BISHOP'S STORTFORD CIVIC FEDERATION CONSTITUTION

AS ADOPTED AT THE ANNUAL GENERAL MEETING HELD ON 23rd APRIL 2015

1. NAME

The name of the organisation is "BISHOP'S STORTFORD CIVIC FEDERATION"

2. OBJECTS

  1. The Federation is established for the public benefit to promote and encourage the following objects:-
    1. To encourage high standards of architecture and town planning in Bishop's Stortford;
    2. To stimulate public interest in and care for the beauty, history and character of the town and its surroundings;
    3. To encourage the conservation and development of general amenities and features of historic interest;
    4. To act as an umbrella organisation for the various residents associations in the town.

  2. In furtherance of these objects but not otherwise the Federation, through its Committee, shall have the following powers :-
    1. To sponsor, organise or provide meetings, exhibitions, lectures, publications, other forms of instruction and publicity and schemes of a charitable nature;
    2. To promote research into subjects directly connected with the primary objects of the Society and to publish the results of any research;
    3. To act as a co-ordinating body and to co-operate with a all local and statutory authorities, voluntary organisations, charities and persons having aims compatible with those of the Society;
    4. To make surveys and to prepare maps and plans and collect information in relation to any place, erection or building of beauty or architectural or historic interest;
    5. To raise funds and to invite and receive contributions from any person or body whatsoever by way of subscription, donation and otherwise provided that the Federation shall not undertake any permanent trading activities;
    6. To take and accept any gifts of property whether subject to any special trusts or not;
    7. To sell, let, mortgage, dispose of or turn to account all or any of the property or funds of the Federation;
    8. To borrow or raise money for the objects of the Federation on such terms and on such security as the Committee shall think fit but so that the liability of individual members of the Society shall in no case extend beyond the amount of their respective minimum annual subscriptions;
    9. To do all such other lawful acts or things as are necessary for or incidental to the attainment of the primary objects of the Federation.

3. MEMBERSHIP

Membership of the Federation shall be open to any person who is interested in the Objects of the Federation. Corporate membership shall be open to any body of persons that is so interested. Corporate members shall be entitled to nominate any one person to attend and vote at all General Meetings of the Federation on their behalf.

4. SUBSCRIPTIONS  Top 

Members shall pay to the Federation an annual subscription, the amount for the forthcoming calendar year to be agreed at the Annual General Meeting (AGM) or a Special General Meeting (SGM). Subscriptions are payable on joining the Federation and on the 1ST January each year. The Committee will terminate the membership of anyone whose subscription is more than one year in arrears.

Annual subscriptions for the year to 31st December shall be considered to be in arrears unless received before the 31st March of that year.

The subscription of a member joining the Federation in the three months preceding 31st December in any year shall be considered as covering membership for the Federation's year commencing on the 1st January following the date of joining the Federation. The Committee will terminate the membership of anyone whose subscription is more than one year in arrears.

Class of membership will be: Individual, Joint (household), Corporate and Under 25.

5. RESIGNATION AND TERMINATION OF MEMBERSHIP  Top 

Any committee member may resign his or her membership by notice in writing to the Honorary Secretary. The Committee may by simple majority by those present to vote terminate, or suspend the membership of any member, if in its opinion, his or her conduct is prejudicial to the best interest and objects of the Federation. The member has the right to be heard by the Trustees before the final decision is made.

The Committee may, on a resolution passed by three-quarters of the members, discontinue the membership of any member of the Federation whose subscription shall be six months in arrears'.

6. OFFICERS  Top 

Nominations for the election of Officers shall be made at or before the Annual General Meeting. Such nominations shall be supported by a seconder and the consent of the proposed nominee must first have been obtained. The election of Officers shall be completed prior to the election of further Committee members

The Officers of the Federation shall consist of :-

Chairman

Vice-Chairman

Honorary Secretary

Honorary Treasurer

The elected Officers shall relinquish their office every year and shall be eligible for re-election at the Annual General Meeting. A President may also be elected at a General Meeting of the Federation. The Committee shall have power to fill casual vacancies occurring among the Officers of the Federation.

7. THE COMMITTEE  Top 

  1. Each residents' association may nominate a representative to serve on the Committee of the Federation. Each such representative and any other members of the Committee shall be appointed in accordance with the procedure set out in paragraphs 2 and 3 below.
  2. Nominations for election to the Committee shall be made at or before the Annual General Meeting. They must be supported by a seconder and the consent of the proposed nominee must first have been obtained. If the nominations exceed the number of vacancies a ballot shall be taken in such manner as shall be determined. Members of the Committee shall be appointed annually at the Annual General Meeting. Outgoing members may be re-appointed.
  3. No person under the age of 18 shall be elected to the committee, but such persons may be invited attend meetings as observers
  4. Members of the Committee shall at all times abide by the Conflict of Interest Policy set out in Appendix1 attached.
  5. The Committee shall be responsible for the management and administration of the Federation. The Committee shall consist of the Officers and such additional members as the Federation in General Meeting may decide. The Committee shall have power to co-opt further members to fill casual vacancies. The President may attend, but not vote at, any meeting of the Committee.
  6. The Committee shall have a maximum of fifteen members, but this can be increased if approved by the Committee.
  7. The Committee shall decide how many meetings it will hold a year, with a minimum of four meetings a year.
  8. Each member of the committee shall upon election to the Federation receive a “welcome pack” which will contain a copy of the constitution document and trusteeship guidelines.

8. SUB-COMMITTEES  Top 

The Committee may form such sub-committees from time to time as shall be considered necessary, but any sub-committee so formed shall be expressly sanctioned by the next following Annual General Meeting. At least one member of the Committee shall sit on each sub-committee. All actions and proceedings of each sub-committee shall be reported to and be confirmed by the Committee as soon as possible. Persons who are not members of the Federation may be members of any sub-committee but only members of the Federation may vote. Sub-committees shall be subordinate to the Committee and may be regulated or dissolved by the Committee.

9. EXPENSES OF ADMINISTRATION AND APPLICATION OF FUNDS  Top 

The Committee shall out of the funds of the Federation pay all proper expenses of administration and management of the Federation. After the payment of administration and management expenses and the setting aside to reserve of such sums as may be deemed expedient the remaining funds of the Federation shall be applied by the Committee in furtherance of the purposes of the Federation.

10. INVESTMENT  Top 

All moneys at any time belonging to the Federation and not required for immediate application for its purposes may be invested by the Committee in or upon such investments, securities or property as it may see fit subject nevertheless to such authority approval or consent whether by the Charity Commissioners or the competent Government Minister as may for the time being be required by law or by the special trusts affecting any property in the hands of the Committee.

11. FINANCES  Top 

The Honorary Treasurer shall keep accounts of all moneys received and expended on account of the Federation and shall present such accounts at the Annual General Meeting. A banking account shall be maintained and all cheques drawn on said account shall require the signature of any two officers. The accounts shall be examined by a competent person.

12. TRUSTEES  Top 

Members of the Committee shall for the duration of their appointment be trustees of the Federation in respect of its activities and funds raised to support those activities, unless any Committee member by notice in writing to the Honorary Secretary declines to accept trusteeship. In such circumstances they must also resign from the committee.

Any freehold or leasehold property acquired by the Federation shall and, if the Committee so directs, any other property belonging to the Federation may be vested in trustees who shall deal with such property as the Committee may from time to time direct. Such trustees shall be at least three in number or a trust corporation. The power of appointment of new trustees shall be vested in the Committee. A person whose membership lapses by virtue of Article 5 hereof shall not thereafter be qualified to act as a trustee unless and until re-appointed as such by the Committee.

The Honorary Secretary shall from time to time notify the trustees in writing of any amendments to this Constitution and the trustees shall not be bound by any such amendments in their duties as trustees unless such notice has been given. The Federation shall be bound to indemnify the trustees in their duties (including the proper charge of a trustee being a trust corporation) to the extent of the funds of the Federation and liability under such indemnity shall be a proper administrative expense.

13. ANNUAL GENERAL MEETINGS  Top 

An Annual General Meeting shall be held not later than 30th April each year for the purpose of receiving the annual report and audited accounts and to elect the Officers and Committee for the ensuing year. At least fourteen days notice of such meeting shall be sent to all members.

If a quorum is not present, the meeting shall be adjourned to such place, date and time within the ensuing fourteen days as the Chairman shall decide and the members present at such adjourned meeting shall constitute a quorum. Notice of such adjourned meeting shall be published in the manner which in the Committee's judgement is most likely to draw it to the attention of members.

14. EXTRAORDINARY GENERAL MEETINGS  Top 

An Extraordinary General Meeting may be convened at any time by a resolution of the Committee or by a requisition of at least five members of the Federation whose subscriptions are fully paid up. A meeting held on such requisition shall be held within twenty-one days of such requisition by the Honorary Secretary of the Federation and the Honorary Secretary shall give to the other members of the Federation fourteen days' notice of such meeting.

15. RULES OF PROCEDURES AT ALL MEETINGS  Top 

Voting:
Subject to Article 16 any questions arising at any meeting of the Federation shall be decided by a simple majority of those entitled to vote. No member shall exercise more than one vote but in the event of a tie, the Chairman shall have a casting vote.

Quorum:
One third of the elected committee members shall form a quorum at a meeting of the Committee.
Fifteen members present in person with powers to vote shall constitute a quorum at the Annual or Extraordinary General Meeting and the Chairman shall, if present, be chairman of the Meeting.

Minutes:
Minutes of Meetings shall be kept by the Federation of all Committee Meetings, Annual General Meetings and Extraordinary meetings.

16. AMENDMENTS TO THE CONSTITUTION  Top 

This Constitution may be amended by a two-thirds majority of members present at an Annual or Extraordinary General Meeting of the Federation provided that at least fourteen days notice of the proposed amendment has been given to all members and provided that nothing herein contained shall authorise any amendment to Articles 2 and 18 of this Constitution without the consent of the Charity Commissioners.

Any proposal to alter this Constitution must be delivered in writing to the Honorary Secretary not less than 21 days before the date of the meeting at which it is first considered. Changes to the Constitution can only be made at the Annual General Meeting.

No changes shall take effect until approval in writing by the Charity Commission has been received.

17. NOTICES  Top 

Any notice required to be given to a member shall be deemed to be duly given if left at or sent by pre-paid post addressed to the address of that member recorded in the Register of Members.

18. WINDING-UP  Top 

The Federation may be dissolved by a two-thirds majority of members voting at an Annual or Extraordinary General Meeting of the Federation confirmed by a simple majority of members voting at a further Extraordinary General Meeting held not less than fourteen days after the previous meeting. If a motion for dissolution of the Federation is to be proposed at an Annual or Extraordinary General Meeting this motion shall be referred to specifically when notice of the meeting is given.

If the Federation is dissolved, the available funds of the Federation shall be transferred to such one or more Charitable bodies having objects similar or reasonably similar to those herein-before declared as shall be chosen by the Committee and approved by the meeting of the Federation at which the decision to dissolve the Federation was made. On dissolution the Minute Books and other records of the Federation (or copies thereof) shall be deposited with the County Archive (Hertfordshire Archive and Library Service) at Hertford.