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CONSTITUTION OF THE KNOWLE SOCIETY (2002)
10. EXPENSES OF ADMINISTRATION AND APPLICATION OF
FUNDS
The name of the Society
shall be THE KNOWLE SOCIETY.
The Society is established for the
public benefit for the following purposes in the area comprising KNOWLE which
area shall hereinafter be referred to as "the area of benefit"
I.
To
promote high standards of planning and architecture in or affecting the area of
benefit
II.
To
educate the public in the geography, history, natural history and architecture
of the area of benefit
III.
To
secure the preservation, protection, development and improvement of features of
historic or public interest in the area of benefit
In furtherance of the said purposes
but not otherwise the Society through its Executive Committee shall have the
following powers:-
1)
To
promote civic pride in the area of benefit.
2)
To
promote research into subjects directly connected with the objects of the
Society and to publish the results of any such research.
3)
To
act as a co-ordinating body and to co-operate with the local authorities,
planning committees, and all other statutory authorities, voluntary
organisations, charities and persons having aims similar to those of the
Society.
4)
To
promote or assist in promoting activities of a charitable nature throughout the
area of benefit.
5)
To
publish papers, reports and other literature.
6)
To
make surveys and prepare maps and plans and collect information in relation to
any place, erection or building of beauty or historic interest within the area
of benefit.
7)
To
hold meetings, lectures and exhibitions.
8)
To
educate public opinion and to give advice and information.
9)
To
raise funds and to invite and receive contributions from any person or persons
whatsoever by way of subscription,
donation and otherwise; provided that the Society shall not undertake
any permanent trading activities in raising funds for its primary purpose.
10)
To
acquire, by purchase, gift or otherwise, property whether subject to any
special trust or not.
11)
To
sell, let, mortgage, dispose of or turn to account all or any of the property
or funds of the Society as shall be necessary.
12)
To
borrow or raise money for the purposes of the Society on such terms and on such
security as the Executive 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 annual subscriptions.
13)
To
do all such other things as are necessary for the attainment of the said
purposes.
3.1 Membership shall be open to all who are
interested in actively furthering the purposes of the Society. No member shall have power to vote at any
meeting of the Society if his or her subscription is in arrears at the
time. Junior members shall be those
aged less than 18 years at the time their subscription is due; and they shall
not be entitled to vote at any meeting of the Society. Corporate members shall be such societies,
associations, educational institutions or businesses as are interested in
actively furthering the purposes of the Society. A corporate member shall appoint a representative to vote on its
behalf at all meetings but before such representative exercises his or her
right to vote the corporate member shall give particulars in writing to the
Honorary Secretary of such representative.
The subscriptions of a member joining the Society in the six months
preceding the first day of October in any year shall be regarded as covering
membership for the Society's year commencing on the first day of October
following the date of joining the Society.
3.2 On the recommendation of the Executive
Committee, the Society may appoint, at an Annual General Meeting, as Honorary Member,
any member who has rendered long and meritorious service. [Revision 2004]
Members shall be in the following
categories:
(i) Full members (aged 18 and over)
(ii) Joint members (husband and wife)
(iii) Junior members (aged under 18)
(iv) Corporate members
(v) Vice
Presidents (full members who pay three times the normal subscription)
Subscriptions shall be such as shall
be determined by a simple majority of members present at an Annual General
Meeting or Special General Meeting of the Society.
Subscriptions shall be payable on or
before the FIRST DAY OF OCTOBER each year. Membership shall lapse if the subscription is unpaid six calendar
months after it is due.
An Annual General Meeting shall be
held in or about NOVEMBER of each year to receive the Executive
Committee's report and audited accounts and to elect Officers and to fill
vacancies on the Executive Committee.
The Executive Committee shall decide when ordinary meetings of the
Society shall be held.
Special General Meetings of
the Society shall be held at the written request of fifteen or more members
whose subscriptions are fully paid-up.
Thirty members personally present shall constitute a quorum for a
Meeting of the Society.
The Executive Committee shall give
at least 7 days' notice to members of all Meetings of the Society.
Nominations for the election of
Officers shall be made in writing to the Honorary Secretary at least 14 days
before the Annual General Meeting. Such
nominations shall be signed by at least two members of the Society and the
consent of the proposed nominee must first have been obtained. The elections of Officers shall be completed
prior to the election of further Executive Committee members. Nominees for election as Officers or
Executive Committee members shall declare at the Annual General Meeting at which
their election is to be considered any financial or professional interest known
or likely to be of concern to the Society.
The Officers of the Society shall
consist of:-
Chairman
Deputy
Chairman
Honorary
Secretary
Honorary
Treasurer
all of whom shall be members of the
Society and 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 Society, for
periods to be decided at such a meeting.
The Executive Committee shall have the power to fill casual vacancies
occurring among the Officers of the Society.
7.1 The Executive Committee shall be
responsible for the management and administration of the Society.
7.2 The Executive Committee shall consist of
4 officers and not less than 8 and not more than 12 other members of the
Society.
7.3 The Committee shall have power to co-opt
up to two further members of the Society.
7.4 Additionally, the Executive Committee
shall have the power to fill up to three casual vacancies occurring among the
members of the Executive Committee between Annual General Meetings.
7.5 Persons co-opted under the provisions of sub-clauses
7.3 and 7.4 above shall retire at the Annual General Meeting following their
co-option, but shall be eligible for election as full Executive Committee
members. They shall not be eligible for
further co-option until at least one further year has elapsed.
7.6 The President may attend any meeting of
the Executive Committee but shall not vote at any such meeting.
7.7 Each member of the Executive Committee,
whether ex-officio, elected or co-opted, shall have one vote. In the event of an equality of the votes
cast the Chairman shall have a second or casting vote.
7.8 Nominations for election to the Executive
Committee shall be made in writing to the Honorary Secretary at least 14 days
before the Annual General Meeting. Such
nominations shall be signed by at least two members of the Society and the
consent of the proposed nominee must first have been obtained.
7.9 If the nominations exceed the number of
vacancies a ballot shall take place in such a manner as shall be determined by
the Executive Committee.
7.10 Election of members to fill vacancies on
the Executive Committee shall be at the Annual General Meeting of the Society.
7.11 There must be at least 5 vacancies, excluding the Officers, on the Executive Committee at each AGM. If insufficient vacancies have arisen through retirement of elected, co-opted, or casual members, one or more of the longest serving elected members of the Executive Committee shall be required to retire. Those who have been elected members of the Executive Committee the longest since the date of their last election shall be required to retire first and, where two or more members are of equal seniority, the Executive Committee shall decide which elected member is to retire.
7.12 In addition, any elected member who shall have served for three years since the date of his last election and who shall not be required to retire under the provisions of sub-clause 7.11 above shall retire from office at the Annual General Meeting.
7.13 Members of the Executive Committee retiring
from office shall be eligible for re-election unless disqualified under the
terms of sub-clause 7.14 below.
7.14 Any member of the Executive Committee who
shall have failed to attend at least one half of the total possible number of
Committee Meetings in any one year of his term of office without reason being
accepted by the Executive Committee, shall cease ipso facto to be a member of
the Executive Committee at the next Annual General Meeting and shall be
ineligible for re-election for a further period of one year.
7.15 The Executive Committee shall meet not less
than six times a year at intervals of not more than two months and the Honorary
Secretary shall give all members not less than seven days' notice of each
meeting.
7.16 For the purposes of sub-clauses 7.5, 7.11,
7.12, 7.14 and 7.15 'one year' shall be deemed to be the period between
successive Annual General Meetings.
7.17 Seven members of the Executive Committee,
all of whom shall be either officers or elected members, shall form a quorum
for meetings of the committee.
The Executive Committee may constitute such sub-committees from time to time as shall be considered necessary for such purposes as shall be thought fit. The Chairman and members of each sub-committee shall be appointed annually by the Executive Committee at its first meeting after the AGM. The Executive Committee may also appoint additional members to sub-committees during the course of the year. All actions and proceedings of each sub-committee shall be reported to and be confirmed by the Executive Committee as soon as possible. Members of the Executive Committee may be members of any sub-committee and membership of a sub-committee shall be no bar to appointment to membership of the Executive Committee. Sub-Committees shall be subordinate to and may be regulated or dissolved by the Executive Committee. All voting members of sub-committees shall be members of the Society. The Chairman of the Society shall be an ex-officio member of all sub-committees.
It shall be the duty of every
Officer or member of the Executive Committee or Sub-Committee who is in any way
directly or indirectly interested financially or professionally in any item
discussed at any Executive Committee meeting at which he or she is present to
declare such interest and he/she shall not discuss such item (except by
invitation of the Chairman) or vote thereon.
The Executive Committee shall, out
of the funds of the Society, pay all proper expenses of administration and
management of the Society. After the
payment of the administration and management expenses and the setting aside to
reserve of such sums as may be deemed expedient, the remaining funds of the
Society shall be applied by the Executive Committee in furtherance of the
purposes of the Society.
All monies at any time belonging to
the Society and not required for immediate application for its purposes shall
be invested by the Executive Committee in or upon such investments, securities
or property as it may think fit, subject nevertheless to such authority,
approval or consent by the Charity Commissioners as may for the time being be
required by law or by the special trusts affecting any property in the hands of
the Executive Committee.
Any freehold and leasehold property acquired by the Society shall, and if the Executive Committee so directs any other property belonging to the Society may, be vested in trustees who shall deal with such property as the Executive Committee may from time to time direct. Any trustees shall be at least three in number or a trust corporation. The Power of appointment of new trustees shall be vested in the Executive Committee. A trustee need not be a member of the Society but no person whose membership lapses by virtue of clause 4
hereof shall thereafter be qualified to act as a trustee unless and until re-appointed as such by the Executive Committee. The Honorary Secretary shall from time to time notify the trustees in writing of any amendment hereto and the trustees shall not be bound by any such amendments in their duties as trustees unless such notice has been given. The Society shall be bound to indemnify the trustees in their duties (including the proper charge of a trustee being a trust corporation) and liability under such indemnity shall be a proper administrative expense.
This Constitution may be amended by
a two-thirds majority of members present at an Annual General Meeting or
Special General Meeting of the Society, provided that 28 days' notice of the
proposed amendment has been given to all members, and provided that nothing
herein contained shall authorise any amendment the effect of which would be to
cause the Society at any time to cease to be a charity in law.
Any notice required to be given by
these Rules shall be deemed to be duly given if left at or sent by prepaid post
addressed to the address of that member last notified to the Honorary
Secretary.
The Society may be dissolved by a
two-thirds majority of members voting at an Annual General Meeting or Special
General Meeting of the Society confirmed by a simple majority of members voting
at a further Special General Meeting held not less than 14 days after the
previous Meeting. If a motion for the
dissolution of the Society is to be proposed at an Annual General Meeting or a
Special General Meeting this motion shall be referred to specifically when
notice of the Meeting is given. In the
event of the dissolution of the Society the available funds of the Society
shall be transferred to such one or more charitable institutions having objects
similar or reasonably similar to those herein before declared as shall be
chosen by the Executive Committee and approved by the Meeting of the Society at
which the decision to dissolve the Society is confirmed. On dissolution the minute books and other
records of the Society shall be deposited with the Civic Trust.
I. The “area of benefit”.
The
constitution refers to Knowle as the "area of benefit” but
intentionally does not define the area, because we do not wish to be restricted
in our interest. The following notes are intended to help to clarify our normal
"area of benefit".
1.
The
ward map attached defines the prime area, but we should be aware that the ward
boundaries themselves might change from time to time. Within this area we will
pay particular attention to the Conservation area, as defined by the Solihull
council.
2.
We
will take an active interest in areas outside this boundary, for example any
development in the greenbelt surrounding Knowle.
3.
We
might have an interest in areas which are covered by other societies e.g.
a)
Knowle
Hall falls just outside the ward boundary and is technically in Meriden.
b)
The
boundary between Knowle and Dorridge runs along Grove road and Widney Road. In
particular, Bentley Heath straddles the border.
c)
Where
such overlaps occur, we will consult with neighbouring societies where
appropriate.
4.
There
are also ecclesiastical parish boundaries for Knowle, which are shown on the
attached map ‑ these may differ slightly from the ward boundaries.
5. For historical purposes we often need to stray outside our present area and make use of the manorial boundaries.
MAPS
Conservation Area [Not available on
this website]
Parish Boundaries [Not available on
this website]
II. Position of “Deputy Chairman”.
Normally,
the “Deputy Chairman” will be the immediate past Chairman who would deputise
for the Chairman without being seen as a candidate for the office of Chairman.
End of document