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Friends of Victoria Park
Draft Constitution

1. Name and area of benefit
The name of the Organisation shall be “Friends of Victoria Park”, hereinafter called the Organisation.
The area of benefit shall be Victoria Park, Paignton. This is a non-profit making organisation

2. Membership
Membership of the Organisation shall be open to all residents and traders, and others who use the facilities within the area of benefit, and any others with an interest in the park, the Organisation and/or its aims. Companies or other organisations may be Members on the basis of one vote per company or organisation, made in person by a representative.
A charge of £1 per annum will be made to entitle membership of the Organisation. Fifty pence per annum shall charged to persons below the age of 18 years.

3. Objectives
The objectives of the Organisation shall be:
1. To preserve and protect the environment and amenities of the area of benefit.
2. To improve the amenities of Victoria Park.
3. To co-operate and liase with Torbay Council, the Police, and other agencies to achieve the Objectives.
4. To enhance the environment of the area through a number of initiatives, to be decided and agreed upon from time to time by Members of the Organisation and/or Management Committee.

4. Equal opportunities statement
The Organisation supports the principles of equal opportunities in all areas of its activities, and opposes all forms of unlawful or unfair discrimination on the grounds on colour, race, nationality, ethnic or national origin, religious belief, age, gender, sexual orientation, marital status or disability.

5. Liabilities
1. Torbay Council will indemnify Members against any claims that arise as a direct result of implementing this constitution unless a liability or expense is incurred as a result of Members not having sought advice and/or guidance from the Council, or not having followed advice or guidance given by the Council
2. Torbay Council will not indemnify Members against any claims arising from fund raising events for which Members must take out their own separate insurance cover.

6. Powers of the Organisation
In pursuance of its objectives, the Organisation shall have the power to:
1. Operate a bank account and manage investments.
2. Apply for grants and raise money.
3. Publish leaflets, books and posters.
4. Purchase goods and services.
5. Appoint professional advisers in conjunction with other bodies.
6. Affiliate to and/or liase with other organisations sharing similar objectives.
7. Organise and manage social activities.
8. Organise and manage program(s) of works.
9. All such other lawful things to achieve the Objectives.
10. Employ staff.

7. Management Committee
The Organisation shall be managed by a Committee of Management, hereinafter called the Committee, which shall be elected at the Annual General Meeting.
1. The Committee shall consist of three officers, Chairman, Secretary and Treasurer, and up five other Members, each with a specific role.
2. Every full Member of the Organisation may stand for election onto the Committee.
3. The Committee shall meet not less than six times per year.
4. A quorum of the Committee shall be not less than three Members, including at least one officer.
5. Questions arising at any meeting shall be decided by a simple majority of those present and entitled to vote. Each Member may exercise a single vote. However, in the case of an equality of votes, the Chairman may use a second or casting vote.
6. The Committee members shall be the Trustees of the Organisation.

8. Duties of Officers
The Chairman shall:
1. Chair all Committee and General Meetings of the Organisation. In the event of the Chair being absent from a meeting, a Chair for that meeting only shall be appointed from among the Members present.
2. Represent the Organisation and carry out devolved duties as instructed by the Committee.
3. Report back to the Committee or General Meeting on action taken.
4. Liase with the other officers to ensure that the Committee is fully serviced and kept informed.
5. Be responsible for ensuring that the Organisation operates within the constitution.
The Secretary shall:
1. Issue all notices, agendas, minutes and reports for Committee and General Meetings.
2. Keep minutes and proper records on behalf of the Organisation, including all correspondence.
3. Keep an up to date Membership record.
4. Report to the Committee on all administrative activity.
5. Liase with the other officers.
The Treasurer shall:
1. Keep proper accounts of the Organisation’s financial affairs and produce a financial report for each Committee Meeting.
2. Maintain a bank account.
3. Prepare end of year accounts for audit.
4. Make accounts available for inspection by any Member who has given reasonable notice.
5. Liase with the other Officers.

9. Responsibilities
Responsibility for the day-to-day operation of the Organisation shall rest with the Management Committee. The Management Committee will be responsible for overseeing the efficient and safe operation of the Organisation in the area of benefit in liaison with the representatives of Torbay Council.
Members will be responsible for liaison with the Management Committee to effect local operation of the Organisation in the area of benefit in accordance with the agreed Objectives and will be able to vote at General Meetings, the Annual General Meeting and any Special General Meeting. Torbay Council will be responsible for monitoring the effectiveness of the Organisation within the area of benefit. The Organisation in conjunction with Torbay Council will be responsible for determining policy, operating principles and planning future development. Any issue which cannot be resolved by the Management Committee will be referred to Torbay Council for adjudication.
The Organisation Members will be responsible for the appointment of the Management Committee on the basis of one Member, one vote; all Members voting in person.

10. Receipts and expenditure
The funds of the Organisation shall be paid into an account operated by the Committee in the name of the Organisation at such bank(s) as the Committee from time to time decide. Three Officers of the Committee Members must be authorised by a resolution of the Committee as Authorised Signatories. All cheques drawn on the account must be signed by at least two signatories.
A fund, not to exceed £100, may be retained by the Treasurer solely for the use by the Organisation to meet any petty cash expense.
The funds of the Organisation shall be applied only in furthering the Objectives of the Organisation.

11. Financial year
The financial year of the Organisation shall be from 1st April to 31st March.

12. Annual General Meetings
The Annual General Meeting should be held no later than two months after the end of the financial year in each year, that is by 31st May.
Notice of the Annual General Meeting should be given to all Members, in writing or by electronic mail as appropriate, no less than 28 days prior to the meeting.
The agenda for the Annual General Meeting should include:
1. Minutes of the previous Annual General Meeting.
2. An Annual Report
3. Consideration of audited accounts.
4. Resignation of outgoing Committee.
5. Election of new Committee,
6. Considerations of any resolutions.
Members submitting Resolutions for discussion at the Annual General Meeting should give full details to the Secretary in writing at least 14 days prior to the date of the Meeting.
The Secretary shall distribute all papers for the Annual General Meeting to all Members not less than 10 days before the date of the meeting.

13. Special General Meetings
The Secretary shall call a Special General Meeting if instructed to do so by the Committee, or requested in writing by not less than 10 Members, or one third of the Members of the Organisation, whichever is less. The procedure for calling a Special General Meeting shall be the same as for an Annual General Meeting.
A Special General Meeting must consist of a quorum of 10 Members, or one third of the Members of the Organisation, whichever is less, including a minimum of two Officers.

14. Exclusion from meeting(s)
The Committee shall have the right, for good and sufficient reason, to exclude from meetings an individual Member, providing that the Member shall have the right to be heard by the Committee before a final decision is made.

15. Alteration to Constitution
Prior to any proposed Constitution alteration the Organisation shall consult with the representatives of Torbay Council.
Subject to such consultation, no alteration of or addition to this Constitution may be made except by a Resolution carried by a majority of at least two thirds of the Members who are present at a General Meeting, the notice of which shall contain all the particulars of the proposed alteration or addition.

15. Dissolution
The Organisation may only be dissolved if a Resolution to that effect is supported by two thirds of the Members present at a General Meeting called specifically for that purpose.
After settlement of all outstanding liabilities, the net assets of the Organisation will be distributed for local charitable purposes, as agreed by a majority vote.