Alton

Costitution

CONSTITUTION OF THE ALTON UNIVERSITY OF THE THIRD AGE (U3A)
A MEMBER OF THE THIRD AGE TRUST AS AN UNINCORPORATED ASSOCIATION

Amended at SGM on 18 December 2015
Revised after AGM on 10th June 2016
and after AGM on 15th June 2018

1. NAME
The Name shall be The Alton U3A (in this constitution called “the U3A”)

2. OBJECTS AND POWERS
2.1 OBJECTS
The objects of the U3A are:-
2.1.1 The Advancement of education, in particular, the education of older people and those who are retired from full time work by all means, including associated activities conducive to learning and personal development.
2.1.2 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.

2.2 POWERS
In furtherance of the above the U3A may:-
2.2.1 Purchase, take on lease or in exchange hire and otherwise acquire and sell or dispose of real or personal property and any rights and privileges which the U3A may think necessary for the promotion of the Objects, subject to such consents as may be required by law.
2.2.2 Publish books, pamphlets, reports, leaflets, journals, films, videos and instructional matter.
2.2.3 Found and carry on schools and training courses and run lectures, seminars, conferences and courses.
2.2.4 Encourage and assist in the formation and operation of area and regional groupings of other U3As.
2.2.5 Receive donations and endowments, sponsorship fees, and legacies from persons desiring to promote the Objects of the U3A or any of them and to hold funds in trust for the same.
2.2.6 Do all such other lawful things as may be necessary for the attainment of the above Objects or any of them.

3. MEMBERSHIP
3.1 All persons interested in supporting the Objects of the Third Age Trust shall be admitted to membership at the approval of the Committee and upon payment of the annual subscription as determined by the Committee and endorsed by the membership at the Annual General Meeting provided that they agree to abide by this constitution and any conditions properly imposed by the Committee.

3.2 The Committee may terminate membership of any member if:-
3.2.1 There is any money owed to the U3A in respect of annual membership or other fees are unpaid one (1) month after the due date.
3.2.2 The member acts in a way which is prejudicial to the U3A or brings it into disrepute PROVIDED THAT the individual concerned shall have the right to be heard by the Committee before a final decision is made.

4. MANAGEMENT
The management of the U3A shall be vested in a Committee consisting of the 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 the U3A
4.1.1 The Committee shall consist of at least five and not more than ten members (excluding those who are co-opted) including the principal officers (Chairman, Vice-Chairman, Secretary and Treasurer).
4.1.2 Not more than two (2) ordinary members may be co-opted to the Committee; they shall have full voting rights and their term of office shall expire at the next following Annual General Meeting.
4.2 Members of the Committee including principal officers shall be elected at the Annual General Meeting.
4.2.1 Nominations to the Committee, including principal officers, duly agreed by the nominee shall be proposed and seconded and delivered in writing to the Secretary no
later than three days before the Annual General Meeting.
4.2.2 The newly elected Committee shall take office at the conclusion of the Annual General meeting.
4.2.3 There shall be not less than four (4) Committee meetings a year.
4.2.4 Officers shall serve for a period of one year and Committee members for a period of one year. Retiring officers and Committee members may stand for re-election provided that no one may hold the office of Chairman or Vice-Chairman for more than three (3) consecutive years without an intervening period of at least one year, except that a retiring Vice-Chairman may stand immediately for the post of Chairman. Committee members may resign office by giving not less than twenty-one (21) days notice in writing to the Secretary or the Chairman. The Committee has the power to fill casual vacancies from the membership. Such an appointee shall complete the term of office the member he or she is replacing and shall be eligible for re-election.
4.2.5 At Committee meetings matters shall be decided by a simple majority of votes of Committee members present. In the case of an equality of votes the Chairman shall have a second or casting vote.
4.2.6 The quorum for any Committee meetings shall be five (5) or one half of Committee members which ever is the greater.
4.3 Special Committee meetings may be called at any time by the Chairman or by any two (2) members of the Committee upon seven (7) clear days’ notice being given to all the Committee members of all the matters to be discussed.
4.4 The Committee may appoint sub-committees, to which it may from time to time, and for such time as it determines, delegate the transaction of such matters and the performance of such acts as it thinks fit and the Committee shall exercise supervision over the proceedings and acts of such sub-committees. Sub-committees shall report back to the Committee as soon as possible on actions taken under delegated powers.
4.5 The proceedings of the Committee shall not be invalidated by any defect in the appointment, election or co-option of any member of any committee or sub-committee.
4.6 The Secretary shall ensure that minutes are kept of all sub-committee, committee and General Meetings.

5. ANNUAL AND SPECIAL GENERAL MEETINGS
5.1 The Annual General Meeting shall be held once in each year and not later than fifteen (15) months after the preceding Annual General Meeting. At least twenty-one (21) days notice shall be available in writing for members. A quorum shall be 10% of the paid up members. The business of the Annual General Meeting shall include:-
5.1.1 Receiving and approving the Annual Report.
5.1.2 Receiving and approving the independently examined/audited accounts.
5.1.3 Electing a Chairman, Vice-Chairman, Secretary, Treasurer and members of the Committee.
5.1.4 Appointing an independent examiner/auditor for the accounts.
5.1.5 Considering any other business.

5.2 A Special General Meeting of the U3A may be convened at any time by a resolution of the Committee or upon a requisition signed by 10% or more of the members stating the object of the meeting. A meeting held on such a requisition shall be called by the Secretary of the U3A giving the other members twenty-one (21) days’ notice of such a meeting. There shall be a quorum when 10% members are present.

5.3 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 other cases it shall be adjourned to another day and time as the Committee shall direct provided twenty-one (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.

5.4 The Chairman of the U3A (or failing him/her the Vice-Chairman) shall be the Chairman of any committee or General Meeting at which he/she is present. In their joint absence the members shall elect a Chairman for the meeting. The Chairman of the meeting shall have a casting vote.

5.5 Accidental omission to give notice to any member shall not invalidate the proceedings of any General Meeting.

6. FINANCE

6.1 All the income and property of the U3A shall be applied solely towards the Objects of the U3A and none of it shall be paid or transferred in any way to its Committee members provided that nothing herein shall prevent the payment in good faith of reasonable and proper remuneration to any officer or servant of the U3A (other than a Committee member) and repayment of reasonable and proper out-of-pocket expenses to members or committee members incurred in the course of the work of the U3A. A bank or building society account shall be opened in the name of the U3A and withdrawals shall be made on the signature of any one principal officer and any one nominated member of the U3A.

6.2 The U3A shall have the power to collect and accept donations and to issue appeals for donations and to raise money by bequest and otherwise. Any money raised and received may be retained by the U3A and be used at the discretion of the Committee. No form of permanent trading shall be undertaken in the raising of funds.

6.3 The financial year of the U3A shall end on 31st March each year and not more than twelve (12) weeks later the Annual General Meeting shall be convened for the purpose of receiving the Annual report and independently examined/audited accounts.

6.4 The Committee may appoint employees either permanently or on a fixed term contract, who are not members of the Committee, as may from time to time be necessary, for carrying out the work of the U3A and may fix their terms and conditions of employment. For purposes of employment law the Committee shall be the employer.

6.5 All proper costs, charges and expenses incidental to the management of the U3A and membership of the Third Age Trust may be defrayed from the funds of the U3A.

6.6 The Treasurer shall keep accounts of all monies received and expended on behalf of the U3A and shall prepare and publish such accounts duly independently examined/audited at the Annual General Meeting. All monetary transactions shall be made through properly authorised accounts in accordance with the directives of the Committee.

6.7 No Committee member shall be chargeable or responsible for loss caused by any thing or act done or omitted to be done by him/her or by any agent employed by him/her or by any other Committee member, provided reasonable supervision be exercised over any such agent, or by reason of any mistake or omission made in good faith by any Committee member or by reason of any other matter or thing other than wilful and individual fraud or wrongdoing or wrongful omission on the part of the Committee member who is sought to be made liable.

6.8 For the time being 10% minimum of turnover, with a target of 25% shall be held in the Charities Account as the reserve of the U3A (this being approximately £5,000.00 with a target of £10,000.00).

7. PROPERTY
Any property of the Alton U3A shall be vested in Trustees appointed for this purpose or where the appointment of Trustees is not appropriate shall be deemed to be held jointly by all members of the Committee.

8. POWERS OF THE COMMITTEE
All matters not provided for in this constitution relating to the U3A and not involving an amendment to this constitution to be dealt with by the Committee.

9. ALTERATIONS TO THE CONSTITUTION
The provisions of this constitution other than clauses 2 & 10 and this clause may be amended with the assent of not less than two thirds of members of the U3A present and voting at a General Meeting of the U3A. Twenty-one (21) clear days notice shall be given to the members stating the intention to put forward such a resolution. No amendment shall be made which would cause the U3A to cease to be a charity.

10. DISSOLUTION
The U3A may at any time be dissolved by a resolution passed by a three-quarters majority of those members of the U3A present and voting at any meeting of the U3A of which at least twenty-one (21) clear days’ notice stating the intention to put forward such a resolution shall have been sent to all members of the U3A. If any assets remain after the satisfaction of all debts and other liabilities, such assets hel
by or in the name of the U3A shall be transferred to such charitable institution or institutions having objects similar to the U3A as the U3A shall decide.

(Reprinted with minor corrections 5 May 2019)