LANDULPH FESTIVAL ASSOCIATION CONSTITUTION 2020 – awaiting agreement at AGM

1. Adoption of the Constitution
a. The Association and its business and assets will be administered in accordance
with the provisions of this constitution.
b. No alterations to this Constitution shall be made except by a Resolution approved by a majority vote of Members at an Annual General Meeting or an Extraordinary General Meeting.

2. Definitions
The Association – the Landulph Festival Association
Music and The Arts – all forms and types of music and all forms and types of graphic, constructive, written and creative skills.
Certified Accounts – The Annual Accounts inspected and approved by an independent person or body and certified as a true record of The Association’s affairs.
Funds and Assets – all the monies and properties and fixtures and fittings belonging to The Association.
AGM – Annual General Meeting
EGM – Extraordinary General Meeting

3. The Name
The organisation shall be known as: The Landulph Festival Association

4. The Objects
a. The primary Object of the Association shall be the promotion of Music and the Arts in Landulph parish and local area.
b. The Association will be managed as a not-for-profit organisation

5. Application of Funds and Assets
a. The funds and assets of the Association shall be applied solely to the furtherance of the Association’s Objectives.
c. On dissolution, remaining funds will be disbursed in accordance with Section 17 of this Constitution

6. Membership.
The Association will have no formal membership list or fees. Members of the public who support it in whatever way, (whether by attendance, committee membership, donation, sponsorship or other attachment) will be kept informed of the Association’s activities. These contacts with the public will comply in all respects with General Data Protection Regulations.

7. Administration.
a. The day to day affairs of the Association shall be managed by The Committee.
b. The Committee shall comprise the four Officers and no more than six other members of the public.
c. The Officers of the Association shall be a Chairman, Vice-Chairman, Honorary Treasurer and Honorary Secretary.
d. The Officers and other members of The Committee are honorary appointees and are deemed to be volunteers. They shall receive no remittance or payment other than the recovery of authorised expenses properly incurred by them on behalf of The Association.

8. Duration of appointment to Office and Committee.
All Officers and Committee members shall remain in office for one year only but may seek and be eligible for re-election in the following year.

9. Elections of Officers and Committee.
All Officers and Committee Members shall be elected annually at the Annual
General Meeting by a majority vote by those in attendance. In the absence of any proposals for candidates, volunteers may offer themselves for election.

10. Powers of the General Committee.
The Committee shall have the power to:
a. Co-opt additional Committee members who may serve until the next Annual General Meeting after which they may be reappointed at the discretion of the General Committee.
b. To appoint Sub – Committees for special purposes.
c. Raise capital by the means only of non – repayable grants or donations.

11. Meetings
a. The Committee. The Committee shall meet as frequently as is required to further the Objects of the Association. Non-Committee members of the public may attend by invitation only.
b. Annual General Meeting. An Annual General Meeting shall be held within fifteen months of the adoption of the Constitution and Annual General Meetings shall be held in each subsequent year providing that not more than fifteen months shall elapse between successive Annual General Meetings. Only published agenda items shall be dealt with at an Annual General Meeting; there shall not be an agenda item of Any Other Business.
c. Extraordinary General Meetings. The Committee may call an Extraordinary General Meeting at any time. Only published agenda items shall be dealt with at an Extraordinary General Meeting; there shall not be an agenda item of Any Other Business.

12. Notices and Resolutions
a. All notices to the public shall be displayed on public notice boards and in other suitable media.
b. The minimum period of notice to call an AGM or EGM is twenty-one clear days from the date on which the notice is issued. The notice must specify the date, time, venue and nature of the business to be conducted.
c. Any Member may put forward a Resolution on any matter of Association business for discussion and adoption at an AGM or EGM by giving or sending it to the Hon. Secretary within fourteen clear days of the date on which an AGM or EGM is to be held

13. Voting.
a. Only one vote may be cast by entitled voters. Proxy voting will not be accepted.
b. The business conducted by the General Committee shall be approved by a majority vote.
c. The business conducted at an AGM or EGM shall be approved by a majority vote subject to there being a Proposer and Seconder of any business or resolution.
d. The Chairman of all meetings shall be an Officer of the Association and have a casting vote.
e. A co-opted committee member will have the same voting rights as elected members.

14. Quorum.
No business shall be transacted at a meeting unless a quorum is present. For this purpose a Quorum is defined as:
a. General Committee Meetings. Attendance by at least two thirds of the collective number of Officers, Committee Members and Co-opted Committee Members, and to include at least two Officers.
b. Annual General Meetings or Extraordinary General Meetings. . Attendance by at least two thirds of the collective number of Officers, Committee Members and Co-opted Committee Members, and to include at least two Officers, and any members of the public able to attend.

15. Finances.
a.The Annual Accounts shall be inspected and approved by an independent person or body, approved beforehand by the General Committee, and certified as a true record of The Association’s affairs.
b.The fiscal year of the association shall run for such period as embraces the typical annual cycle of the Association’s activities, where possible offering comparable year on year data.
c.The Hon. Treasurer shall provide a financial summary at all meetings of the General Committee.
d. The Hon. Treasurer shall produce an Annual Profit and Loss Account and a
Balance Sheet for each Fiscal Year. These shall be Certified Accounts and shall be completed and presented to the General Committee and also at the AGM, if so requested at least twenty-one clear days before the date of an AGM.
e. The Association shall keep its liquid funds (apart from Petty Cash) in a Bank or Building Society Account. Two authorised signatories will be required for cheque withdrawals; the Hon Treasurer will have delegated authority to manage an electronic banking account if available.

16. Byelaws The Committee is empowered to make byelaws to govern and further the business of the Association providing always that such byelaws are within the spirit of this Constitution.

17. Dissolution. The Association may be dissolved only at an Annual General Meeting or Extraordinary General Meeting. The meeting may recommend how assets will be disbursed, leaving final decisions to the Committee.