The Andover U3A - Registered Charity No. 1072274
As a charity, The Andover U3A is registered with the Charities Commission of England and Wales, registration number 1072274. Our charity is also affiliated to the Third Age Trust.
We have a formal constitution, and this is laid out below.
CONSTITUTION OF THE ANDOVER UNIVERSITY OF THE THIRD AGE (U3A)
A MEMBER OF THE THIRD AGE TRUST AS AN UNINCORPORATED ASSOCIATION
FORMALLY ADOPTED ON 15th MARCH 2005 AND SUBSEQUENTLY AMENDED AT THE 20 MAY 2014 AGM AND THE 15 MAY 2018 AGM
The name of the Charity is The Andover U3A hereafter referred to as "The U3A".
Subject to the matters set out below the U3A and its property shall be administered and managed in accordance with this constitution by the members of the elected Executive Committee, herein referred to as The Committee, constituted by Clause 6 of this constitution.
The advancement of education and, 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.
In furtherance of the Objects but not otherwise, The Committee may exercise the following powers :-
(i) to 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 person desiring to promote all or any of the Objects of the U3A and to hold fund 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 the U3A, 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 the 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.
(x) participate in and assist in the development of are and regional grouping of U3As.
(xi) do all such lawful things as are necessary for the achievement of the Objects.
(i) Membership of the U3A shall be open to individuals interested in furthering the work of "The U3A", 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) The Committee may and for good reason terminate the membership of any individual if annual membership or other fees are unpaid four (4) months after the due date or if the member acts in a way which is prejudicial to The U3A or to the running of The U3A or brings it into disrepute, provided that the individual 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 and election of members.
The management of the U3A 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 The U3A.
(i) The committee will comprise of:
(ii) The committee shall consist of not less than 5 and not more than 10 members.
(iii) The committee may in addition co-opt members, within the total of 10 members, who have full voting rights and tenure until the next AGM.
(iv) All posts are voted in at the AGM, with an annual re-election for all posts.
(v) The Chairman and Vice-Chairman may not serve for more than 4 years without an intervening period of at least a year except that a retiring Vice-Chairman may stand immediately for the post of Chairman.
(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 The U3A into disrepute or conduct prejudicial to The U3A 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 notice of resignation is to take effect which shall be at least 21 days from the receipt of notification.
7. 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 unless it concerns the appointment of a co-opted member in which case not less than twenty one days notice must be given.
(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 be chairman of the meeting before any business is transacted.
(iv) There shall be a quorum when at least one third of the number of members of The Committee for the time being or three members of The Committee whichever is the greater 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 a 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 require it.
(vii) The Committee shall from time to time make and alter rules for the conduct of their business, the summoning and conduct of their meetings and custody of documents. No rule shall be made which is inconsistent with this constitution.
(viii) 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-committee shall be fully and promptly reported to The Committee.
(ix) No Committee member shall be chargeable or responsible for loss caused by any act done or omitted to be done by him/her or by any other Committee member or by reason of any mistake or omission made in good faith by a Committee member or by reason of any other matter other than wilful and individual fraud or wrongdoing or action knowingly beyond the scope of a specific authority or limit thereon on the part of The Committee member in question.
(i) The funds of the U3A, including all donations, contributions and bequests, shall be paid into an account/accounts operated by The Committee in the name of The U3A at such bank as The Committee shall from time to time decide. All cheques drawn on the account(s) must be signed by at least 2 Committee members, one of whom shall be a principal officer.
(ii) The funds belonging to The U3A 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 The U3A and membership of The Third Age Trust may be defrayed from the funds of The U3A.
All property of The U3A shall be applied solely to the objects of The U3A.
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 the accounting records of The U3A;
(ii) the U3A financial year end shall be 31st March.
(iii) the preparation of annual statement of account for The U3A;
(iv) the independent examination of the statements of account for The U3A;
(v) the transmission of the Statements of account of The U3A to the Charity Commission.
11. 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.
12. Annual General Meeting
(i) There shall be an Annual General Meeting of the U3A 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 members of The U3A. All members of The U3A 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 the U3A for the preceding year for approval.
(v) The Committee shall seek approval for the appointment of the examiner of the accounts.
(vi) Nominations for election to The Committee must be made by members in writing and must be in the hands of the Secretary of The Committee at least 14 days before the Annual General Meeting. Should nominations exceed vacancies, election shall be by ballot.
(vii) Any proposals to amend the constitution subject to clause 16 shall be considered at an Annual general meeting or at a Special General Meeting.
13. Special General Meeting
The Committee may call a Special General meeting of the Charity at any time, and if at least one fifth 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 20% of members are present. Accidental omission to give notice to any member shall not invalidate the proceedings.
14. Procedure at General Meetings
(i) The Secretary or other person specially appointed by The Committee shall keep a full record of proceedings at every General Meeting of The U3A.
(ii) There shall be a quorum when at least 20% of the number of members of The U3A is present at any General Meeting. 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 may direct provided 21 days notice is given to all members. If at the adjourned meeting a quorum is not present with half an hour of the time appointed for the meeting, the members present shall be a quorum.
(iii) The Chairman of The U3A 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.
(iv) If there is a tied vote the Chairman of the meeting should have a single casting vote.
15. 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 Commissioners.
(iii) No amendment may be made which would have the effect of making the charity 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.
If The Committee decides that it is necessary or advisable to dissolve the U3A it shall call a Special General Meeting of all members of The U3A, 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/three quarters 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 The U3A as the members of the U3A may determine or to The Third Age Trust Registered Charity No. 288997. A copy of the statement of accounts or account and statement, for the final accounting period of The U3A must be sent to the Charity Commission.
This constitution was agreed at the 20 May 2014 AGM following the amendment and amalgamation to the former paragraphs 6 & 7 and the subsequent renumbering of all paragraphs thereafter.