Luton Movie Makers

CONSTITUTION

Adopted on the.Twenty Fourth. day of .April. 2002

A Name

(i) The club shall be named Luton Movie Makers

B Aims

(i) The aims of the Club are

(a) to encourage people to take up movie making throughout the area

(b) to improve knowledge and skills in digital movie making

(c) to produce movies of local and general interest

(d) to provide shared facilities for the production and replay of movies

C Administration

(i) Subject to the matters set out below the Club and its property shall be administered and managed in accordance with this constitution by the members of the Committee, constituted by clause G of this constitution.

D Powers

(i) In furtherance of the aims, but not otherwise, the Committee may exercise the following powers:

(a) Power to raise funds and to invite and receive contributions provided that in raising funds the Committee shall not undertake any substantial permanent trading activities and shall conform to any relevant requirements of the law;

(b) Power to buy, take on lease or exchange any property necessary for the achievement of the aims and to maintain and equip it for use;

(c) Power subject to any consents required by law to sell, lease or dispose of all or any part of the property of the Club;

(d) Power to co-operate with other voluntary bodies and statutory authorities operating in furtherance of the aims or of similar charitable purposes and to exchange information and advice with them;

(e) Power to appoint and constitute such advisory committees as the Committee may think fit;

(f) Power to do all such other lawful things as are necessary for the achievement of the aims.

E Membership

(i) Membership of the Club shall be open to any person over the age of 18 years interested in furthering the aims and who has paid the annual subscription laid down from time to time by the Committee.

(ii) Every member shall have one vote.

(iii) The Committee may by unanimous vote and for good reason terminate the membership any individual. Provided that the individual concerned shall have the right to be heard by the Committee, accompanied by a friend, before a final decision is made.

F Committee Responsibilities

(i) The Committee, in whom the Club’s property shall be vested, shall be responsible for:

(a) providing facilities that benefit the majority of members

(b) managing the finances of the club wisely

(c) approval of membership applications

(d) organising the activities of the club and its members

(e) ensuring the safety of its members while on club activities

(f) ensuring that equal opportunities are provided to all members within the scope of The Club’s Equal Opportunities Policy and monitoring this

(g) deciding the annual subscriptions for approval by the members.

 

G Committee Members

(ii) The individual members of the Committee shall consist of:

(a) A Chair

who will preside at all meetings at which s/he is present. No member may hold this position for more than three consecutive years. S/he may be re-elected after a break of one year.

(b) A Vice-Chair

who will act as Chair in the absence of the Chair.

(c) A Secretary who will be responsible for:

(i) keeping the minutes of all meetings of the Club

(ii) ensuring that all correspondence is correctly handled

(iii) maintaining a master roll of members and honorary members

(iv) maintaining a register of Club equipment and its location

(v) keeping members up-to-date with current activities

(vi) organising help parties to advise on, and install new equipment

(vii) maintain the website.

(d) A Treasurer, who will be responsible for:

(i) keeping the Club’s accounts,

(ii) advising the Committee on all financial matters,

(iii) preparing the accounts for audit and presenting them at the AGM.

(e) Ordinary Committee Members.

Not more than four co-opted members who have full voting powers.

H Determination of Membership of Committee

(i) No member of the Committee shall serve for more than three (3) consecutive years.

(ii) A period of one (1) year should elapse before a previously elected Committee member who has served a three year term can be re-elected.

(iii) All the members of the Committee shall retire from office together at the end of the annual general meeting next after the date on which they came into office but they may be re-elected or re-appointed.

(iv) The proceedings of the Committee shall not be invalidated by any vacancy among their number or by failure to appoint or any defect in the appointment or qualification of a member.

(v) No body shall be appointed as a member of the Committee who is aged under 18 or who would if appointed be disqualified under the provisions of the following clause.

(vi) A member of the Committee shall cease to hold office if he or she:

(a) notifies of the Committee a wish to resign (but only if at least three members of the Committee will remain in office when the notice of resignation is to take effect).

I Committee Members not to be Personally Interested

(i) (Subject to the provisions of sub-clause (ii) of this clause) no member of the Committee shall acquire any interest in property belonging to the Club (other than as a member for the Club) or receive remuneration or be interested (other than as a member of the Committee) in any contract entered into by the Committee.

(ii) Any member of the Committee for the time being who is a solicitor, Accountant or other person engaged in a profession may charge and be paid all the usual professional charges for business done by him or her or his or her firm when instructed by the other members of the Committee to act in a professional capacity on behalf of the Club: provided that at no time shall a majority of the members of the Committee benefit under this provision and that a member of the Committee shall withdraw from any meeting at which his or her own instruction or remuneration, or that of his or her firm, is under discussion.

J Meetings and Proceedings of the Committee

(i) The Committee shall hold at least two ordinary meetings each year.

A Special Meeting may be called at any time by the Chairperson or by any two members of the Committee upon not less than 4 days' notice being given to the other members of the Committee of the matters to be discussed but if the matters include an appointment of a co-opted member then not less than 21 days' notice must be given.

(ii) The Chairperson or Vice Chairperson shall act as "Chair" at meetings of the Committee. If the Chairperson or Vice Chairperson are absent from any meeting, the members of the Committee present shall choose one of their number to be a Chairperson of the meeting before any other business transacted.

(iii) There shall be a quorum when at least one third of the number of voting members of the Committee for the time being, or three members of the Committee, whichever is the greater, are present at a meeting.

(iv) Every matter shall be determined by a majority of votes of the members of the Committee present and voting on the question but in the case of equality of votes the Chairperson of the meeting shall have a second or casting vote.

(v) The Committee shall keep minutes, in books kept for the purpose of the Proceedings at meetings of the Committee and any sub-committee.

(vi) The Committee may from time to time make and alter rules for the Conduct of their business, the summoning and conduct of their meetings and the custody of documents. No rule may be made which is inconsistent with this constitution.

(vii) The Committee may appoint one more sub-committees consisting of three or more members of the Committee for the purpose of making any inquiry or supervising or performing any function or duty which in the opinion or the Committee would be more conveniently undertaken or carried out by a sub-committee: provided that all acts and proceedings of such sub-committees shall be fully and promptly reported to the Committee.

K Receipts and Expenditure

(i) The funds of the Club, including all donations contributions and bequests, Shall be paid into an account operated by the Committee in the name of the Club at such bank as the Committee shall from time to time decide. All cheques drawn on the account must be signed by at least two members of the Committee.

(ii) The funds belonging to the Club shall be applied only in furthering the Aims.

L Property

(i) Subject to the provisions of sub-clause (ii) of this clause, the Committee shall cause the title to:

(a) all property held by the Club

(b) all investments held by the Club;

to be held by individuals appointed by them as holding members. Holding members may be removed by the Committee at their pleasure and shall act in accordance with the lawful directions of the Committee.

(ii) The Committee may permit any investments of the Club to be held in the name of a clearing bank, trust corporation or any stock broking company which is a member of the International Stock Exchange (or any subsidiary or any such stock broking company) as nominee for the Committee, and may pay such a nominee reasonable and proper remuneration for acting as such.

M Accounts

(i) The Committee shall comply with their obligations for:

(a) the keeping of accounting records for the Club;

(b) the preparation of annual statements of accounts for the Club;

(c) the auditing or independent examination of the statements of accounts of the Club.

N Annual Report

(i) The Committee shall comply with their obligations with regard to the preparation of an annual report.

O Annual General Meeting

(i) There shall be an Annual General Meeting of the Club which shall be held in the Month of May in each year or as soon as practicable thereafter.

(ii) Every Annual General Meeting shall be called by the Committee. The Secretary shall give at least 21 days' notice of the Annual General Meeting to all members of the Club.

(iii) Before any other business is transacted at the first annual general meeting the Persons present shall appoint a chairperson of the meeting.

(iv) At subsequent annual general meetings, if the Chairperson is not present, before any other business is transacted, the persons present shall appoint a chairman of the meeting.

(v) The meeting will elect other Committee Officers. The Chairperson elected shall be the "chair" of subsequent annual general meeting.

(vi) The Committee shall present to each annual general meeting the Report and accounts of the Club for the preceding year.

(vii) Nominations for election to the Committee must be made by Members of the Club in writing and must be in the hands of the secretary of the Committee at least 14 days before the annual general meeting. Should nominations exceed vacancies, election shall be by ballot.

P Special General Meeting

(i) The Committee may call a Special General Meeting of the Club at any time. If at least ten members request such a meeting in writing stating the business to be considered, the Secretary shall call a meeting. At least 21 days' notice must be given. The notice must state the business to be discussed.

Q Procedure at General Meetings

(i) The Secretary or other person specially appointed by the Committee shall keep a full record of proceedings at every general meeting of the Club.

(ii) There shall be a quorum when at least one tenth of the members of the Club for the time being or three members of the Club, whichever is the greater are present at any general meeting.

R Notices

(i) Any notice required to be served on any member of the Club shall be in writing and shall be served by the secretary or the Committee on any member either personally or by sending it through the post in a prepaid letter addressed to such a member at his or last known address in the United Kingdom, and any letter

so sent shall deemed to have been received within 10 days of posting.

S Alteration to the Constitution

(i) Subject to the following provisions of this clause, the Constitution may be altered by a resolution passed by not less than two thirds of the members present and voting at a General Meeting. The notice of the general meeting must include Notice of the Resolution, setting out terms of the alternation proposed.

(ii) No amendment may be made to Clause A (the name of the Club), Clause C (the Aims clause), Clause I ( Committee members not personally interested clause), Clause U (the dissolution clause) or this clause without the prior consent in writing of the Commissioners.

T Dissolution

(i) If the Committee decides that it is necessary or advisable to dissolve the Club, it shall call a meeting of all members of the Club, of which not less than 21 days' notice (stating the terms of the resolution to be proposed) shall be given. If the proposal is confirmed by a two thirds majority of those present and voting.

(ii) the Committee shall have power to realise any assets held by or on behalf of the Club.

(iii) Any assets remaining after the satisfaction of any proper debts and liabilities, shall be disposed of by transfer to another voluntary organisation or institution having aims similar to the aims of the Club as the members of the club may determine or failing that shall be applied for some other charitable purpose.

A copy of the statement of accounts, or account and statement, for the final accounting period of the Club must be retained for a period of five years.

U Arrangements until first Annual General Meeting

(i) Until the first Annual General Meeting takes place this Constitution shall take effect as if references in it to the Committee were references to the persons whose signatures appear at the bottom of this document.

(ii) This Constitution was adopted on the date mentioned above by the persons whose signatures appear at the bottom of this document.

 

Signed by

Signature Name

 

Chair .....Matt Love.................. ..........MATT LOVE..................

 

Secretary ......H Byrne....................... ...........HUGH BYRNE.............

 

Treasurer ......P A Clarke................. ............PAUL CLARKE...........

 

Member ..................................... .................................................

 

Member ..................................... .................................................

 

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