Constitution

CONSTITUTION of the HPS SOUTH WALES GROUP

 

1 STATUS and RELATIONSHIP

A group of members of the Hardy Plant Society (registered Charity No. 208080, hereinafter the HPS) and registered with the HPS. The Group is a body independent of the HPS, save for affiliation through registration with the Society. As such, it has no power or authority to bind the HPS or to enter into any contract on behalf of the Society except as may be expressly authorised by the HPS Executive Committee from time to time. For the avoidance of doubt, it should be noted that the Group is not a registered charity.

2 NAME

The name of the Group shall be The HPS South Wales Group and this title shall be dependent on continuing registration with the HPS. If registration is withdrawn, the Group shall delete the name “The Hardy Plant Society (HPS) from the title immediately.

3 REGISTRATION to THE HARDY PLANT SOCIETY

The Group shall, at all times, comply with the registration requirements as notified from time to time by the HPS.

4 OBJECTS

To further the objects of the HPS on a local basis.

5 MEMBERS

Only fully paid-up members of the HPS may become members of the Group.

Each member shall be entitled to one vote at any General Meeting.

Each member shall receive a copy of the Group Constitution.

6 SUBSCRIPTIONS

a) All members shall pay an annual some as recommended by the Committee and approved at a general meeting of members.

b) Annual subscriptions shall become due on the 1st April

7 FINANCE

a) Funds belonging to the Group shall be deposited in a banking account held in the name of the Group.

b) Cheques drawn on the account shall be signed in accordance with a resolution approved by the Group Committee.

c) The financial year of the Group shall end on the 31st

d) Annual accounts shall be prepared, examined by an independent person and submitted for approval of members at the Annual General Meeting.

8 OFFICERS and MANAGEMENT COMMITTEE

a) The following honorary Officers of the Group shall be elected at the Annual General Meeting: Chair, Secretary, Treasurer and Membership Secretary. In addition there will be a minimum of 3 but a maximum of 6 other elected Committee members.

b) The persons so elected shall form the Management Committee of the Group.

c) All Officers and other members of the Committee shall seek re-election annually.

  1. The Chair shall be eligible for re-election each year, subject to serving a maximum of three years (extendable, if necessary, to a maximum of five consecutive years).
  2. The other Officers of the Group are eligible for re-election annually.
  3. Other members of the committee shall be eligible for re-election each year.

d) No individual may hold, at the same time, the posts of Chair, Secretary or Treasurer.

e) Nominations for Officers and members of the Committee must be received by the Secretary in writing, together with confirmation of the Nominees’ consent, not less than 14 days before the appointed date for the Annual General Meeting.

f) A quorum for Committee meetings shall be 4 elected members of whom one must be an elected Officer.

g) The Committee has the power to co-opt new members to serve until the following Annual General Meeting when they may stand for election.

9 GENERAL MEETINGS (Annual or Extraordinary)

a) At least 21 days’ notice of any General Meeting shall be given to all members specifying the business of the meeting.

b) At General Meetings, decisions shall be by simple majority with the Chair having a casting vote.

c) A quorum at General Meetings shall be 10% of the current paid-up membership.

d) An Annual General Meeting of all paid-up members of the Group shall be held once in each calendar year within three calendar months of the end of the financial year to transact the following business:

  1. To receive and adopt the minutes of the last Annual General Meeting.
  2. To receive the annual reports from Officers of the Group.
  3. To receive and adopt the Annual accounts of the preceding financial year.
  4. To deal with any other business of which at least 21 days’ notice has been given.
  5. To deal with any special matter which the Committee may wish to bring before the members and to receive suggestions from the members for consideration by the Committee.
  6. To elect the Officers and other Committee members.
  7. To elect an auditor/scrutineer.

e) An Extraordinary General Meeting of the Group may be called at any time and shall be called within 40 days of receipt by the Secretary of a requisition, in writing, signed by not less than 10 members stating the purpose for which the meeting is requested and setting out the resolutions which are to be proposed thereat. No other business shall be transacted at the meeting.

10 ALTERATIONS to the GROUP CONSTITUTION

a) The Constitution may be altered only at a General Meeting of the Group of which due notice has been given and which specifies the proposed alterations and of which a copy has been supplied to the HPS.

b) A motion to amend the Constitution shall require a majority of two-thirds of the votes cast.

 

11 DISSOLUTION

a) A motion to dissolve the Group shall require an Extraordinary General Meeting of which not less than 21 days’ notice shall have been given to all members. Such motion shall incorporate specific proposals for the distribution of the surplus assets of the Group after settlement of all liabilities. Such distribution shall be to the HPS or such other horticultural registered charity as approved by the Group members.

b) A motion to dissolve the Group shall require a majority of two thirds of the votes cast.

 

20 October 2018