Constitution (as amended June 2012)
(The Leamington Literary Society is a Registered Charity with the Charity Commissioners)

1.
NAME:
The name of the society shall be the Leamington Literary Society.

2.
OBJECTS:
To advance education of the public by the study and appreciation of Literature, including Poetry and Drama.

3.
MEMBERSHIP:
Membership shall be open to all persons over 16 years of age who are interested in actively furthering the objects of the society.

No member whose subscriptions are in arrears shall have the right to speak or vote at any meeting of the society.

Honorary Life Membership may be conferred upon any person considered by the society to have made an outstanding contribution to the attainment of the objects of the society. This shall be confirmed at a General Meeting of the society and shall give all the rights of ordinary membership but exempt the member from payment of subscriptions.

4.
SUBSCRIPTIONS:
The subscription shall be such sum as decided by the Society at a General Meeting to meet the legitimate expenses of the society and shall be due at the commencement of the autumn session. Half the annual subscription shall be paid in the first year by any member joining after the end of December.

Visitors will be welcome at the ordinary meetings of the society upon payment of such fee, as the committee shall determine. The fee shall be paid before the meeting commences.

5. MEETINGS:
The time and frequency of ordinary meetings of the society shall be decided by the committee but shall normally be held at 7.30 p.m. on the same day of the week no fewer than ten times in any one year. Additional meetings shall be at the discretion of the committee, which shall endeavour to meet any changes or additional requirements of the membership.

An Annual General Meeting shall be held each year to receive the committee’s report and the audited accounts of the society and to elect officers and members of the committee to serve for the ensuing twelve months.

Extraordinary General Meetings of the society shall be held within 28 days upon written requisition of seven or more members whose subscriptions are not in arrears. Twenty members present at any Annual or Extraordinary General Meeting shall constitute a quorum

The committee shall give at least 14 days notice to members of any Extraordinary General Meeting of the society and of any motion proposed by the committee or by members requisitioning an Extraordinary General Meeting. Notice of any motion to be considered at an Annual General Meeting shall be deposited with the Honorary Secretary at the latest at the ordinary meeting prior to the AGM.

6.
OFFICERS:
The officers of the society shall be: -

Chairman
Vice-Chairman (Chairman-elect)
Honorary Treasurer
Honorary Secretary
Membership Secretary

all of whom shall relinquish office each year but shall be eligible for re-election. The Vice-Chairman shall, subject only to the ratification of the Annual General Meeting, assume the office of Chairman and a new Vice-Chairman shall be elected. Nominations for office, duly seconded, shall be made with the consent of the nominee at the ordinary meeting prior to the Annual General Meeting. The committee shall have power to fill by appointment vacancies caused by incapacity or resignation.

CHARITY TRUSTEES; The Officers of the Society shall be the Trustees unless the Officer is under 18 years of age, in which case a substitute shall be elected until the Officer reaches 18 years of age.

7.
COMMITTEE:
The management of the society shall be the responsibility of the committee, which shall consist of the officers, the Immediate Past Chairman in an ex-officio capacity and six other elected members plus one representative of the Poetry Group. These elected members may be re-elected at the Annual General Meeting. The committee shall have power to fill vacancies caused by incapacity or resignation. Five members of the committee shall constitute a quorum. The committee shall meet at least twice in any one year.

8. ACCOUNTS:
A bank account shall be operated in the name of the society. All cheques shall be signed by the Honorary Treasurer and the Honorary Secretary. The committee shall ensure that the accounts are accurately audited by a known accredited person. The summary accounts shall be presented with the Honorary Treasurer’s report at each AGM.

9. SCRUTINEERS:
At any meeting where a ballot is to be held, two scrutineers shall be appointed by the members present to examine and count the vote.

10. AMENDMENTS:

(1) The Charity may amend any provision contained in this Constitution provided that

a) No amendment may be made that would have the effect of making the Charity cease to be a Charity at law;

b) No amendment may be made to alter the Objects if the change would not be within the reasonable contemplation of the members of or donors to the Charity;

c) No amendment may be made to clause 2 without the prior written consent of the Charity Commission;

d) Any resolution to amend a provision of this constitution is passed by not less than two thirds of the members present and voting at a general meeting.

(2) Any provision in Part 2 of this constitution may be amended, provided that any such amendment is made by resolution passed by a simple majority of the members present and voting at a general meeting.

(3) A copy of any resolution amending this constitution shall be sent to the Charity Commission within twenty-one days of its being passed.


11. DISSOLUTION:

(1) If the members resolve to dissolve the Charity the Trustees will remain in office as Charity Trustees and be responsible for winding up the affairs of the Charity in accordance with this clause.

(2) The Trustees must collect in all assets of the Charity and must pay or make provision for all liabilities of the Charity.

(3) The Trustees must apply any remaining property or money

a) No amendment may be made that would have the effect of making the Charity cease to be a Charity at law;

b) No amendment may be made to alter the Objects if the change would not be within the reasonable contemplation of the members of or donors to the Charity;

c) No amendment may be made to clause 2 without the prior written consent of the Charity Commission;

d) Any resolution to amend a provision of this constitution is passed by not less than two thirds of the members present and voting at a general meeting.

(4) The members may pass a resolution before or at the same time as the resolution to dissolve the Charity specifying the manner in which the Trustees are to apply the remaining property or assets of the Charity and the Trustees must comply with the resolution if it is consistent with paragraphs (a)-(c) inclusive in sub-clause (3) above.

(5) In no circumstances shall the net assets of the Charity be paid to or distributed among the members of the Charity (except to a member that is itself a Charity).

(6) The Trustees must notify the Charity Commission promptly that the Charity has been dissolved. If the Trustees are obliged to send the Charity’s accounts to the Commission for the accounting period, which ended before its dissolution, they must send the Commission the Charity’s final accounts.

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© 2011 Leamington Literary Society