At our AGM on 29 October 2014 the Committee will be asking our members to agree changes to our constitution. This is a summary and explanation but you can read full details by clicking on Read More at the bottom of the summary
We propose that the Objects of the Society be changed. The items highlighted in red indicate changes.
(a) To preserve and improve the character and amenities of Old Amersham and its historical environs promoting the town’s prosperity and vigour.
(b) To promote standards of architecture, conservation, planning, design, maintenance and use of buildings and infrastructure compatible with the character and quality of life in and/or affecting the old town of Amersham
(c) To foster community spirit amongst those interested in the Old Town by organising lectures, visitsand other events
(d) To promote an interest in, and the study of, the history of the area through cooperation (including, where relevant, joint activities) with Amersham Museum.
By referring to ‘Old Amersham and its historical environs’ we register our interest in history outside the immediate Old Town. A reference to ‘promoting the town’s prosperity and vigour’ would allow us to work with business and other organisations to help appropriate development.
We believe that the Society should aim to foster community spirit, and the reference to ‘other events’ enables us to offer members a wider range of activities.
An additional object specifies an interest in history and cooperation with Amersham Museum which merely formalises what is already happening.
Our constitution requires us to consult the Charity Commission before proposing changes to the Objects, and this we have done.
Most other changes are by way of tidying and clarifying:
· To make it explicit that the four officers will be Trustees of the charity
· To make it clear that the maximum size of the committee will be 12: 4 Officers plus 8 elected members.
· Membership ceases if subscriptions are not renewed within 6 months i.e. by 30 June.
· The quorum for committee meetings shall be more than half including at least two officers.
· The quorum for General Meetings shall be 15 paid-up members.
Finally, the committee decided to recommend that all references to ‘chairman’ be replaced by the word ‘chair’. We recognise that some people object to the use of the term but it is used in the Concise Oxford Dictionary 1990 edition and the committee believe that it is a necessary change in the twenty-first century.
THE AMERSHAM SOCIETY
Constitution and Rules
Proposed changes – highlighted in red. Numbers in parentheses refer to Notes at the end
1 Title
The Society shall be called ‘The Amersham Society’.
2 Objects
(a) To preserve and improve the character and amenities of Old Amersham and its the old town historical environs (1) of Amersham promoting the town’s prosperity and vigour (2).
(b) To promote standards of architecture, conservation, planning, design, maintenance and use of buildings and infrastructure compatible with the character and quality of life in and/or affecting the old town of Amersham
(c) To organise lectures for the enlightenment of members and to encourage general support of the Society. To foster community spirit (3) amongst those interested in the Old Town (4) by organising lectures, visits and other events (5).
(d) To promote an interest in, and the study of, the history of the area through cooperation (including, where relevant, joint activities) with Amersham Museum. (6)
3 Membership
Ordinary membership shall be open to any person upon application. Honorary membership may be conferred at the discretion of the Committee.
4 President and Vice-Presidents
A President and Vice-Presidents may be elected at a General Meeting of the Society for such periods as may be decided at the meeting.
5 Officers
The officers of the Society shall consist of a Chairman, Vice-Chairman, (7) Honorary Secretary and Honorary Treasurer. These Officers will normally be the Trustees of the charity. (8)
6 Management
The management of the Society shall be vested in an executive committee, (hereinafter referred to as ‘the Committee’) comprising the Officers of the Society with not more than eight further (9) elected members, all of whom which Officers and committee members(10) shall retire annually but shall be eligible for re-election.
The Committee shall be empowered to co-opt additional members to the Committee at their discretion and to fill any vacancies which may occur during the year. They may also delegate to sub-committees particular items of business as may be deemed expedient, but in doing so shall circumscribe their powers, always providing that all acts and proceedings of such sub-committees are reported back to the Committee.
7 Elections
Nominations for Officers and members of the Committee must be submitted to the Honorary Secretary in writing not less than seven days prior to the Annual General Meeting. Where the number of candidates for office exceeds the number required, a ballot shall be conducted amongst the members present at the meeting
8 Subscriptions
Any change to the minimum annual subscription, payable on the 1st January each year, shall be agreed by the members at an Annual General Meeting. Subscriptions for new members joining the Society in the last quarter of any year shall be deemed to cover that quarter and the whole of the succeeding year.
9 Cessation of Membership
(a) Membership shall cease on death, resignation or forfeiture.
(b) Forfeiture of membership shall, without prejudice to re-instatement at the discretion of the Committee, be automatic if the subscription of any member for any year shall remain unpaid by 31st December 30 June (11) in the year after.
(c) The Committee may propose as an item of business at an Annual General Meeting or at a Special General Meeting that a member shall cease to be a member of the Society. The member shall be entitled to attend the meeting, to hear the reasons for his or her proposed removal and to address the other members. If the majority of members present at the meeting decides that the membership shall cease, the name of the former member shall be removed from the list of current members and the current year’s subscription of the former member shall be refunded.
10 Meetings
The Committee shall meet at least six times a year and at such other times as may, in the opinion of the Chairman (or, in his absence, of the Vice-Chairman) become necessary.
At Committee meetings six members, of whom two shall be Officers, shall form a quorum.
At Committee meetings over 50% of thecommittee members, of whom two shall be Officers, shall form a quorum. (12)
An Annual General Meeting, of which at least fourteen days’ written notice shall be given to all members, shall be held in October to receive the Annual Report and Statement of Accounts, for the election of Officers and Committee and an Honorary Auditor Independent Examiner of the Accounts (13), and for any other business at the discretion of the Chairman.
Special General Meetings may be convened at the discretion of the Committee, or by the Honorary Secretary within 21 days after the receipt in writing of a requisition stating the business to be transacted thereat and signed by not fewer than twenty members of the Society. No business other than that specified shall be undertaken at such meetings.
At all General Meetings fifteen paid-up (14) members shall form a quorum.
No member shall be entitled to vote at a General Meeting unless his or her annual subscription has been paid for that year.
Voting at all General Meetings shall be by a show of hands, but if in the opinion of the Chairman of the meeting a ballot is desirable, this method of voting shall be undertaken.
In cases of equality of voting at any meeting, the Chairman shall have the right to exercise a casting vote.
11 Dissolution
A special resolution may be proposed to a General Meeting to wind up the affairs of the Society. Any such resolution must be submitted to the Honorary Secretary in writing at least one month before the meeting at which it is to be proposed and shall not be passed unless carried by at least three-quarters of the members present at the meeting.
In the event of such a resolution being passed, the assets of the Society, shall be realised and after all liabilities of the Society have been discharged the balance shall be donated to such registered charity or charities, having similar objects to the Society, as the meeting may by a majority vote decide.
12 Amendment
No new rule shall be made and no existing rule shall be altered or rescinded except at an Annual General Meeting or at a Special General Meeting convened for that purpose. One month’s notice in writing shall be sent to the Honorary Secretary of any such proposed alteration. No alterations shall be made to the objects clause, dissolution clause or this clause without first obtaining the consent of the Charity Commissioners and no alteration shall be made which would cause the Society to cease to be a charity at law.
13 General
(a) Every member of the Society shall be bound by these Rules and by any amendment to, or alteration of, such Rules
(b) The Committee shall be empowered to settle all matters not provided for in these Rules.
Revised October 2000
Proposed revisions October 2014
NOTES
1. Amersham Society should be interested in buildings of an historical character up on the hill and outside the town e.g. Shardeloes. (Interestingly, the Museum accepts artefacts from within a 5 mile radius)
2. This would show that the Society wants to work with business and other organisations to help appropriate development.
3. Community spiritimplies active working together e.g. community orchard in Pondwicks or mass litter pick.
4. Those interested in the Old Town: as well as residents of the Old Town it also includes local shops and businesses and people who live outside, but love the Old Town.
5. Other eventswould enable the Society to think about organising events such as: Jazz on a summer evening, open gardens which would have a broader appeal and help bring the community together. It does not oblige the Society to do anything in particular but enables broader thinking and may attract those who currently see the Society as obsessed with parking and HS2.
6. This is proposed as an additional object for the Society. It must have been an implied object in the original Amersham Society which established the Amersham Museum in the first place. It is important that the Museum remains separate, but cooperation and collaboration already exists as shown by the joint Newsletter; working more closely together should help both organisations.
7. While we did not feel that this is a burning issue – and we wouldn’t want controversy to become a distraction – this might be an opportunity to remove any implication of gender specificity.
8. It is important to specify in the constitution the trustees of the charity. The word ‘normally’ covers the remote possibility that one of the officers may in the future be unable to act as trustee (for example, because they are already a trustee of a potentially conflicting organisation or bankrupt) We had some discussion about the potential liabilities falling on trustees, which are likely to be small in the case of the Amersham Society, but nevertheless we should look into the merits and costs of taking out indemnity insurance – perhaps the Museum can advise.
9. Adding the word ‘further’ makes it clear that we mean 4 Officers plus up to 8 others.
10. We assume that all Officers and committee members need to be re-elected (current wording of the constitution does not make this clear).
11. Allowing six months for members to renew their subscription seems reasonable and encourages a more focussed reminder system. They would receive the January and the May newsletter delivered at the end of April. Their May issue would contain a slip with a reminder to pay their subscription.
12. The phrase “not more than”, in Clause 6, suggests we could operate with a smaller committee if we do not have the volunteers. The proposed re-phrasing of Clause 10 allows for the possibility that a committee significantly smaller than 12 might not easily have 6 members attending. (A committee of 8 or 9 members would require a quorum of 5 including at least two officers.)
13. We understand that charity accounts have an Independent Examination rather than an audit.
14. If members haven’t paid their subscription they can’t be counted in the quorum – might be difficult if meeting was in early January.