Management/ Administration:
The Group
shall be administered and managed in accordance with this constitution by
members of the Executive Committee, constituted by Clause 5 of this
constitution.
Aims and Objectives:
The Group's aims
and objectives are to promote the conservation of nature in the Isle of
Thanet, as detailed in the Terms of
Reference.
Powers:
In furtherance of the
objectives, but not otherwise, the Executive Committee may exercise the
following powers:
(i) to cooperate with other organisations, individuals and
statutory bodies operating in furtherance of the objectives or of similar
purposes and to exchange information and advice with them;
(ii) to appoint
and constitute such committees as the Executive Committee may deem fit;
(iii) to make, repeal and amend such rules as the Executive Committee may from
time to time consider necessary for future well-being of the Group, which
rules, repeals and amendments shall have effect until set aside by the
Executive Committee. However, no rule may be made which is inconsistent with
this constitution. 'Consistency' shall be determined by the Executive
Committee.
Interpretation:
For the sake
of convenience, throughout this constitution the words 'Chairman' and
'Vice-Chairman' shall be construed as not gender-specific.
Membership:
(i) Membership of the Group shall be open to
any person or organisation supporting the aims of the Group.
(ii) The
Executive Committee shall determine whether any such person or group does
support the aims of the Group.
(iii) Every member shall record their
membership with the Secretary or other officer appointed by the Group to act
as Secretary .
(iv) Every member shall have one vote at the Annual General
Meeting and any Special General Meetings.
Executive Committee:
(i) The Executive Committee shall consist of
a Chairman, Vice-Chairman, 2 (two) Project Officers, an Education Officer, a
Press and Publicity Officer and not more than 7 (seven) other members who
shall be elected at the Annual General Meeting and shall hold office from
the conclusion of that meeting.
(ii) The Executive Committee may in addition
appoint no more than 2 (two) co-opted members.
(iii) All members of the
Executive Committee shall retire from office at the end of the Annual
General Meeting, but may be re-elected or re-appointed.
(iv) The Executive
Committee may co-opt any member as a member of the Executive Committee to
fill a casual vacancy. Any person so co-opted shall retain office until the
next Annual General Meeting but shall be eligible for re-election/re-appointment.
(v) The Executive Committee shall appoint a Secretary unless the Executive
Committee appoints another officer or officers to perform the duties of
Secretary. The Secretary shall not otherwise be deemed to be a member of the
Executive Committee.
(vi) At any ordinary meeting (that is any meeting not an
Annual General Meeting or Special General Meeting) only members of the
Executive Committee shall be able to vote.
Meetings and Proceedings of the
Executive Committee:
(i) The
Executive Committee shall hold at least 4 (four) meetings each calendar
year. Meetings shall be called at any time by the Chairman or in the event
of the absence or incapacity of the Chairman, the Vice-Chairman, or shall be
called by the Secretary at the request of at least 3 (three) members of the
Executive Committee.
(ii) In the event of the absence of the Chairman, the
Vice-Chairman shall act as Chairman. In the event of the absence of both of
these officers the Executive Committee shall elect one of their number to
act as Chairman before any other business is transacted.
(iii) There shall be
a quorum when at least 3 (three) members of the Executive Committee are
present at the meeting.
(iv) Every matter shall be decided by a simple
majority of the members of the Executive Committee present and voting. In
the case of equality of votes, the Chairman of that meeting shall have a
second or casting vote.
(v) The Executive Committee shall keep minutes of the
proceedings of its meetings and of those of any of its sub-committees.
(vi) The Executive Committee may make and alter rules for the conduct of their
business so long as no rule shall be made which is inconsistent with this
constitution. 'Inconsistency' shall be determined by the Executive
Committee.
(vii) The Executive Committee may appoint such sub-committees on
such terms and with such powers as the Executive Committee shall determine.
The Chairman and Vice-Chairman shall be ex-officio members of any such
sub-committee unless those officers waive their right to representation on
those sub-committees. All acts and proceedings of any such sub-committee
shall be fully and promptly reported to the full Executive Committee.
(viii) Any member of the Executive Committee who fails to attend 3 (three)
consecutive meetings of the Executive Committee without reasonable
explanation shall be deemed to have resigned. 'Reasonable' shall be
determined by the Executive Committee.
Annual General Meeting:
(i) There shall be an Annual General Meeting
(AGM) of the Group which shall be held each year with no more than 15
(fifteen) calendar months between one AGM and the 'next.
(ii) The Executive
Committee shall call the AGM. The Secretary shall give at least 7 (seven)
days notice of an AGM to all members of the Group, which shall invite
nominations for the Executive Committee. All members of the Group who have
recorded their intention of belonging io the Group shall be entitled to
attend and vote at the AGM.
(iii) The Chairman of the AGM shall be the
Chairman of the Executive Committee. In the absence of the Chairman, the
Vice-Chairman shall act as Chairman. In the absence of both these officers,
the meeting shall appoint a Chairman of the meeting.
(iv) The
Executive Committee shall present to each AGM the report of the Group for
the year preceding.
(v) Nominations for election to the Executive Committee
must be made in writing and must be received by the Secretary or other such
person appointed by the Executive Committee for this purpose before the date
of the AGM. Should nominations exceed the number of vacancies, election
shall be by a show of hands unless the Chairman of the meeting or 3 (three)
members request a ballot of members present. Should vacancies exceed the
number of nominations made, additional nominations shall be sought at the
meeting before the election. Only members present at the meeting shall be
entitled to vote.
Special General Meetings:
The Chairman or in his absence or incapacity
the Vice-Chairman may call a Special general Meeting at any time. In
addition 4 (four) members of the Group may request such a meeting if such a
request is made in writing to the Secretary or such other person appointed
by the Executive Committee for this purpose, stating the business to be
considered. The Secretary shall inform members of the date of the Special
General Meeting at least 7 (seven) days in advance. Such a request must
allow at least 21 days notice. The Secretary or other person so acting shall
include the nature of the business to be considered in the notification of
the meeting to members.
Procedure at General Meetings:
(i) The Secretary or other person appointed
by the Executive Committee to so act shall keep a full record of the
proceedings of every General Meeting of the Group.
(ii) There shall be a
quorum when at least 3 (three) members of the Executive Committee are
present at any General Meeting.
Alterations to the Constitution:
Subject to the provisions of this Clause,
the Executive Committee may alter or amend this Constitution by a simple
majority of the members of the Executive Committee present. Any alteration
or amendment shall be notified to the full membership of the Group.
Dissolution:
If the Executive Committee decides that it
is necessary or advisable to dissolve the Group it shall call a 'Special
General Meeting of all members of the Group. If the proposal is carried by a
simple majority of those present and voting the Executive Committee shall
have the power to realise any assets held by, or on behalf of, the Group and
dispose of them as it deems fit.
To find out more about Thanet
Nature Conservation Umbrella Group (TNCUG) Tel/Fax 01843 847421 or Email
