CONSTITUTION AND RULES
1.
NAME
The Society shall be called The
Arden Decorative and Fine Arts Society (the Society) and shall
be a member society of the National Association of Decorative and Fine Arts
Societies (NADFAS).
2.
OBJECTS
The Society shall have as its
objects the promotion and advancement of the aesthetic education of the public,
the cultivation, appreciation and study of the decorative and fine arts, and
the giving of aid to the preservation of our national artistic heritage for the
benefit of the public.
3.
POWERS
For the pursuit and fulfilment of
the Society’s objects its powers shall include the following:
3.1
the arrangement
of lectures for members of the Society,
3.2
the arrangement
of study groups, tours and visits to private houses, museums, exhibitions and
other places of interest for members of the Society,
3.3
the arrangement
of related activities of an educational character for children and
other members of the
public,
3.4
the arrangement
of voluntary preservation and recording work by its members in relation to the
decorative and fine arts,
3.5
to purchase,
take on lease, hire or otherwise acquire any real or personal property or
premises including halls or lecture rooms and any rights, privileges or
interests which the Society may think necessary for the promotion of its
objects,
3.6
to subscribe, donate or guarantee money for any purpose
connected with and calculated to advance the objects of the Society.
3.7
to raise and utilise funds for the furtherance of the
objectives but without the power to pledge the personal liability of any member
for the repayment of any sums borrowed.
4.
MEMBERSHIP
4.1 The Society shall have Ordinary Members and may have Honorary Members if the Committee so decides.
4.2
The Committee
shall decide upon the number and admission of Ordinary Members. A waiting List shall be maintained for those
persons applying for membership in excess of the permitted number of members.
4.3
Persons on the
Waiting List will be admitted to membership in strict order of the date of
their application, but priority may be given at the discretion of the Committee
to persons who are members of other member societies of NADFAS who move into
the locality of the Society.
4.4
The Committee
may elect as Honorary Members persons who are distinguished in the decorative
and fine arts or who have done valuable work for the Society. An Honorary Member shall not be liable to pay
a subscription to the Society unless, at the time of his election as such, he
elects to remain an Ordinary member in which case he may retain all the rights
of an Ordinary Member.
5.1
The Society
shall have as its officers a Chairman, a Vice-chairman, a Treasurer and a
Secretary. Other members holding responsibilities designated by a particular
title shall not be constituted Officers for the purpose of these Rules.
5.2
The Officers
shall be nominated annually by the Committee for election at the Annual General
Meeting.
5.3
No person may
hold any one Office for more than three consecutive years, save that if the
Committee so resolves for good and sufficient reason the holder of the Office
of Treasurer or Secretary may serve for not more than five consecutive years.
5.4
The Chairman,
or in his absence the Vice-chairman shall preside at all General and Committee
meetings of the Society. If neither of them is present, those members present
may elect one of their number to be chairman of the
meeting.
5.5
The decision of
the chairman of the meeting shall be final upon any question of order, voting,
adjournment or interpretation of the rules of the Society. In the event of an equality of votes, the
chairman of the meeting shall have a casting vote.
5.6
The Chairman
shall represent the Society at all NADFAS Area and General Meetings. In default
the Society’s representative shall be the Vice-chairman or some other member of
the Committee appointed by the Committee for the purpose.
The Committee may appoint a President and not more than five Vice-presidents for life or for a shorter period as it may so resolve in recognition of their services to the decorative and fine arts or the Society. An Honorary officer shall be entitled to the rights an privileges of ordinary membership save the right to vote at General meeting of the Society.
7.
COMMITTEE
7.1 The Committee shall manage the affairs of the Society and administer its funds.
7.2 The Committee shall consist of not more than twelve elected members including the elected Officers.
7.3 An Ordinary Member may propose or second members for election to the Committee. Nominations must be given in writing to the Secretary, showing the names of the proposer and seconder, and giving also the agreement of the nominee to serve, not less than twenty-eight days before the date of the Annual General Meeting.
7.4 The Committee members shall retire annually at the Annual General meeting, but shall be eligible for re-election save that no elected member of the Committee may serve for more than five consecutive years unless elected as an Officer in which case Clause 5.3 shall apply.
7.5 The Committee may elect members to fill any vacancy on the Committee.
7.6 As an exceptional measure, the Committee may also co-opt a retiring member for a maximum period of two further years.
7.7 The Committee may co-opt up to four additional members. Members co-opted shall serve for one year, and may be re-co-opted but may not serve as such for more than three consecutive years. They shall enjoy the same rights as the elected members of the Committee. Should a co-opted member of the Committee during his service become an elected member, his total consecutive service on the Committee may not exceed five years unless he is elected as an Officer in which case Clause 5.3 shall apply..
7.8 The Committee may appoint sub-committees accountable to it as it so determines.
7.9 The Committee may make regulations for the conduct of meetings other than General Meetings, the attendance of visitors and charges for them, and otherwise for the conduct of the Society’s activities including the payment of sums due to the Society.
7.10 The Committee shall meet as required, and not less than four times per year. The quorum for the conduct of its business shall be six, excluding co-opted members, such number to include at least one elected Officer.
8.
FINANCE
8.1 The financial year shall end on 31st March and the Society’s annual accounts shall be prepared up to that date.
8.2 The funds of the Society shall be kept in the name of the Society in such accounts as the Committee may determine at a recognised bank or other financial institution. Cheques and other instruments shall be signed by not less than two members authorised by the Committee, one of whom shall be an Officer
8.3 The Treasurer shall keep records of all financial transactions and shall be responsible to the Committee for the proper accounting of all the Society’s activities.
8.4 An independent examiner shall be appointed to report on the accounts of the Society, the report being presented to the members at the Annual General Meeting.
9
SUBSCRIPTION
9.1 The annual subscription for Ordinary Members shall be due annually on 1st April and shall be determined by the Committee. Any member whose subscription is not paid within twenty-eight days of the due date shall thereby forfeit his membership. The Committee shall give to all members notice of any increase in subscription not less than twenty-eight days before the due date.
9.2 The Committee at its sole discretion may reinstate the membership of any member whose membership has been forfeit in accordance with Rule 9.1 subject to the payment of all arrears.
9.3 The Committee may charge an entrance fee in addition to the subscription for any new member on first joining the Society.
10
GENERAL
MEETINGS
10.1 The Annual General Meeting shall be held at such time and place as determined by the Committee, not more than three months following the end of the financial year. Twenty-one days notice shall be given to all members specifying the business to be transacted thereat, including all reports and accounts to be presented for adoption.
10.2 The business of the Annual general meeting shall be:
10.2.1 To receive, and if thought fit to adopt, the report of the Committee,
10.2.2 To receive, and if thought fit to adopt, the examined Annual Accounts of the Society,
10.2.3 To elect the Officers and Committee,
10.2.4 To appoint an independent Examiner of the accounts for the ensuing year,
10.2.5 To consider any resolutions of which due notice has been given and which are specified in the notice of the meeting,
10.3 The election of Officers and Committee shall be by show of hands unless there are more candidates than there are vacancies, in which event the election shall be by ballot. For all other business at any General meeting, voting shall be by show of hands.
10.4 Proxy voting is not permissible at any General or Committee meeting.
10.5 The quorum for all General meetings shall be on third of the Ordinary membership for the time being.
10.6 An Extraordinary General Meeting may be convened at the request of the Committee and can also be convened on the request of at least twenty ordinary members. Resolutions to be considered must be given to the Secretary in writing together with the names of the requisitionists and of the proposer and seconder. . Twenty-one days notice of such a meeting shall be given to all members stating the time and place of the meeting and setting out the text of the resolutions to be considered and where applicable the names of the requisitionists.
10.7 Resolutions to be considered at the Annual General Meeting must be given to the Secretary in writing together with the names of the proposer and seconder not less than twenty-eight days before the date of the meeting.
10.8 No business other than stated in the notice of the meeting may be considered at any General meeting.
11
MEMBERS’
ADDRESSES AND DATA PROTECTION ACT
Where members’ records are held by the Society, members shall be deemed to have consented to the disclosure of such information to NADFAS or any subsidiary organisation of NADFAS or to any Society affiliated to either NADFAS or the Society.
No such information may be disclosed to any other party unless required by law.
12 AMENDMENT
OF RULES
Where any resolution proposed at any General meeting would have the effect of altering or amending these Rules, it shall not be deemed to be effective unless passed by a majority of at least two-thirds of those present and voting.
13 EXCLUSION
FROM THE SOCIETY
If, in the opinion of the Committee, the conduct of any member is considered to be injurious to or inconsistent with the character, objects or interests of the Society, the Committee may request in writing such member to resign his membership. Such member shall have the right to attend before the Committee to explain his actions, and no decision on the matter shall be taken by the Committee without considering fully such explanations or other representations which the member may make. Any member who does not resign having received such a request shall be liable to forfeit his membership after the expiry of twenty-eight days from the issue of such a request.
14
WINDING
UP AND WITHDRAWAL
14.1 Notice of any resolution to be proposed at a General Meeting to wind up the affairs of the Society or to withdraw its membership of NADFAS shall be given to the Administrator of NADFAS twenty-one days before the meeting at which it is to be considered. It shall thereby be permitted for an Officer or other member of the Executive Committee of NADFAS to attend and speak at such a meeting.
14.2 Where the resolution concerns withdrawal from NADFAS, the resolution shall not be effective until six calendar months have elapsed from the date on which it was passed.
14.3 Any resolution proposed in accordance with Rule 14.1 shall not have effect unless passed by at least two-thirds of those present and voting.
14.4 In the event of the winding up of the Society, any remaining assets after the discharge of all its liabilities shall be made over to NADFAS, or to any one or more charitable institutions or other associations with objects similar to those of the Society, as the meeting, or in default the Committee, may resolve.
INTERPRETATION
In these rules where the context admits, the masculine shall include the feminine and the singular shall include the plural and vice versa. The decision of the Committee upon any question of the interpretation of the Rules shall be final and binding on all members and guests of the Society.
Revised
2004