Constitution
1. THE NAME of the Society shall be - THE BLACK COUNTRY SOCIETY, hereafter referred to as 'The Society'.
2. THE AIMS of the Society shall be to promote and stimulate interest in the past, present and future of the Black Country with regard to historical, social, cultural and environmental matters; to promote a high standard of planning and environmental design and to secure the preservation, protection, development and improvement of features of historic interest in the Black Country.
3. POWERS To pursue this aim, the Society shall have the power to hold meetings, publish a magazine, pamphlets and books, promote local activities, encourage the commemoration of events in the history of the Black Country, act to preserve a record of the past of the Black Country and express its opinions about the present and future development of the region.
4. OFFICERS
4.1. The Officers of the Society shall be a Chairman, Vice-Chairman, Treasurer,
Secretary, Stock Officer and Membership Secretary. All shall be elected
by a majority of members annually either by ballot or show of hands at
the Annual General Meeting of the Society.
4.2. Following the AGM, the Chairman shall take the chair at the monthly
or regular meetings of the Society and at any Special General Meetings
held by the Society. In the absence of the Chairman or the Vice-Chairman,
another officer shall take the Chair. In the absence of any officer, an
'ad-hoc' fully paid up member shall be elected by the meeting, any such
person only being entitled to a casting vote.
4.3. At the AGM an annual report will be presented.
4.4. The Secretary shall keep minutes of all Committee meetings, Annual
General Meetings and Special General Meetings of the Society, and shall
undertake any task allocated by the Committee.
4.5. The Treasurer shall have control of the finances of the Society under
the general supervision of the Committee, shall maintain Bank and/or Building
Society accounts in which all Society funds shall be deposited, and shall
present an account of the Society's finances to each Committee meeting
and annually audited accounts to the AGM. These accounts shall be approved
by the Committee and the AGM.
4.6. The Society's cheques shall be signed by any two of the six Officers.
4.7. The Membership Secretary shall be responsible for maintaining records
of the Society members, for issuing reminders to each member as and when
their subscription becomes due, for accepting and recording any subscription
offered and keeping the Committee informed of all membership matters,
and, in addition, for complying with the Society's registration under
the 1984 Data Protection Act.
5. COMMITTEE
5.1. The general direction of the Society's affairs shall be in the hands
of a Committee. The Committee shall be made up of six ex-officio officers
and fourteen fully paid up members of the Society, all being elected annually
by ballot or show of hands at the AGM. The Committee shall have the power
to co-opt up to five fully paid up members of the Society deemed to have
the required qualities to enhance the Society.
5.2. The Committee shall have the power to appoint an Editor for the Society's
magazine, 'The Blackcountryman', as and when necessary on terms agreed
by both parties. Once appointed the Editor shall be an ex-officio member
of the Committee.
5.3. A President shall be chosen by the outgoing Committee, whose decision
will be final, from recommendations made by any fully paid up member before
1 December each year. The duties of a President will include taking the
chair at the AGM and representing the Society on formal and public occasions
whenever possible.
5.4. A Quorum shall be 10.
6. MEMBERSHIP
6.1. Membership of the Society shall be open to individuals, independent
groups or organisations recognised by the Society. The annual subscription
shall be as published from time to time in the Society's magazine or other
publications. The annual subscription may be amended by a majority vote
at the AGM or at a Special General Meeting.
6.2. In the case of a Joint Membership both shall possess all privileges
of membership but will receive only one copy of 'The Blackcountryman'
quarterly.
6.3. In the case of membership by a recognised group or organisation that
group or organisation shall have only one vote and receive only one magazine
per quarter.
6.4. Membership shall be valid for one year from the receipt of the annual
membership and renewable annually in that quarter.
6.5. Members will be notified by the Membership Secretary before the expiration
of their membership and asked to renew their subscription. If, after a
period of three months following the date upon which renewal is due, a
member has not renewed the subscription, membership will be taken as lapsed.
6.6. Any member may be suspended or expelled from the Society by a majority
decision of the Committee, subject to appeal to the AGM or a Special General
Meeting, whose decision shall be final.
7. MEETINGS
7.1. Meetings of the Society shall be of three types, monthly meetings,
an Annual General Meeting, and Special General Meetings.
7.2. Monthly Meetings: The Society shall hold monthly meetings of a formal
or informal nature in pursuance of the aims of the Society.
8. ANNUAL GENERAL MEETINGS
8.1. The Annual General Meeting of the Society shall be held in March
at a convenient place in the Black Country and shall commence at 7.30pm.
8.2. The President shall take the chair. If absent the Chairman or another
officer will take the chair.
8.3. All members of the Society shall be notified of the Annual General
Meeting in writing in October, and shall receive in writing in January
details of all Motions to be proposed at the Annual General Meeting. After
this date no more motions may be accepted.
8.4. Amendments to any Motions previously proposed must be in the hands
of the Secretary before the commencement of the AGM.
8.5. Motions and amendments proposed at the AGM must be formally proposed
and seconded when placed in the hands of the Secretary.
8.6. Any members unable, for a valid reason, to attend the Annual General
Meeting and wishing to propose or second a Motion or amendment should
notify the Secretary in writing before the AGM, in order that a formal
proposer and seconder may be nominated. Decisions at the AGM will be by
simple majority of members present.
8.7. The Quorum of the AGM shall be 30.
8.8. The Agenda of the Annual General Meeting shall be as follows:
1. Open and Apologies
2. Minutes of the previous AGM
3. Matters Arising
4. Annual Report
5. Financial Report
6. Election of Officers and Committee
After 6 the new Officers shall take up their positions
7. Election of Auditors
8. Resolutions
9. Any Other Business
10. Introduction of New President
9. SPECIAL GENERAL MEETINGS
9.1. A Special General Meeting of the Society may be called at any time
by the Secretary.
9.2. All members of the Society shall be given one month's notice of the
time, place and date of any Special General Meeting and Motion(s) to be
debated there. Special General Meetings of the Society shall debate only
the Motion(s) for which they have been called.
9.3. Special General Meetings of the Society shall have all the powers
of the AGM subject to the conditions noted above. The Secretary shall
keep minutes of any Special General Meetings and read them out at the
next AGM.
9.4. Rules concerning amendments to Motions, Procedure and Quorum shall
be as for the AGM.
9.5. Upon a petition presented by 50 members of the Society, the Secretary
shall be compelled to call a Special General Meeting according to the
above rules. Should the Secretary refuse, the 50 members or their elected
representatives may themselves call a Special General Meeting according
to the above rules.
9.6. Such a General Meeting will possess the full powers of such meetings
called by the Secretary of the Society.
10. ELECTION OF OFFICERS
10.1. Nomination for Officers shall be proposed and seconded by fully
paid up members of the Society and must be in the hands of the Secretary
by 1 December. Persons nominated must be fully paid up members of the
Society who have expressed their readiness to stand for election.
10.2. If more than one nomination is received for any position a ballot
will be arranged at the AGM for the election of either Officers or Committee.
10.3. Should a ballot be necessary a request will be made at the Annual
General Meeting for two volunteers from the floor to act as Scrutineers
during the voting. The Scrutineers themselves shall not be eligible for
election as nominees to any of the above Offices or as Committee members
and will pass on the result of the election to the person chairing the
AGM.
10.4. In the absence of any Election Serving Officers and Committee may
be returned unopposed to continue to serve if they have expressed their
willingness to do so.
10.5. Any dispute concerning election of Officers shall be resolved by
the AGM or a Special General Meeting, whichever is most convenient.
11. AUDITORS
The AGM shall elect annually a qualified accountant to prepare annual
accounts, from the books and records supplied, for the year commencing
July 1.
12. SUBGROUPS
The Society will help and encourage the formation of independent local
Groups of members to promote the general aims of the Society. In allowing
the name of the Black Country Society to be used, the Society will not
be held responsible for debts or liabilities incurred by any sub-group
unless specifically guaranteed by the Committee.
13. INTERPRETATION OF THE CONSTITUTION
Any disagreement concerning the interpretation of the Constitution shall
be resolved at the AGM or Special General Meeting.
14. ALTERATIONS TO THE CONSTITUTION
Alterations and additions to this Constitution may be made by a simple
majority vote at an AGM or Special General Meeting subject to the rules
mentioned above.
15. DISSOLUTION OF THE SOCIETY
15.1. The Society may only be dissolved at a Special General Meeting called
for that purpose with due notice being given to all fully paid up members
enabling them either to attend or vote by proxy.
15.2. If upon the winding up or dissolution of the Society there remains
after the satisfaction of all its debts and liabilities any property whatsoever
the same shall not be paid to or distributed among the members of the
Society but shall be given or transferred to some charitable institution
or institutions having objects similar to objects of the Society which
shall prohibit the distribution of its or their income and property amongst
its or their members, such institution or institutions to be determined
by the members of the Committee at or before the time of dissolution and
if and insofar as effect cannot reasonably be given to the aforesaid provision
then to some charitable object.
April 2012
Amendments
April 2012 - New paragraph 15.2 inserted on advice of BCS Building Society (Halifax) - agreed at 2012 AGM