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TUNBRIDGE WELLS RAMBLING CLUB - CONSTITUTION

1. NAME

The name of the Club is the “Tunbridge Wells Rambling Club” (hereinafter referred to as “the Club”).

2. OBJECTS

The objects of the club are to:-

(a) organise rambles;

(b) encourage social activities;

(c) encourage fellowship and love of the open air;

(d) co-operate as appropriate with the Tunbridge Wells Group of the Ramblers’ Association.

3. AFFLIATION

The Club shall be affiliated to the Ramblers’ Association.

4. MEMBERSHIP

Membership of the Club shall be open to any person aged sixteen years or over who supports the objects of the Club and has paid the annual subscription.

5. ORGANISATION

(a) Officers

The honorary principal Officers of the Club shall be:-

(i) Chairman;

(ii) Vice Chairman;

(iii) Secretary;

(iv) Treasurer.

The above Officers shall be ex-officio members of the Management Committee (hereinafter referred to as “the Committee”). Officers should not normally hold more than one office concurrently. Exceptions may be made as a temporary measure or if no other suitable person can be found to fill a vacancy.

(b) Committee

The Committee shall comprise the Officers, together with not less than four other members. At least one of the Committee shall also be a member of the Ramblers’ Association.

(c) Tenure of Office

The Officers and Committee shall be elected for one year and shall be eligible for re-election at the Annual General Meeting (AGM).

(d) Management

(i) Management and control of the Club shall be vested in the Committee.

(ii) The Committee shall meet not less than four times a year and five members, one of whom shall be an Officer, shall constitute a quorum.

(iii) The Committee shall have power to co-opt additional members.

(iv) The Committee shall have power to fill vacancies as they arise.

(v) The Chairman, Secretary, or not less than three members of the Committee, shall have the right to call a Special Meeting of the Committee.

6. ANNUAL GENERAL MEETING

(a) An Annual General Meeting (AGM) of members shall be held within four months of the end of the Club’s financial year.

(b) At least fourteen days in advance of the AGM the Secretary shall send to all members of the Club an Agenda, Annual Report of the Committee and the independently examined Statement of Accounts for the previous year.

(c) The quorum at an AGM shall be ten per cent of the membership. Should the attendance be less than ten per cent the AGM shall only be able to deal with items 6 (d) (i), (ii), (iii), (iv) and (vi) and a Special General Meeting shall be called as soon as possible to deal with items 6 (d) (v), (vii) and (viii).

(d) The business of the AGM shall be to:--

(i) approve the Minutes of the previous AGM;

(ii) receive the Annual Report of the Committee;

(iii) receive the independently examined Statement of Accounts for the previous year;

(iv) agree the annual subscription for the ensuing year;

(v) elect the Honorary Officers and Committee Members;

(vi) appoint an Independent Examiner;

(vii) consider any proposals to amend this Constitution and/or Standing Orders;

(viii) discuss and resolve motions.

7. SPECIAL GENERAL MEETING

The Chairman or the Secretary may at any time call a Special General Meeting and shall do so as soon as practicable, and within twenty eight days, of receiving a request from a minimum of twenty members, giving a reason for the request. At least fourteen days’ notice of a Special General Meeting shall be given to all members stating the matters to be discussed and the terms of any motions which it is intended to move.

8. FINANCE

(a) The Honorary Treasurer shall:-

(i) ensure that effective accounting systems are in operation and keep the Committee informed;

(ii) be responsible for the preparation of annual accounts for the approval of the Committee and submission to the Independent Examiner.

(b) The financial year shall begin on 1 January and end on 31 December.

(c) All Club monies shall be held in the name of the Club and not in the names of individual members.

(d) The banking arrangements shall be at the discretion of the Committee, with all withdrawals from the Club’s Bank/Building Society accounts being signed by the Treasurer and counter-signed by one of two specified Committee members.

(e) Subscriptions shall be due on 1 January annually, or on joining the Club. The subscription of anyone joining after the end of September shall be valid until the end of December of the following year.

(f) Any member whose subscription has not been paid by 30 April shall cease to be a member unless or until a further subscription is paid.

9. CHANGES TO THE CONSTITUTION AND TO STANDING ORDERS

This Constitution may be amended at any General Meeting of the Club with the approval of a three-quarters majority of members present and voting.

Any proposal for the amendment of the Constitution or Standing Orders must have been given in writing to the Secretary before the meeting at which it is to be discussed and the terms of the proposed alteration notified to members with notice of the Meeting.

10. DISSOLUTION

The Club may be dissolved on the passing of an appropriate resolution at a General Meeting of the Club confirmed by a three-quarters majority of those present and voting. At least fourteen days’ notice shall be given to all members stating the terms of the motion for discussion.

If, after the satisfaction of all debts and liabilities, there remain any funds whatsoever they shall be shared among appropriate walking and/or countryside organisations as agreed by those present at the meeting.

All items of value owned by the Club shall be sold and the proceeds added to the funds before distribution. Items of little or no monetary value shall be disposed of as the Committee sees fit.

11. STANDING ORDERS

1. Written notice of motions, which must be proposed and seconded, to be discussed at the AGM must be given to the Secretary not less than six weeks prior to the date of the AGM, so that they are included in the Agenda.

2. Nominations for Officers and Committee members, signed by the proposer and seconder (with an agreement by the nominee to serve if elected), should reach the Secretary prior to the AGM.

3. If block voting is proposed the consent of the meeting must be obtained.

4. A member who has proposed or seconded a motion cannot move an amendment to that motion.

5. Any amendment must be proposed, seconded, discussed and voted on before the vote on the original motion is taken.

6. If there is more than one amendment each must be proposed, seconded, discussed and voted on separately, in a logical order.

7. All major decisions must be in the form of formal motions

(see Standing Order 1).

8. Members unable to attend an AGM or Special General Meeting may express their views on a motion by writing to the Secretary prior to the meeting. Their comments will be read to those present before a vote is taken.

9. Once a motion has been voted on and a decision made it cannot be further discussed, revoked or altered at that meeting.

10. If it is desired to revoke or alter a resolution it must be put on the Agenda of a future General Meeting and then requires a majority of three-quarters of those present and voting.

11. Voting shall be by show of hands. The Chairman shall appoint tellers as necessary. The results shall be minuted stating the number in favour, the number against and the number of abstentions. Should the numbers of those in favour and those against be equal then the motion shall be deemed to be not carried.

12. A majority vote of those present and voting will carry motions of general business. A three-quarters majority of those present and voting will be required for amendments to the Constitution or Standing Orders and for the dissolution of the Club.

13. The quorum for the AGM and any Special General Meeting shall be ten per cent of the paid up membership.

14. The Committee may at any time terminate the membership of a member who, in its opinion, has acted contrary to the interests of the Club.

15. The walk leader shall have the discretion as to whether or not dogs (on leads) may be taken on his/her walk.

16. All members (on sending a stamped addressed A5 envelope to the Secretary) shall have the right to receive a copy of the latest edition of the Constitution.

17. All members (on sending a stamped addressed A5 envelope to the Secretary) shall have the right to receive a copy of the Minutes of the previous AGM, which will be available twenty eight days before the next AGM.

CONSTITUTION

APPROVED MARCH 2002

AMENDED MARCH 2006

RETYPED MARCH 2008

AMENDED JUNE 2016 section 5.(d).(ii) – changed from five to four times a year.

AMENDED APRIL 2017 clauses 6.(b), 6.(d).(iii), 6.(d).(vi) and 8.(a).(ii) – changed from Audited to Independently Examined.

AMENDED JUNE 2019 clause 8.(g) – removed and 5.(b). – changed from five to four other members.