies.
b) Each member organisation as set out in clause 4(a)(iii) and (iv) shall appoint one individual person to represent it and vote on its behalf at meetings of the General Committee, and at General Meetings of the Association. In the event of such individual person resigning or otherwise leaving an organisation, he or she shall forthwith cease to be representative thereof. The organisation concerned shall have the right to appoint a new representative, informing the secretary in writing.
5. SUBSCRIPTIONS
All individual members and affiliated groups shall pay such subscriptions as the General Committee may from time to time determine.
6. TERMINATION OF MEMBERSHIP
The General Committee may, by resolution passed at a meeting thereof, terminate or suspend the membership of any persons or groups if in its opinion such a person or group has been guilty of conduct prejudicial to the Association or its objects, provided that person or the individual representing the group shall have the right to be heard by the General Committee before the final decision is made. There shall be a right of appeal to an independent arbitrator appointed by mutual agreement.
7. GENERAL MEETINGS OF THE ASSOCIATIONS
a) Annual General Meetings : Once a year, normally in the month of May, an Annual General Meeting of the Association shall be held at such time and place as the General Committee shall determine, being not more than 15 months after the holding of the preceding AGM or the adoption of this Constitution. At least 21days being given by the Secretary to members.
b) The business of the AGM shall be:
i) To consider the Annual Report of the General Committee, which shall incorporate the accounts of the Association referred to below, and give an account of the work of the Association and its activities during the preceding year.
ii) To approve the accounts of the Association for the preceding financial year, which shall have been compiled and audited or examined in accordance with the Charities Act 1992.
iii) To elect Honorary Officers of the Association, in accordance with clause 8 hereof.
iv) To note the appointment of representative members of the General Committee.
v) To elect representatives of Full members to serve on the General Committee, in accordance with Clause 9(a)(iv) hereof.
vi) To appoint one or more qualified auditors or independent examiners for the coming year to consider and report on the Accounts of the Association.
vii) To consider and vote on proposals to alter this constitution in accordance with clause 16 hereof.
viii) To consider any other business of which due notice has been given.
ix) The Honorary Officers and General Committee will serve from the September following the Annual General Meeting.
c) Special General Meetings. The chair of the General Committee may at any time at his/her discretion and the Secretary shall within 21 days of receiving a written request so to do signed by no less than 4 members, whether individual or representative, and giving reasons for the request, call a Special General Meeting of the Association to consider the business specified on the notice of meeting and for no other purpose
8. HONORARY OFFICERS
a) Only adult members of the Association shall be eligible to serve as Honorary Officers
b) The Full members and the representatives of member organisations appointed in accordance with Clause 4(b) present at the Annual General Meeting shall elect the Chair, Vice Chair, Treasurer and Secretary of the Association and such other Honorary officers at the Association shall from time to time decide.
c) The Honorary Officers shall normally serve a term of 3 years.
d) The Honorary officers of the Association shall serve in their respective capacities as officers of the General Committee. They may also be appointed members of any sub – committees established in accordance with Clause 10.
e) If a vacancy occurs among the Honorary officers, the General Committee shall have the power to fill from among its members. Any person appointed to fill such a casual vacancy shall hold office until conclusion of the next Annual General Meeting of the Association and shall be eligible for election at that meeting.
9. THE GENERAL COMMITTEE
Subject to the provisions of clause 7 hereof, the policy and general management of the affairs of the Association shall be directed by a General Committee which shall meet not less than 4 times a year. The General Committee shall have power to enter into contracts for the purposes of the Association on behalf of all members and may exercise on behalf of the Association any or all of the powers enumerated in Clause 3 hereof.
a) The General Committee shall consist of:
i) The Honorary officers elected under clause 8 hereof.
ii) One representative appointed by each Affiliated Group and Statutory Authority in accordance with Clause 4(b) hereof.
iii) Two representatives of Junior members without the power to vote, elected in accordance with Clause 4(a)(iii).
iv) Up to 12 representatives of Full members or such larger number as shall be equal to the number of General Committee members to be elected by the Full Members appointed in accordance with sub-clause (a)(ii) above, to be elected by the Full members present at the Annual General Meeting.
v) Persons co-opted individually by the General Committee with the power to vote who shall serve on the General Committee until the conclusion of the next Annual General Meeting, provided that the number of co-opted members shall not exceed one quarter of the total number of members elected and appointed to the General Committee in accordance with the provision of this sub clause and enumerated above.
b) If casual vacancies occur among the elected members of the General Committee, it shall have power to fill these from among the members of the Association. Any person appointed to a casual vacancy shall hold office until next Annual General Meeting of the Association and shall be eligible for election at that meeting.
c) The proceedings of the General Committee shall not be invalidated by any failure to elect or any defect in the election, appointment ,co-option or qualification of any member.
d) No person who is disqualified from acting as a charity trustee shall be eligible to be elected or appointed to the General Committee . In the event of a member becoming disqualified during his/her term of office, he/she shall forthwith cease to be a member of the General Committee.
e) Each member of the General Committee shall upon election or appointment to the committee receive a copy of the Association's constitution and shall signify in writing his/her agreement to support the purposes of the Association.
f) Every member of the General Committee and of any other committee of the Association and every officer and servant of the Association shall be entitled to indemnification out of the assets of the Association by him/her in relation to the execution of his/her office providing that nothing in this clause shall entitle him/her to any indemnity against liability arising through negligence or fraud or other improper actions on his/her part
g) No persons under the age of eighteen shall be voting members of the General Committee or of any other committee of the Association, but such persons may be invited to attend as non-voting observers.
10. SUB COMMITTEES
Sub committees may be established by the General Committee for the organisation of a particular activity or service. In such case :
a) The General Committee shall define the terms of reference of the sub- committee and may also determine its composition and the duration of its activities.
b) All acts and proceedings of the sub-committee shall be reported back to the General Committee as soon as possible.
11. PAID OFFICERS
a) The General Committee shall have the sole right of appointing, dismissing and determining the terms and conditions of service of all employees of the Association
b) A member of the Association's staff shall not be eligible to be a member of any committee of the Association, but maybe invited to attend such committee as a non-voting adviser.
12. RULES OF PROCEDURE AT ALL MEETINGS
a) Voting
Subject to the provisions of clause 16, any question arising at a meeting of the Association or one of its committees shall be decided by a simple majority of those present and voting. No member shall exercise more than one vote not withstanding that he or she may have been appointed to represent two or more interests, but in case of equality of votes the Chair has casting vote.
b) Quorum
i) Committee Meetings: one third of the members with power to vote shall form a quorum at meetings of the General Committee and all other committees.
ii) General Meetings: twenty-five members with power to vote or one third of the members with power to vote, whichever is less, shall form a quorum at General Meetings of the Association.
In the event that no quorum is present at an Annual General Meeting of the Association, the Meeting shall be adjourned and be reconvened 14 days later and those present at that meeting shall be deemed to form a quorum
c) Minutes shall be kept by Association, the General Committee and all other committees and the appropriate Secretary shall enter therein a record of all proceedings and resolutions.
13. STANDING ORDERS AND RULES FOR THE USE OF THE CENTRE
The General Committee shall have the power to adopt and issue Standing Orders for the conduct of Association business and/or rules for the use of the Centre. These Rules shall be subject to review by Association in General meetings and shall be consistent with the provisions of this constitution
14. FINANCE
a) All money raised by or on behalf of the Association shall be applied to further the objects of the Association and for no other purpose, provided that nothing herein contained shall prevent the payment in good faith of reasonable and proper remuneration to any employee of the Association or the repayment of reasonable out-of-pocket expenses.
b) An account shall be opened in the name of the Association with the Newtown branch of the Midland Bank, or with such other financial institution as the General Committee shall from time to time decide. The General Committee shall authorise in writing the Treasurer, the Secretary of the Association and one member of the General Committee to sign cheques on behalf of the Association. All cheques must be signed by not less than two of the three authorised signatories.
c) The Hon. Treasurer shall keep proper accounts of the finances of the Association in such form as shall satisfy the requirements of the Charity Commissioners for England and Wales
d) The Associations year shall be from1st April to 31st March. At least once in every year the accounts of the Association shall be audited or examined by the persons appointed for the purpose by the Annual General Meeting in accordance with clause 7(a) prior to the submission of the accounts to the Annual General Meeting.
15. DISSOLUTION
If the General Committee by a simple majority vote decide at any time that on grounds of expenses or otherwise it is necessary or advisable to dissolve the Association it shall call a meeting of all members of the Association who have the power to vote and of the inhabitants of the area of benefit of the age of eighteen years and upwards of which meeting no less than 21days notice (stating the terms of the resolution to be proposed thereat) shall be posted in a conspicuous place in the area of benefit and advertised in newspaper circulated in benefit area and given in writing to Charity Commissions for England and Wales. If such decisions shall be confirmed by a simple majority of those present and voting at such meeting the General Committee shall have the power to dispose of any assets held by or in the name of the Association. Any assets remaining after the satisfaction of any proper debts and liabilities shall be applied towards such charitable purposes for the benefit of the inhabitants of the area of benefit as the General Committee may decide and as may be approved by the Charity Commissioners for England and Wales, or other authority having charitable jurisdiction.
16. ALTERATIONS TO THE CONSTITUTION
Any proposal to alter this constitution must be delivered in writing to the Secretary of the Association not less than 28 days before the date of the meeting at which it is first to be considered . Any alteration will require the approval of both:
a) A simple majority of members of the General Committee present and voting at a General Committee Meeting
b) A two-thirds majority of individual members of the Association and representatives appointed to the General Committee in accordance with Clause 9 (a)(ii) hereof present and voting at a General Meeting.
Notice of each meeting must have been given in accordance with normal procedure but not less than 14 clear days prior to the meeting in question and giving the wording of the proposed alteration.