Constitution of the Priory Forum

A. Name: PRIORY FORUM
The name of the organisation shall be hereinafter called ’the Organisation’.

B. Administration
Subject to the matters set out below the Organisation and its property shall be administration and managed in accordance with this constitution by the members of the Management Committee, constituted by clause G of this constitution (’the Management Committee’).

C. Objects
The Organisation is established to:
Develop the capacity and skills of the members of the community of the Priory part of the Priory Ward in such a way that they can better identify and meet their needs and to take part in more fully in society.
Promote general charitable purposes for the benefit of the community of the Priory part of Priory Ward and provide from social and economic disadvantage.
To advance the education of residents of all ages and in particular, to provide opportunities for them to participate fully in the life of their community in ways which address and alleviate social economic disadvantage.
To work to the benefit the community of the Priory part of the Priory Ward without regard to race, gender, sexual orientation, age, beliefs or disability.

D. Powers
In furtherance of the said objects but not otherwise the Management Committee may exercise the following powers:
1) To raise funds and invite and receive contributions providing the Management Committee does not undertake any substantial permanent trading activities and conforms to any relevant requirements of the law.
2) To buy, take on a lease or in exchange any property necessary to achieve the objectives and to maintain and equip it for use.
3) Employ and pay any person or persons(not being a member of the Management Committee) to supervise, organise and carry out the work of the organisation.
4) To establish or support any charitable trusts, associations or institutions formed to meet the objectives.
5) To co-operate with other charities, voluntary bodies and statutory authorities and to exchange information and advice with them.
6) Subject to all legal requirements, to sell, lease or dispose of all or any part of the property to the Organisation.
7) Recruit and train suitable volunteers.
8) To do all other lawful things as are necessary to achieve the objectives.

E. Membership
1) Membership of the Organisation shall be open to any person over the age of 18 years living or working in the Priory part of the ward interested in furthering the work of the Organisation and who have paid any subscription laid down from time to time by the Management Committee.
2) Every member shall have one vote.
3) The Management Committee may suspend membership if there are justifiable reasons to believe it to be in the interest of the Charity pending investigation or other appropriate action. Provided the member concerned is given the reason for suspension, advised of the action to be taken by the Charity and the period of suspension (that shall not exceed two months). The member will have the right to make representation to the Management Committee.
The Management Committee may unanimously and for good reason terminate the membership of any individual or member organisation. Provided that the individual concerned or the appointed representative of the member organisation concerned (as the case may be) shall have the right to be heard by the Management Committee, accompanied by a friend, if they so wish, before a final decision is made.

F. Honorary Officers
At the annual general meeting of the Organisation the members shall elect from amongst themselves a chairperson, a vice chairperson, a secretary and a treasurer, and such other honorary officers as the Organisation may from time to time decide who shall hold office from the conclusion of that meeting.

G. Management Committee
1) The Management Committee shall consist of not less than six members not more than twelve members being: a. the honorary officers specified in the preceding clause b. not less than two and not more than eight members elected at the annual general meeting who shall hold office from the conclusion of that meeting.
2. Subject to the provision of sub-clause (4) of this clause, the Management Committee may in addition appoint not more than three co-opted members. Any such members shall have full voting rights.
3. No one can serve on the Management Committee if his/her membership of the Charity has been either removed or suspended.
4. Subject to the provisions of sub-clause (4) of this clause, if casual vacancies occur among the elected members of the Management Committee it shall have the power to fill these by co-option from among the members of the Organisation.
5. No-one may be appointed as a co-opted member in accordance with sub-clauses (2) and (3) of this clause if, as a result, more than one third of the members of the Management Committee would be co-opted members.
6. Each appointment of a co-opted member shall be made at a special meeting of the Management Committee called under clause J and shall take effect from the end of the meeting unless the appointment is to fill a place which has not then been vacated in which case the appointment shall run from the date when the post becomes vacant.
7. All members of the Management Committee shall retire from office together at the end of the annual general meeting next after the date on which they came into office but may be re-elected or re-appointed.
8. The proceedings of the Management Committee shall not be invalidated by any vacancy among their number or by any failure to appoint or any defect in the appointment or qualification of a member.
9. Nobody shall be appointed as a member of the Management Committee who is aged under 18 or who would if appointed be disqualified under the provisions of the following clause.
10. No person shall be entitled to act as a member of the Management Committee whether on a first or on any subsequent entry into office until after signing in the minute book of the Management Committee a declaration of acceptance and of willingness to act in the trusts of the Organisation.

H. Determination of Membership of Management Committee
A member of the Management Committee shall cease to hold office if he/she:
1. is disqualified from acting as a member of the Management Committee by virtue of section 72 of the Charities Act 1993 (or any statutory re-enactment or modification of that provision).
2. becomes incapable by reason of mental disorder, illness or injury of managing and administering his or her own affairs;
3. is absent without the permission of the Management Committee from 3 consecutive meetings and the Management Committee resolve that his or her office be vacated; or
4. notifies to the Management Committee a wish to resign (but only if at least three members of the Management Committee will remain in office when the notice of resignation is to take effect).

I. Management Committee Members not to be personally interested
1) The Management Committee shall hold at least three ordinary meetings each year. A special meeting may be called at any time by the chairperson or by two members of the Management Committee upon not less than 4 working days notice being given to the other members of the Management Committee of the matters to be discussed but if the matters include an appointment of a co-opted member then not less than 21 days notice must be given.
2) The chairperson shall act as chairperson at meetings of the Management Committee. If the chairperson is absent from any meeting the vice-chairperson shall act as chairperson of the meeting. If both chairperson and vice-chairperson be absent from any meeting, the members of the Management Committee present shall choose one of their number to be chairperson of the meeting before any other business is transacted.
3) There shall be a quorum when at least one third of the number of members of Management Committee for the time being or five members of the Management Committee, whichever is the greater, are present at the meeting.
4) Every matter shall be determined by a majority of votes of the members of the Management Committee present and voting on the question but in the case of equality of votes the chairperson of the meeting shall have a second or casting vote.
5) The Management Committee shall keep minutes, in books kept for the purpose, of the proceedings at meetings of the Management Committee and sub-committee.
6) The Management Committee may from time to time make and alter rules for the conduct of their business, the summoning and conducting of their meetings and the custody of documents. No rule may be which is inconsistent with this constitution.
7) The Management Committee may appoint one or more sub-committees consisting of three or more members of the Management Committee, and of any other individuals who are members of the Organisation, for the purpose of making any inquiry or supervising or performing any function or duty which in the opinion of the Management Committee would be more conveniently undertaken or carried out by a sub-committee; provided that all acts and proceedings of any such sub-committees shall be fully and promptly reported to the Management Committee.

K. Receipts and Expenditure
1) The funds of the Organisation, including all donations, contributions and bequests, shall be paid into an account operated by the Management Committee in the name of the Organisation at such bank as the Management Committee shall from time to time decide. All cheques drawn on the account must be signed by at least two members of the Management Committee.
2) The funds belonging to the Organisation shall be applied only in furthering the objects.

L. Property
1) Subject to the provisions of the sub-clause (2) of this clause, the Management Committee shall cause the title to:
a) all land held by or in trust for the Organisation which is not vested in the Official Custodian for Charities; and
b) all investments held by or on behalf of the Organisation;
to be vested either in a corporation entitled to act as custodian trustee or in not less than three individuals appointed by them as holding trustees. Holding trustees may be removed by the Management Committee at their pleasure and shall act in accordance with the lawful directions of the Management Committee. Provided they act only in accordance with the lawful direction of the Management Committee, the holding trustees shall not be liable for the acts and defaults of it members
2) If a corporation entitled to act as custodian trustee has not been appointed to hold the property of the Organisation, the Management Committee may permit any investments held by or in trust for the Organisation to be held in the name of a clearing bank, trust corporation or any stock broking company which is a member of the International Stock Exchange (or any subsidiary of any such stock broking company) as nominee for the Management Committee, and may pay such a nominee reasonable and proper remuneration for acting as such.

M. Accounts
The Management Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re-enactment or modification of that act) with regard to;
1) the keeping of accounting records for the Organisation
2) the preparation of the annual statements of the accounts for the Organisation
3) the auditing or independent examination of the statements of accounts of the Organisation
4) the transmission of the statements of account of the Organisation to the commissioners.

N. Annual Report
The Management Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re-enactment or modification of that act) with regard to the preparation of an annual report and its transmission to the Commissioners.

O. Annual Return
The Management Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re-enactment or modification of that act) with regard to the preparation of an annual return and its transmission to the Commissioners.

P. Annual General Meeting
1) There shall be an annual general meeting of the Organisation which shall be held in the month of November in each year as soon as practicable thereafter.
2) Every annual general meeting shall be called by the Management Committee The secretary shall give at least 21 days notice of the annual general meeting to all the members of the Organisation. All members of the Organisation will be entitled to attend and vote at the meeting.
3) The Management Committee shall present to each annual general meeting the report and accounts of the Organisation for the preceding year.
4) Nominations for election to the Management Committee must be made by members of the Organisation in writing and must be in the hands of the secretary of the Management Committee at least 14 days before the annual general meeting. Should nominations exceed vacancies, elections shall be by either ballot or from the floor on the day in question.

Q. Special General Meetings
The Management Committee may call a special general meeting of the Organisation at any time. If at least four members request such a meeting in writing stating the business to be considered the secretary shall call such a meeting. At least 21 days notice must be given. The notice must state the bus