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1. Name
The name of the Society shall be the FINDON VALLEY SOCIETY, hereafter known as the “Society”
2. Objects
The Society is established for the public benefit for the following purposes in the area comprising Findon Valley in the Borough of Worthing, which area shall be hereinafter referred to as the “area of benefit”.
a) To educate the public in the geography, history, natural history & architecture of the area of benefit
b) To promote high standards of planning & architecture in the area of benefit
c) To secure the preservation, protection, development and improvement of areas of natural beauty or environmental interest and of features of historic & 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 research into subjects directly connected with the objects of the Society & to publish the results of any such research
2. To act as a co-ordinating body & to co-operate with the local authority, planning committees, sanitary, drainage & all other local & statutory authorities, voluntary organisations, charities & persons having aims similar to those of the Society
3. To promote or assist in promoting activities of a charitable nature through the area of benefit
4. To publish papers, reports & other literature
5. To make surveys & prepare maps & plans & collect information in relation to any place, erection or building of beauty or historic interest within the area of benefit
6. To hold meetings, lectures & exhibitions
7. To educate public opinion & give advice & information
8. To raise funds & to invite & receive contributions from any person or persons whatsoever by means of subscription, donation & otherwise, provided that the Society shall not undertake any permanent trading activities in raising funds for it’s primary purpose
9. To take & accept any gifts of property, whether subject to any special trusts or not
10. 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
11. 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 no liability of individual members of the Society shall in no case extend beyond the amount of their respective annual subscription
12. To do all such other things as are necessary for the attainment of the said purpose
3. Membership
Membership shall be open to all who are interested in actively furthering the purposes of the Society. No member shall have the power to vote ant any meeting of the Society if their membership is in arrears at the time. The subscriptions of a member joining the Society in the 3 months preceding 31st December in any year shall be regarded as covering the membership for the Society’s year commencing on 1st January following the date of joining the Society
4. Subscriptions
The annual subscription shall be such reasonable sum as the Executive Committee shall determine from time to time, and it shall be payable on or before 1st August each year. Membership will lapse if the subscription is unpaid 3 months after it is due.
5. Meetings
An Annual General Meeting shall be held in or about April of each year to receive the Executive Committee’s report & the audited accounts & to elect Officers & Members of the Committee. At least 14 days notice of an Annual General Meeting shall be given to the membership. The Committee shall decide when ordinary meetings of the Society shall be held & shall give 7 days notice of such meetings to all members
Special General Meetings of the Society shall be held at the written request of members representing not less than 5% of the existing membership of the Society & whose subscriptions are fully paid up
50 members personally present shall constitute a quorum for a meeting of the Society
6. Officers
Nominations for the election of officers shall be made in writing at least 10 days before the Annual General Meeting. Such nominations shall be seconded in writing & the consent of the proposed nominee must have been obtained first. The election of the Officers shall be completed prior to the election of further committee members
The Officers of the Committee shall consist of: -
i) Chairman
ii) Vice Chairman
iii) Honorary Secretary
iv) Honorary Treasurer
v) Honorary Membership Secretary
vi) Honorary Publicity Officer
vii) Assistant Honorary Secretary
viii) Assistant Honorary Treasurer
All of whom shall relinquish their office every year & shall be eligible for re-election at the Annual General Meeting. A member who has been elected Chairman for four successive years shall not be eligible to hold the office for a fifth consecutive year
A President & Vice 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 from existing Committee members such casual vacancies as occur among the Officers of the Society & also to fill casual vacancies among the Executive Committee
7. The Executive Committee
The Executive Committee shall be responsible for the management & administration of the Society. The Executive Committee shall consist of the Officers & no more than 10 other members. The Committee shall have the power to co-opt further members (who shall attend in an advisory & non-voting capacity). The Officers & members of the Committee shall normally be resident or work in the area of benefit, but the Committee shall have the power to co-opt additional members from outside the area of benefit. The President & Vice President may attend any meeting of the Executive Committee but shall not vote at any such meeting. In the event of an equality in the votes cast the Chairman shall have the second or casting vote
Nominations for election to the Executive Committee shall be made in writing at least 10 days before the Annual General Meeting. Such nominations shall be seconded in writing & the consent of the proposed nominee must have been obtained first. If the nominations exceed the number of vacancies, a ballot shall take place in such a manner as shall be determined, provide that only those members of the Society as attend the Annual General Meeting shall be entitled to cast a vote
Members of the Executive Committee shall be elected annually at the Annual General Meeting of the Society. Outgoing members may be re-elected
The Executive Committee shall meet no less than six times a year at intervals of not more than two months & the Honorary Secretary shall give all members not less than seven days notice of such meetings
The quorum shall, as near as may be comprise one-third of the members of the Executive Committee
If a member of the Executive Committee fails to attend three consecutive meetings of the Committee the Executive Committee may declare the seat vacant
8. Sub-Committees
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 Executive Committee shall appoint the Chairman & Secretary of each sub-committee & all action & proceedings of each sub-committee shall be reported to & be confirmed by the Executive Committee as soon as possible. Members of the Executive Committee may be members of any sub-committee & membership of a sub-committee shall be no bar to appointment to membership of the Executive Committee. Sub-committees shall be sub-ordinate to the Executive Committee & may be regulated or dissolved by the Executive Committee
9. Expenses of Administration & Application of Funds
The Executive Committee shall, out of the funds of the Society pay all proper expenses of the administration & management of the Society. After the payment of the administration & management expenses & 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 further of the purposes of the Society.
10. Investment
All monies at any time belonging to the Society & not required for immediate application for it’s purpose shall be invested by the Executive Committee in or upon such investment 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.
11. Trustees
Any freehold or 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 so 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 paragraph 3 hereof shall 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.
The minute books, account books and all other property of the Society, including any letters or documents relating in any way to the Findon Valley Society affairs, shall be entrusted to the Honorary Secretary, Honorary Treasurer, or any other member or members of the Society as nominated by the Committee. Any member who ceases to be nominated shall within 7 days hand over to the Executive Committee any property of the Society with which he or she may have been entrusted.
12. Amendments
This constitution may be amended by a two-thirds majority of a quorum of members present at an Annual General Meeting or a Special General Meeting of the Society, provide 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 cause the Society at any time to cease to be a charity in law.
13. Notices
Any notice required to be given by this Constitution 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 Secretary or the Membership Secretary.
14. Winding Up
The Society may at any time be dissolved by a two-thirds majority of members voting at an Annual General Meeting or a 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 dissolution of the Society is to be proposed at the Annual General Meeting or a Special General Meeting this motion shall be referred to specifically when the notice of the Meeting is given. In the event of 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 therein 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.