Constitution
CONSTITUTION OF PURBECK UNIVERSITY OF THE THIRD AGE -, also known as PURBECK U3A
REGISTERED AS A CHARITY No. 1075342
A MEMBER OF THE THIRD AGE TRUST, AS AN UNINCORPORATED ASSOCIATION.
1. NAME
The name of the charity is Purbeck University of the Third Age hereafter referred to as “PU3A“.
2. ADMINISTRATION
Subject to the matters set out below, PU3A and its property shall be administered and managed in accordance with this constitution by the members of the elected Committee hereafter referred to as “The Committee”, as constituted by clauses 6 and 7 of this constitution.
3. OBJECTS
The Objects of PU3A are:
(i) To advance the education of the public and in particular the education of middle aged and older people in Purbeck, Dorset and its surrounding locality who are no longer in full-time gainful employment.
(ii) The provision of facilities for leisure time and recreational activities with the object of improving the conditions of life for the above persons in the interests of their social welfare.
4. POWERS
In furtherance of the Objects but not otherwise, The Committee may exercise the following powers to;
(i) 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 requirements of the law.
(ii) receive donations, endowments, sponsorship, grants, legacies and subscriptions from persons desiring to promote all or any of the Objects of PU3A and to hold funds in trust for the same.
(iii) buy, take on lease or exchange any property necessary for the achievement of the Objects and to maintain and equip it for use.
(iv) sell, lease or dispose of all or any part of the property of PU3A, subject to any consents required by law.
(v) co-operate with other charities, voluntary bodies and statutory authorities operating in furtherance of the Objects or of similar charitable purposes and to exchange information and advice with them.
(vi) support any charitable trusts, associations or institutions formed for all or any of these Objects.
(vii) appoint and constitute such advisory committees as The Committee may think fit.
(viii) organise and run conferences, lectures, seminars and courses.
(ix) publish books, pamphlets, reports, leaflets, journals and instructional matter and to produce films and videos.
(x) participate in, and assist in, the development of area and regional groupings of U3As.
(xi) do all such other lawful things as are necessary for the achievement of the Objects.
5. MEMBERSHIP
(i) Membership of PU3A shall be open to individuals and any corporate body or unincorporated association, interested in furthering the work of PU3A, provided that they agree to abide by this Constitution and any conditions properly imposed by The Committee and to pay the annual subscription as determined by The Committee and confirmed by the membership at an Annual General Meeting.
(ii) Every individual member shall have one vote.
(iii) Each member organisation shall be entitled to receive notice and attend General meetings of PU3A having appointed an individual to represent it and informed the Secretary of the details but shall have no voting rights.
(iv) The Committee may and for good reason terminate the membership of any individual or member organisation if annual membership or other fees are unpaid by 30th September or if the member or member organisation acts in a way which is prejudicial to PU3A or to the running of PU3A or brings it into disrepute, provided that the individual concerned or the appointed representative of the member organisation concerned shall have the right to be heard by The Committee accompanied by a friend who may also speak, or make written representation before a final decision is made.
6. THE COMMITTEE
The management of PU3A shall be vested in a committee, consisting of Members whose duty it shall be to carry out its general policy and to provide for the administration, management and control of the affairs and property of PU3A. (“The Committee”)
(i) The said Committee shall consist of not less than 5 and not more than 10 members, who shall be nominated and seconded at the AGM and giving their oral consent to their nomination. In the event that there are more than 10 nominations there shall be an election to select the 10 members who will form The Committee. Nominations for membership of The Committee may also be taken in writing at least 7 days before the AGM, such written nominations being seconded in writing and having the nominees written approval.
(ii) The newly elected Committee shall take control of PU3A from the closure of the AGM at which they have been appointed.
(iii) The Committee may, in addition, appoint not more than 2 co-opted members who shall have full voting rights and have tenure until the next Annual General Meeting.
(iv) Persons, who need not be members, may be invited by The Committee to serve because of their special expertise. They shall have no voting rights and their term of service shall expire at the next Annual General Meeting.
(v) Vacancies on The Committee which arise through resignation or termination during the year can be filled from the membership and such an appointee shall complete the term of service of the member he or she is replacing and shall be eligible for re -election in the prescribed manner at the next Annual General Meeting.
(vi) The proceedings of The Committee shall not be invalidated by any vacancy among their number or by any failure to appoint or any defect in the appointment, election or co-option of a member.
(vii) A member of The Committee shall cease to hold office if he or she;
(a) is disqualified from acting as a member of The Committee by virtue of section 72 of the Charities Act 1993 (or any statutory re-enactment or modification of that provision)
(b) becomes incapable by reason of mental disorder, illness or injury of managing and administering his or her own affairs.
(c) is absent without the permission of The Committee from 3 consecutive meetings and The Committee resolve that his or her office be vacated.
(d) is subject to a vote of no confidence from The Committee as a result of actions which bring PU3A into disrepute or conduct prejudicial to PU3A or failure to abide by the terms of this constitution or decisions of The Committee.
(e) notifies in writing to The Committee a wish to resign (but only if at least four members of The Committee will remain in office when the notification of resignation is to take effect which shall be at least 21 days from the receipt of the notification).
7. HONORARY OFFICERS
Following the Annual General Meeting and at the first meeting of the new executive Committee, the committee members shall elect from among themselves a Chairman/Chairwoman, a Secretary, a Treasurer, a Vice Chairman/Chairwoman, all of whom shall hold office with immediate effect. The Chairman/Chairwoman shall not hold office for more than 3 consecutive years without an intervening period of at least one year.
8. MEETINGS AND PROCEEDINGS OF THE COMMITTEE
(i) The Committee shall hold at least 4 ordinary meetings each year.
(ii) A special meeting may be called at any time by the Chairman or by any two members of The Committee upon not less than seven days notice being given to other members of The Committee of the matters to be discussed.
(iii) The Chairman shall chair the meetings and in his or her absence the Vice-Chairman shall take over or if he or she is also absent. The Committee shall choose one of their number to chair the meeting before any business is transacted.
(iv) There shall be a quorum when at least three members of The Committee are present at the meeting.
(v) 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 Chairman of the meeting shall have a second or casting vote.
(vi) The Committee shall keep minutes of the proceedings of its meetings which should incorporate reports of any sub-committees and these minutes shall be available for inspection should a member request it.
(vii) The Committee may appoint sub-committees consisting of at least one of its members for the purpose of performing any function or duty which in the opinion of The Committee would be more conveniently undertaken or carried out by a sub-committee, provided that all acts and proceedings of any such sub-committees shall be fully and promptly reported to The Committee
(viii) No Committee member shall be chargeable or responsible for loss caused by any act done or committed by him/her or by any other Committee member or by reason of any mistake or omission made in good faith by any Committee member or by reason of any other matter other than wilful and individual fraud or wrongdoing or actions knowingly beyond the scope of a specific authority or limit thereon on the part of the Committee member in question.
9. FINANCE
(i) The funds of PU3A, including all donations, contributions and bequests, shall be paid into an account/accounts operated by The Committee in the name of Purbeck U3A such bank as The Committee shall from time to time decide. All cheques drawn on the account must be signed by at least 2 committee members.
(ii) The funds belonging to PU3A shall be applied only in furthering the objects.
(iii) No funds shall be transferred in any way to Committee members, provided that nothing herein shall prevent the payment in good faith of reasonable and proper out of pocket expenses incurred in the course of U3A work.
(iv) All proper costs, charges and expenses incidental to the management of PU3A and membership of the Third Age Trust may he defrayed from the funds of PU3A.
10. PROPERTY
All property of PU3A shall be applied solely to the work of PU3A. Ownership of property is vested in PU3A and items may with the agreement of The Committee be transferred on a temporary basis to a member’s home in pursuance of his/her designated role until such time as the member's tenure of office ceases or The Committee request its return.
11. ACCOUNTS
The Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re-enactment or modification of that Act) with regard to:
(i) The keeping of accounting records for PU3A:
(ii) The preparation of annual statements of account for PU3A
(iii) The independent examination of the statements of account for PU3A, and
(iv) The transmission of the statements of account of PU3A to the Charity Commission.
12. ANNUAL REPORT
The Committee shall comply with their obligations under the Charities Act 1993 (or any statutory re-enactment or modification of that Act) with regard to the preparation of an annual return and its transmission to the Commission.
13. ANNUAL GENERAL MEETING
(i) There shall be an Annual General Meeting of PU3A which shall be held in the month of May in each year or as soon as practicable thereafter but not later than 15 months after the preceding Annual General Meeting.
(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 the members of PU3A. All the members of PU3A shall be entitled to attend and vote at the meeting.
(iii) Accidental omission to give notice to any member shall not invalidate the proceedings of the General Meeting.
(iv) The Committee shall present to each Annual General Meeting the report and accounts of PU3A for the preceding year for approval.
(v) The Committee shall seek approval for the appointment of the examiner for the accounts.
(vi) Any proposals to amend the Constitution subject to clause 16 shall be considered at the Annual General Meeting and any other business published in the agenda.
14. SPECIAL GENERAL MEETING
The Committee may call a Special General Meeting of PU3A at any time and if at least 10 percent of the members request such a meeting in writing stating the business to be considered, the Secretary shall call such a meeting. At least 21 days’ notice shall be given. The notice must state the business to be discussed. There shall be a quorum when 25 members are present including 3 Committee members, 2 of whom should be office holders. Accidental omission to give notice to any member shall not invalidate the Proceedings.
15. PROCEDURE AT GENERAL MEETINGS
(i) The Secretary or other person specially appointed by The Committee shall keep a full record of the proceedings at every General Meeting of PU3A.
(ii) There shall be a quorum when at least 10 percent of the number of members of PU3A is present at any General Meeting or 25 members whichever is the larger number. These shall include three Committee members two of whom shall be office holders.
(iii) If within half an hour from the time appointed for the meeting a quorum is not present, the meeting if convened at the request of the members, shall be dissolved. In any other case it shall be adjourned to a suitable day and time as The Committee shall direct, provided 21 days’ notice is given to all members. If at the adjourned meeting a quorum is not present within half an hour of the time appointed for the meeting, the members present shall be a quorum.
(iv) The Chairman of PU3A shall be the Chairman of the General Meeting at which he/she is present. In the absence of the proposed Chairman, The Committee shall have the power to elect a chairman for the meeting.
(v) If there is a tied vote the Chairman of the meeting should have a second and casting vote.
16. ALTERATIONS 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 the terms of the alteration proposed.
(ii) No amendment may be made to clause 1 (the name of the charity) clause 3 (the Objects clause) clause 17 (the dissolution clause) or this clause without the prior consent in writing of the Charity Commissioners.
(iii) No amendment may be made which would have the effect of making Purbeck University of the Third Age to cease to be a charity at law. The Committee shall promptly send to the Charity Commission a copy of any amendment made under this clause.
17. DISSOLUTION
If The Committee decides that it is necessary or advisable to dissolve PU3A it shall call a Special General Meeting of all members of PU3A 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, The Committee shall have power to realise any assets held by or on behalf of the Charity. Any assets remaining after the satisfaction of any proper debts and liabilities shall be given or transferred to other such local charitable institution or institutions having objects similar to the Objects of PU3A as the members of PU3A may determine or to the Third Age Trust Registered Charity No. 288007. A copy of the statement of accounts or account and statement for the final accounting period of PU3A must be sent to the Charity Commission.
This Constitution offered for approval and adopted by the members attending the Annual General Meeting on 21 May 2020.
Signed
Gill Calvin Thomas, Chair Cathy Kerridge, Treasurer,
Fully Revised May2020