REVISED CONSTITUTION OF THE HEENE COMMUNITY ASSOCIATION ADOPTED ON
25 SEPTEMBER 2019

Charity Registration Number: 290117

Heene Community Association

122-126 Heene Road

Worthing

West Sussex BN11 4PL

CONSTITUTION OF THE HEENE COMMUNITY ASSOCIATION

adopted on the 25day ofSeptember 2019

  1. NAME

The name of the charity shall be the Heene Community Association (hereinafter called “the Association”)

The objects of the Association are to:

The Association shall be non-party in politics and non-sectarian in religion. The area of benefit shall be the railway line to the north, the sea to the south, Chapel Road to the east and George V Avenue to the west.

In furtherance of the said objects, but not otherwise, the Association shall have power to:

  1. Such member shall not be present at or take part in any discussions or decision relating to such remuneration;
  1. Any decision to remunerate such member shall be taken unanimously by the other members present and voting at the meeting at which the decision is made;

  2. The other members are satisfied that the level of remuneration is reasonable and proper having regard to the services rendered by such members to the Association;
  1. The other members are satisfied that the services rendered to the Association are of special value to the Association having regard to such member’s ability, qualifications, or experience and/or to the level of remuneration for which he/she has agreed to provide them;

Members shall pay such subscriptions as the Management Committee may from time to time determine.

Groups of individuals, being individual or junior may, with the permission of the Management Committee, through the manager, form themselves into Sections for the furtherance of activities that support the objects of the Association. The following provisions apply to Sections:

  1. The Management Committee shall determine the terms of reference and functions of each such Section and the duration of its activities;
  1. Any member of the Association may resign his/her membership and any    representative of a member organisation or Section mayresign such position, by giving to the Secretary of the Association written notice to that effect.

Once in each calendar year an Annual General Meeting of the Association shall be held at such a time and place as the Management Committee shall determine, being not more than fifteen months after the adoption of this constitution and thereafter the holding of the preceding Annual General Meeting. The Secretary shall give at least twenty-one clear days notice of the Annual General Meeting; shall be givenindividually to members or posted in a conspicuous place or places in the area of benefit and/or advertised in a newspaper circulating in the area of benefit.

The Chair of the Management Committee shall be the chair of the Annual General Meeting but if he or she is not present, before any business is transacted, the persons present shall appoint a chair of the meeting.

The business of each Annual General Meeting shall be:

(b) Special General Meetings:

The Chair of the Management Committee may at any time at his/her discretion and the Secretary shall within twenty one days of receiving a written request so to do signed by not less than ten members with power to vote and giving reasons for the request, call a Special General Meeting of Meeting of the Association to consider the business specified on the notice of meeting and for no other purpose. The Secretary shall give at least fourteen clear days notice of the Special General Meeting individually to members or posted in a conspicuous place or places in the area of benefit and/or advertised in a newspaper circulating in the area of benefit.

The Chair of the Management Committee shall act as chair of the Special Meeting, if both the Chair and the Vice Chair are absent from any meeting, the members present shall choose one of their number to chair of the meeting before any other business is transacted.

  1. THE MANAGEMENT COMMITTEE

The policy and general management of the affairs of the Association shall be directed by the Management Committee which shall hold at least four ordinary meetings each year. A special meeting may be called at any time by the Chair or by any two members of the Management Committee upon not less than four clear days notice being given to the other members of the Management Committee of the matters to be discussed but if the matters include an appointment of a co-opted member then not less than twenty one clear days notice must be given. As the charity trustees, the Management Committee shall have power to enter into contracts for the purposes of the Association on behalf of all members and may exercise on behalf of the Association any or all of the powers enumerated in Clause 3 hereof.

The provisions of paragraphs (i) and (ii) of this sub-clause also apply to any individual holding trustee who may be appointed in accordance with Clause 17(a) below.

  1. SUB-COMMITTEES

The Management Committee may appoint one or more sub-committees for supervising or performing any activity or service. In such case:-

  1. MANAGEMENT COMMITTEE MEMBERS NOT TO BE PERSONALLY INTERESTED

Except as provided in sub-clauses 3 (q) and 3 (s):

  1. PAID EMPLOYEES

Subject to the provisions of Clause 22, all questions arising at a meeting of the Association, the Management Committee or one of its sub-committees shall be decided by a simple majority of those present and voting. Each member shall have one vote and in case of an equality of votes the chair shall have a casting vote in addition to any other vote he or she may have.

(i) Committee Meetings: one third of the members shall form a quorum at meetings of the Management Committee and sub-committees of the Association.

(ii) General Meetings: tenmembers with power to vote or one third of the members with power to vote, whichever is the less, shall form a quorum at General Meetings of the Association. In the event that no quorum is present at an Annual General Meeting of the Association, or the meeting has to be abandoned, the meeting shall stand adjourned and be reconvened fourteen days later, and those members with power to vote present at that meeting shall be deemed to form a quorum.

  1. STANDING ORDERS AND RULES FOR THE USE OF THE CENTRE

The Management Committee shall have power to adopt and issue Standing Orders and/or Rules for the conduct of Association business and/or Rules for the use of the Centre. Such Standing Orders and Rules shall come into operation immediately, provided always that they shall be subject to review by the Annual General Meeting and shall be consistent with the provisions of this constitution.

  1. FINANCE

Subject to the provisions of sub-clause (b) of this clause, the Management Committee shall cause the title of all land (which is not vested in the Official Custodian for Charities) and all investments held by or in trust for the Association to be vested in either a corporation entitled to act as custodian trustee or in not less than three nor more than four named individuals (not being members of the Management Committee) appointed by the Management Committee as holding trustees. Holding trustees shall act in accordance with the lawful directions of the Management Committee. PROVIDED THAT they act only in accordance with such lawful directions, holding trustees shall not be liable for the acts and defaults of the members of the Management Committee. Holding trustees may be removed by the Management Committee at its pleasure and shall otherwise cease to hold office in accordance the provisions of Clause 10(f) above.

If a corporation entitled to act as custodian trustee has not been appointed to hold the property of the Association, the Management Committee may permit any investments held by or in trust for the Association to be held in the name of a clearing bank, trust corporation or any stockbroking company which is a members of the International Stock Exchange (or any subsidiary of any stockbroking company) as nominee for the Management Committee and may pay such nominee reasonable and proper remuneration for acting as such.

  1. ACCOUNTS

The Management Committee shall comply with its obligations under the Charities Act 1993 (or any statutory modification or re-enactment of that Act) with respect to:

and Wales

  1. ANNUAL REPORT AND RETURNS

The Management Committee shall comply with its obligations under the Charities Act 1993 (or any statutory modification or re-enactment of that Act) with respect to the preparation of an annual report and an annual return and their transmission to the Charity Commissioners for England and Wales.

(i) For any loss to the property of the Association by reason of any improper investment made in good faith (so long as he/she shall have sought professional advice before making such investment); or

(ii) for the negligence or fraud of any agent employed by him/her or by any other members of the Management Committee in good faith (provided reasonable supervision shall have been exercised); and

(iii) no member of the Management Committee shall be liable by reason of any mistake or omission made in good faith by any member of the Management Committee other than wilful and individual fraud, wrongdoing or wrongful omission on the part of the member who is sought to be made liable.

If the Management Committee by a simple majority decides at any time that on the ground of expense or otherwise it is necessary or advisable to dissolve the Association it shall call a meeting of all members with power to vote and of the inhabitants of the area of benefit of the age of eighteen years and upwards of which meeting not less than twenty one clear days notice (stating the terms of the resolution to be proposed thereat) shall be posted in a conspicuous place or places in the area of benefit and advertised in a newspaper circulating in the area of benefit and given in writing to the Director of “The Charity Commissioners” (adopted 10 April 2018). If such decision shall be confirmed by a simple majority vote of those present at such meeting the Management Committee shall have power to dispose of any assets held by or in the name of the Association.

Any assets remaining after the satisfaction of any proper debts and liabilities shall be transferred to any charity or charities with similar charitable purposes to those of the Association to be used for the benefit of the inhabitants of the area of benefit as the Management Committee may decide subject to the prior approval in writing of the Charity Commission for England and Wales, or other authority having charitable jurisdiction. The Management Committee shall notify the Charity Commission promptly of the decision to dissolve the Association and, if obliged to do so,send to it a copy of the Association’s final accounts.

Any proposal to alter this constitution must be delivered in writing to the Secretary of the Association not less than twenty eight days before the date of the meeting at which it is first to be considered. Any alteration will require the approval of both:

At least fourteen clear days notice shall be posted in a conspicuous place in the area of benefit and advertised in a newspaper circulating in the area of benefit, stating the wording of the proposed alteration.

No alteration should be made to this constitution which would cause the Association to cease to be a charity at law. No alteration to Clause 1 (Name), Clause 2 (Objects), Clause 12 (Personal Interests), Clause 21 (Dissolution) or to this Clause shall take effect until the approval in writing of the Charity Commissioners or other authority having charitable jurisdiction shall have been obtained.

This Constitution was adopted, pursuant to the constitution adopted on *04/07/2017, at a General Meeting of the Association held on 25.09.2019having been approved at a Management Committee meeting held on 24.04.2019

Signed N. D. Barden                              J.Baker

Chair of the meeting                                          Secretary of the meeting

*Insert here the date on which the previous constitution was adopted

Heene Community Association – Area of Benefit

Heene Community Association serves the Worthing West Sussex Municipal Wards of Marine, Heene and Central Wards as marked above and in 2. Objects (c):

“The area of benefit shall be the railway line to the north, the sea to the south, Chapel Road to the east and George V Avenue to the west”