Moving to self management of Northfield Allotments.
(Updated 15th January 2014)
On Tuesday 14th January 2014 at 19.30 the Inaugural AGM of the Ealing Dean Allotments Society took place. Thirty plot holders attended. |
| Plot holders attend the inaugural AGM |
After some discussion and some minor amendments, the plotholders voted to accept the constitution. There were no votes against and no abstentions.
 |
| All those in favour of the constitution |
We then voted on and elected the following people to the committee:  |
| the new committee |
Front Row left to right
Treasurer: Kim Tompsett (plot 191)
Treasurer: Kim Tompsett (plot 191)
Chair: Christina Fox (plot 172A)
Secretary: Christine Charles (plot 166)
Back Row left to right:
Committee member: Jon Wilkins (plot 176A)
Committee member: Jon Wilkins (plot 176A)
Committee member: Simon Coleman (plot 198)
Assistant Secretary: Crispin Harris (plot 208)
Co-opted member (for IT) Mark Tompsett (plot 191)
The constitution below has been updated to reflect the changes discussed at the meeting.
Constitution of the Ealing Dean Allotments Society
1 Name
The name of the society shall be the Ealing Dean Allotments Society ("the
Society").
2 Objects
The Objects of the
Society are:
2.1 To
provide a safe, secure, accessible and well-managed allotment site for the
benefit of the Members of the Society (“the Members”)
2.2 To
improve and enhance the allotments for the greater convenience and enjoyment of
the Members
2.3 To
be a good neighbour to the local community
2.4 To
conserve the allotment as a green space in a built-up area and secure its long
term use as allotment gardens and a haven for wildlife and its conservation
2.5 To
contribute to healthy living through open-air physical activity and the
cultivation of natural food produce, flowers and fruit trees
2.6 To
foster community fellowship and social relationships between Members,
irrespective of age, gender, faith, race, ethnic origin, disability or sexual
orientation.
2.7 To
promote the art, science and practice of horticulture among Members and the
wider community of Ealing.
3 Powers of the Society
3.1 The Society shall have the following
powers to be exercised only in pursuit of the Objects:
(1) To manage allotments and to make
agreements with allotment holders on such terms and subject to such rules as
the Society shall determine from time to time.
(2) To promote or carry out research,
provide advice and publish or distribute information.
(3) To join, affiliate to, support,
administer or set up other bodies.
(4) To raise funds.
(5) To acquire, hire, let or dispose of
equipment or facilities of any kind.
(6) To set aside funds for special
purposes or as reserves against future expenditure.
(7) To deposit or invest in funds in any
manner and to take advice from a financial expert on the management of those investments
(8) To insure the property of the
Society against any foreseeable risk and take out other insurance policies to
protect the Society, its officers and its volunteers.
(9) To employ paid or unpaid agents, staff or advisers.
(10) To enter into contracts to provide services to or on behalf
of other bodies.
3.2 To represent the interests and views of the members of the society in discussions with Pathways or any other subsequent landlord.
3.3 To do anything else within the law which promotes or helps promote the Objects.
3.3 To do anything else within the law which promotes or helps promote the Objects.
3.4 “The
Committee” shall manage the business of the Society and shall exercise the
powers in 3.1, 3.2 and 3.3 on behalf of the Society in furtherance of the Objects
(but not for any other purpose).
4 Membership
4.1 Membership of the Society is open to any individual or
organisation interested in promoting the Objects. Every person who holds an allotment which is
managed by the Society shall be required to be a Member of the Society as a
condition of holding such an allotment.
Any organisation becoming a Member shall have one authorised representative and shall inform the Society in writing
of the name of that person.
4.2 Every Member shall pay a nominal
membership subscription, as recommended by the Committee and agreed by the
Members at the Annual General Meeting.
This subscription shall be paid at the same time as the annual allotment
rent.
4.3 Payment of the subscription shall be
considered as acceptance by the Member of the rules and regulations of the
Society.
4.4 The Committee shall keep a register of
Members.
4.5 A Member whose subscription is three calendar months in arrears ceases to be a Member
but may be reinstated on payment of the amount due.
4.6 A Member may resign by written
notice to the Society and, if that individual or organisation is an allotment
holder, that shall also be taken as notice of termination of the tenancy of
their allotment in accordance with 4.1 above.
4.7 The Committee may refuse membership to
any individual or organisation if in their reasonable opinion that individual
or organisation being a Member would be harmful to the Society.
4.8 The Committee may by resolution terminate
the membership of any Member on the ground that in their reasonable opinion the
Member’s continued membership would be harmful to the Society. The Committee may only pass such a resolution
after notifying the Member in writing and considering the matter in the light of
any written representations which the Member puts forward within 14 clear
days after receiving notice. The
Committee shall offer the Member the opportunity to meet with the Committee or
such person or persons it may appoint for this purpose. At such a meeting the Member shall be
entitled to be accompanied and assisted by one person of his or her choosing. Such a Member is not entitled to a refund of
any subscription, allotment rent or other payment, but the Committee may at its
absolute discretion make a whole or partial refund. Within fourteen days of the Committee’s
decision the Member may make a final appeal to Pathways, whose decisions shall be binding on the Member and the
Society.
4.9 Membership of the Society is not
transferable.
5 General Meetings
5.2 An Annual General Meeting (AGM) must be held in every calendar year and shall be held as the Committee shall determine upon not less than 14 clear days’ written notice to Members, within six calendar months after the financial year end, but in any case not later than eighteen calendar months after the previous AGM.
5.3 There
is a quorum at a general meeting if the number of Members or authorised
representatives personally present is at least 15.
5.4 At all general meetings of the Society
the Chair shall chair the meeting, or in his or her absence, any Member
nominated by the Committee members present.
5.6 Except where otherwise provided by
this Constitution, voting is by a show of hands, but the chair of the meeting
or not less than five Members or authorised representatives present may require,
before or after a show of hands, a counted vote.
5.7 Members may not vote by proxy unless the Committee invites all
Members to vote by proxy when they shall issue proxy voting forms to all
Members with the notice of the meeting, such forms to be returned before the
meeting as directed by the Committee.
5.8 Except for the chair of the meeting,
who has a second or casting vote, every Member or authorised representative
present is entitled to one vote on every issue.
5.9 At an AGM the Members shall:
(1) approve the minutes of the
previous AGM and any intervening Special General Meetings,
(2) receive the report of the
Committee on the Society’s activities since the previous AGM,
(3) receive the accounts of the
Society for the previous financial year,
(4) appoint an auditor or independent
examiner for the Society or delegate such appointment to the Committee,
(5) accept the retirement of
those elected Committee Members
who are retiring,
(6) elect the Chair, Secretary
and Treasurer as members of the Committee and up to three other elected
Committee Members to fill the vacancies arising, through an election process
determined by the Committee which must include all Members being invited to
nominate themselves or other Members as candidates and all candidates names
being supplied to Members with the notice of the meeting: and may discuss any issues of policy or deal
with any other business put before them by the Committee.
5.10 Any general meeting which is not an AGM
is a Special General Meeting (SGM).
5.11 An SGM may be called at any time by the Committee and must be called within twenty eight clear days after a written request to the Committee from at least ten Members unless a majority of the requesting Members agree to a longer period or unless the Committee reasonably requires more time to meet the requirements of clause 5.12 (4).
5.12 A Members’ request for an SGM is subject to the following:
5.11 An SGM may be called at any time by the Committee and must be called within twenty eight clear days after a written request to the Committee from at least ten Members unless a majority of the requesting Members agree to a longer period or unless the Committee reasonably requires more time to meet the requirements of clause 5.12 (4).
5.12 A Members’ request for an SGM is subject to the following:
(1) A Members’ request shall state the business of the
meeting and the resolution or resolutions to be put to the meeting.
(2) A Members’ request shall be in writing and accompanied by
the name, address and signature of each Member making the request.
(3) A Members’ request may be accompanied by a statement
which, without the agreement of the Committee, shall not exceed one thousand
words and this statement shall be sent to all Members with the notice of the
meeting.
(4) Any person directly affected by the resolution shall be
supplied by the Committee with a copy of the resolution and Member’s statement
and be invited by the Committee to submit a statement which, without the
agreement of the Committee, shall not exceed one thousand words, and this statement
shall be sent to all Members with the notice of the meeting.
(5) The Committee is not obliged to call a meeting or
circulate a resolution or statement which it reasonably considers is vexatious,
frivolous or unlawful but shall explain its reasons to those Members who have
requested a general meeting and invite them to amend such resolution or
statement.
6 The
Committee
6.1 The Committee may comprise up to nine individuals, all of whom
must be Members or authorised representatives.
Six
Committee Members shall be elected, including the Chair,
Secretary and Treasurer and three other elected Committee Members.
6.2 The
Committee shall have the power to co-opt additional or replacement Committee Members
as they consider fit. Such co-opted Committee Members shall at no time
exceed three in number.
6.3 Co-opted Committee Members are appointed
by resolution of the Committee to hold office until the end of the next AGM.
6.4 All elected Committee Members must stand down at each AGM
but, if eligible, may re-stand for election.
6.5 No Member is eligible to stand for
election if he or she has been a member of the Committee for any part of each
of the five immediately preceding periods from one AGM to the next. Such a Member may be co-opted as a selected
Committee Member but may not stand for election again until he or she has
ceased to be a Committee Member for the whole of the period from one AGM to the
next AGM. The exception to this clause
is where at an AGM there are insufficient nominees to fill at least the Chair,
Secretary and Treasurer positions and in those circumstances the AGM has the
discretion to override the provisions in this clause if in the view of the
Members present that would be in the best interests of the Society.
6.6 A
Committee Member’s term of office terminates if he or she:
(1) Is absent from three consecutive meetings of the
Committee unless the Committee is satisfied that there are exceptional
circumstances.
(2) Ceases to be a Member of the Society.
(3) Resigns by written notice to the Committee (but only if
at least two Committee Members will remain in office).
(4) Is removed by a resolution passed by every one of the
other Committee Members after they have invited the views of the Committee
Member concerned and considered the matter in the light of any such views. The Committee shall offer the
Committee Member the opportunity to meet with the Committee and at such a
meeting the Committee Member shall be entitled to be accompanied and assisted
by one person of his or her choosing.
6.7 A
technical defect in the appointment of a Committee Member of which the
Committee is unaware at the time does not invalidate decisions taken at a
meeting.
7 Meetings
of the Committee
7.1 The
Committee shall hold at least two meetings each calendar year.
7.2 The quorum at a Committee meeting shall
be three voting Members.
7.3 A Committee meeting
may be held either in person or by suitable electronic means agreed by the
Committee in which all participants may communicate with all other
participants.
7.4 At all meetings of the Committee the
Chair shall take the chair, or in his or her absence any member of the Committee
whom the meeting may elect.
7.5 Every
issue considered at a Committee meeting shall be determined by a simple majority
of the votes cast but a resolution which is in writing and signed and dated by
all members of the Committee is as valid as a resolution passed at a meeting
and for this purpose the resolution may be contained in more than one document
and will be treated as passed on the date of the last signature.
7.6 Except for the Chair of the meeting who
may have a second or casting vote every member of the Committee shall have one
vote on each issue.
7.7 A procedural defect of which the
Committee is unaware at the time does not invalidate decisions taken at a
meeting of the Committee.
8 Powers of the Committee
In addition to the
provisions in 3.1 to 3.3 the Committee shall have the following powers in the
administration of the Society:
8.1 To delegate any of their functions to
sub-committees consisting of two or more persons appointed by them (but at
least one member of every sub-committee must be a member of the Committee and
all proceedings of sub-committees shall be reported promptly to the Committee).
8.2 To draw up rules consistent with this
Constitution to govern proceedings at general meetings, the Committee and
its sub-committees.
8.3 To resolve or establish procedures to
assist the resolution of disputes within the Society.
9 Property
and Funds
9.1 All
equipment, possessions and funds of the Society must be used only for
furthering the Objects.
9.2 The Society must have one or more
bank accounts and all bank accounts which hold the Society’s funds must be in
the name of the Society and require at least two signatures on every payment.
9.3 Funds
which are not required in the near future may be placed on deposit or invested
in accordance with this constitution until needed.
9.4 No member of the Committee may
receive any payment of money or other material
benefit (whether direct or indirect) from the Society except:
(1) Reimbursement of reasonable
out-of-pocket expenses actually incurred undertaking official business on
behalf of the Society.
(2) A reasonable rent or hiring fee for
property let or hired to the Society.
(3) Benefits
in his or her capacity as a Member.
9.5 Whenever
a Committee Member has a personal interest in a matter to be discussed at a
meeting, he or she must:
(1) declare an interest before discussion
begins on the matter,
(2) withdraw
from that part of the meeting unless expressly invited to remain in order to
provide information,
(3) not be counted in the quorum for that
part of the meeting and
(4) withdraw during the vote and have no
vote on the matter.
10 Records and Accounts
10.1 The Committee must keep proper records of
all
proceedings at general meetings, Committee meetings and of all professional
advice obtained.
10.2 Accounting and all other records relating to the Society must
be made available for inspection by any Committee Member at reasonable times and may be made available for inspection by Members
if the Committee so
decides.
10.3 A copy of the Society’s latest available statement of account
must be supplied on request to any Committee Member or Member.
10.4 Minutes and attached records of committee meetings will be made available to the society's members within 21days of the meeting.
10.4 Minutes and attached records of committee meetings will be made available to the society's members within 21days of the meeting.
11 Notices
11.1 Notices
under this Constitution may be sent by hand or by post or by suitable
electronic means or (where applicable to Members generally) may be published in
a newsletter distributed by the Society.
11.2 The
address at which a Member is entitled to receive notices is the address noted
in the register of Members (or if none the last known address).
11.3 Any
notice given in accordance with this constitution is to be treated for all
purposes as having been received:
(1) 24 hours after being sent by electronic means or
delivered by hand,
(2) three
clear days after being sent by first class post to that address,
(3) four
clear days after being sent by second class post to that address,
(4) one week after the date of distribution of a newsletter
containing the notice,
(5) on being handed to the Member personally or, if earlier,
(6) as soon as the Member acknowledges actual receipt.
11.4 Technical defects in the giving of notice of which the Member
or the Committee is unaware at the time do not invalidate decisions taken at a
meeting.
11.5 The
accidental failure to deliver a Member’s notice on time or at all does not
invalidate decisions taken at a meeting.
12 Amendments
12.1 This
Constitution may be amended at a general meeting by a two thirds majority of
the votes cast.
13 Dissolution
13.1 If at any time the Members at a general
meeting decide to dissolve the Society, the Committee Members will remain in
office and will be responsible for the orderly winding-up of the Society's
affairs.
13.2 After making provision
for all outstanding liabilities of the Society, the Committee must apply the remaining property and funds in one or more of the
following ways:
(1) by transfer to one
or more other bodies established for purposes within, the same as or similar to
the Objects; or
(2) directly
for the Objects or purposes within or similar to the Objects
(3) failing transfer to another body the members will decide on the distribution of assets.
(3) failing transfer to another body the members will decide on the distribution of assets.
14 Interpretation
14.1 In this Constitution:
‘Authorised representative’ means an
individual who is authorised by a member organisation to act on its behalf at
meetings of the Society;
‘The Chair’ means the person elected by the Members at the AGM as chair or chairperson of the Society or in
the absence of such as selected by the Committee;
‘Clear day’ means 24
hours from midnight following the relevant event;
‘The Committee’ means the Committee Members
collectively acting as the governing body of the Society;
‘Committee Member’ means a member of the
Committee acting as governing body of the Society;
‘Ealing Dean Allotments Society’ means the
Society established by the adoption of this constitution and being based at
Northfield Avenue Allotments W13, owned by Pathways;
‘Financial expert’ means an individual,
company or firm who is authorised to give investment advice under the Financial
Services and Markets Act 2000;
‘Financial year’ means the Society’s financial year;
‘Independent examiner’ means an independent person
who is reasonably believed by the Committee to have the requisite ability and
practical experience to carry out a competent examination of the accounts;
‘Material benefit’ means a benefit which is
financial or has a monetary value;
‘Pathways’ means Housing Pathways Trust Ltd. of
14 Tawny Close, Ealing, W13 9LX, the trustees of Northfield Avenue allotments;
‘A proxy vote’ is a vote by means of a document
provided for the purpose;
‘The Society’ means the Ealing Dean Allotments
Society as comprised in this Constitution;
‘Written’ or ‘in writing’ refers to a
legible document including a fax or e-mail message.
ADOPTED
at the General Meeting held at 71A Northcroft Road, Northfields community Centre, Ealing on Tuesday 14th January 2014.
Name of the Chair of the
Meeting Christina Fox
Signature (signature will appear on the paper version only)
Name of the Witness to the
above Signature ____________
Address Christine Charles_____
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Ealing Dean Allotments, Northfield Avenue, Ealing, London. 2014
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Ealing Dean Allotments, Northfield Avenue, Ealing, London. 2014
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