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Constitution

Management committee meetings

(Third Edition as passed at EOGM 15 March 2005)

1 Name

The name of the organisation is The Family Centre (*Deaf Children) – (herein after called “The Centre”).

Objects:

The object of The Centre is:

To further the relief and education of children and their families, who are living with deafness locally and throughout the United Kingdom.

In the furtherance of the above object but not otherwise The Centre shall have the following powers:

to operate an Equal Opportunities policy

to provide a base for families and carers of deaf children to discuss, to meet, to interact freely with professionals and to have access to materials, information and training as required

to work in conjunction with other agencies and providers of services for the benefit of families with deaf children

to provide some support, training and information in languages other than spoken English, including British Sign Language, and to facilitate contacts between families and deaf people

to promote, encourage or otherwise undertake organised research into the effects of deafness and the family, and to publish the useful results of such research.
*The definition of deafness is to include all ranges of hearing loss whatever the cause.

to promote and encourage the education and training of professionals, students and other persons for the furtherance of the education and support of the families of deaf children

to arrange public meetings, lectures, conferences and seminars for the consideration and discussion of problems arising out of childhood deafness and the family

to affiliate or become affiliated to any charitable body having objects similar to those of The Centre

to do all or any of the things herein authorised either alone or in conjunction with any other charitable organisation, institution, society or body with which this Centre is authorised to link

to raise funds and to invite and receive contribution from any person or persons or body corporate by way of subscription, covenant, donation, affiliation fees, legacies, grants or otherwise provided that this shall be without prejudice to the power of The Centre to disclaim any gift, legacy or bequest in whole or in part in such circumstances as The Centre may think fit and provided also that The Centre shall not undertake any permanent trading activities in raising funds for the above mentioned charitable objects

to do all such other lawful things as shall further the attainment of the above objects or any of them

the Board of Directors may employ staff to carry out the work of The Centre.

Membership

Full membership of The Centre shall be open to all families who live with deafness. Associate membership shall be open to professionals, other deaf adults and other interested families/carers.

Each family/individual shall pay a membership annually. The amount will be decided and reviewed by the Board of Directors. Fees will be paid by 31 March each year and can be waived at the Boards discretion. The Board should have the power to terminate membership.

Board of Directors

The affairs of The Centre shall be governed by a Board of Directors consisting of eleven (11) members, elected by the membership at the AGM for a term of three years with one third retiring each year (3:4:4) but being able to stand for re-election. Members of the Board shall be full members as defined in paragraph 3.

Office bearers shall consist of: Chair, Vice Chair, Treasurer and Secretary elected openly at the AGM plus any others as deemed necessary from time to time, who shall be chosen at the first meeting after the Annual General Meeting and who also should be full members.

Quorum: a minimum of five (5) is necessary to constitute any meeting of the Directors.

The Board of Directors shall normally meet monthly, but at least six times a year with at least three open meetings.

Co-optees may be invited by the Board of Directors to be non-voting members of those committees for advisory purposes when deemed necessary. Sub-committees can also be formed when required.

The Board of Directors has the power to recommend the dismissal of a member of that committee by a vote of two thirds majority followed by the calling of an extraordinary meeting.

Annual General Meeting

The Annual General Meeting shall be held with six weeks notice. The Business of the said meeting shall include:

the receipt of audited accounts and reports on the preceding year
the election of a Board of Directors and appointment of Officers. Nominations shall be received by the Secretary, in writing, two weeks to the date of the meeting; the nominees written consent having been acquired and the letter signed by both Proposer and Seconder.

the appointment of Auditors

the meeting must be quorate. The quorum is ten full members entitled to vote, or one tenth of the total number of members, whichever is the greater.

Extraordinary General Meeting

An Extraordinary General Meeting shall be convened upon the request of the Board of Directors on an overall majority or by 5% of the members of The Centre working together.

No business shall be transacted at such meeting other than that specified in the Notice.

The quorum shall be as in 5 (d) above.
Notice of Annual or Extraordinary General Meetings

The General meeting shall be advertised within The Centre and by post to all members, or by such other method as the Board of Directors shall from time to time decide. This notice and related agenda shall also be available in BSL at the same time as the English versions.

Minutes

Minutes of all meetings of the Board of Directors, Annual General Meetings and Extraordinary Meetings shall be taken and made available.

Voting

Those entitled to vote at a General Meeting and for the Board of Directors shall be members as defined in paragraph 3. Those who have not paid their annual subscriptions and Associate Members are entitled to attend the General Meeting, but not to vote.

Decisions shall be taken by a simple majority, except on matters of constitution when a two thirds majority is required.

Trustees

All property of The Centre shall be vested in at least three Holding Trustees who will be appointed by the Board of Directors. These Trustees will not be involved in any other management aspect of The Centre.

Remuneration

No member of the Board of Directors/Management Committee or Trustees shall receive any financial reward in respect of his/her position, nor be employed as a member of staff, without the prior written consent of the Charity Commissioners, but a facility shall be provided for the payment of actual out of pocket expenses at a level determined by the Board.

Banking/Accounts

The Board of Directors shall make arrangements for opening and operating a bank account or accounts. Signatories will be determined by the Board. Each Account/Cheque must have at least two signatories.

The Board of Directors shall provide books of accounts in which shall be kept all proper accounts of all monies received and paid respectively by or on behalf of the Board for the purpose of The Centre.

The Board shall arrange for the accounts to be audited annually at 31 March by a Chartered Accountant.

Amendments to the Constitution

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 the terms of the alteration proposed.

no amendments may be made to clause (1) (the name of the charity clause), clause (2) (the objects clause), clause (11) (Executive committee members not to be personally interested clause), clause (15) (the dissolution clause, or this clause without the prior consent in writing of the Commissioners.

no amendment may be made which would have the effect of making the Charity cease to be a charity by law.

The Executive Committee should promptly send to the Commissioners a copy of any amendment made under this clause.

Registration

The Centre shall be registered with the Charity Commission and Companies House as a company limited by guarantee.

Dissolution

The decision to wind up The Centre must be taken by a majority vote at an Annual General Meeting or an Extraordinary Meeting, the decision being with the members. Once debts have been paid to creditors any outstanding assests should be transferred to an organisation or organisations having objects similar to The Family Centre (Deaf Children) in consultation with the Charity Commission.


Management Meetings for 2007

Wednesday 10th October 2007 7.00pm to 9.00pm
Centre for Deaf People, King Square, Bristol

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