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Cȏr Meibion Caerfyrddin

Constitution

Charity No 259482

0.0 Charity Status

0.1 Cymdeithas Cȏr Meibion Caerfyrddin  is a Charity registered with the Charity Commission. The Charity Commission sets requirements for charities and Cymdeithas Cȏr Meibion Caerfyrddin  adheres to these requirements.

 

1.0 Title

1.1 The name of the charity shall be ‘Cymdeithas Cȏr Meibion Caerfyrddin’, (hereinafter referred to as the “Choir”)  and the address of the Choir shall be that of the Secretary.

 

2.0 Objects

The objects of the Choir shall be the advancement of public education in the art of choral

music, and the learning and public performance of choral works, whilst assisting charitable causes.

 

3.0 Members

3.1 Membership is open to adult male singers, subject to audition by the Musical Director if required.

3.2 Members must pay an annual subscription, the cost of which is reviewed annually by the Committee, and approved by the AGM. Membership subscription is for a season i.e. from January to December  in each year. For members who join during the year, the subscription is adjusted pro rata, and includes a three-month trial period before the subscription becomes due. The membership subscription may be reduced at the discretion of the Management Committee  taking account of the circumstances of an individual member e.g. full time education, unemployed.

3.3 Any Member whose subscription payment is three months or more in arrears or has not set up a monthly standing order to pay the annual amount over a 12 month period may have their

membership suspended and be informed of this by the Chairman.

3.4 Participation in concerts  and other performances is at the discretion of the Musical Director in consultation with the relevant Section Representative.  

3.5 Members must adhere to the Choir Constitution and Member Induction Leaflet requirements and maintain regular and sufficient attendance at rehearsals and concerts together with adequate

knowledge of the current repertoire. Not doing so may result in membership being discontinued

and they will be informed of this by the Chairman.

4.0 Management 

4.1 The management of the Choir shall be vested in a Management Committee. One member from each section of the choir, together with officers nominated in Section 4.2, shall form the Management Committee and shall be elected from members of the Choir at the AGM. The President shall also be a member of the Management Committee.

 

4.2 Officers shall consist of the 

• Chairman (serves for 2 years)

• Vice Chairman (serves for 2 years and then automatically succeeds the Chairman)

• Secretary (serves for 1 year but may offer himself for re-election)

• Treasurer (serves for 1 year but may offer himself for re-election)

 

The Officers are the Trustees of the Choir.

4.3 The President  is elected by members of the Choir  and will stand for life  or until such time as he/she wishes to ret ire, or is the subject of a a vote of no confidence approved by a majority of those present at an AGM or EGM. 

4.4 The Management Committee  shall appoint an Independent Examiner  to examine the Choir’s accounts and prepare a report on the same for consideration by the Annual General Meeting; this person to be a person who has experience and ability in accountancy matters and who is independent of the Trustees.

 

4.5 Additional Management Committee  members. The following will be elected at the AGM: Welfare Officer, Concert Co-Ordinator, Stage Manager, Minutes Secretary (each to serve for one year). 

Only the Management Committee  members elected in 4.1, 4.2 and 4.3 may vote at Management Committee  meetings. Other members may attend but not vote.

4.6  An Honorary Life President may be nominated by the Management Committee, at its discretion, and subsequently elected at a general meeting, in recognition of an individual’s outstanding contribution to the Choir over a period of decades. There may only be one Honorary Life President at any one time, the position is purely honorary and has no duties or functions other than to be a figurehead of the Choir.

4.7 Musical Director and Accompanist. The Musical Director and Accompanist is appointed by the Management Committee. The Musical Director is an ex-officio  member of the Management Committee.  The Management Committee shall set the honoraria levels for the Musical Director and Accompanist.

4.8  The Management Committee exercises executive powers consistent with this Constitution and other rules and policies as determined from time to time by the Members at a General Meeting.

 

4.9 The Management Committee shall have powers to fill such vacancies as arise during the course of the season.

 

4.10 The Management Committee will meet not less than every three months.

 

4.11  Management Committee meetings may only make decisions if a quorum of three Trustees is present.  At least 14 days notice shall be given of a Management Committee meeting, save that, if at least three Trustees agree this period may be reduced to five days. Management Committee decisions are determined by a simple majority of those voting Commitee members present. In the event of a tied vote the person chairing the meeting has a second, casting vote.

 

5. Powers 
In furtherance of the Objects, but not otherwise, the Management Committee may exercise the following powers: 

5.1  Power to raise funds and to invite contributions provided that in raising funds the Management Committee shall not undertake any substantial permanent trading activities and shall conform to any relevant requirements of the law 
5.2 Power to buy, take or lease or in exchange any property necessary for the 
achievement of the objects and to maintain and equip it for use 
5.3  Power subject to any consent required by law to borrow money and to charge all or part of the property of the choir with repayment of the money so borrowed 
5.4 Power to employ a remunerated director of music, accompanist and other staff (who shall not be members of the Management Committee) as are necessary for the proper pursuit of the objects. The accompanist to be appointed at the discretion of the director of music, ratified by the Management Committee. 
5.5 Power to co-operate with other voluntary bodies and statutory authorities operating in furtherance of the objects and to exchange information and advice with them 
5.6  Power to establish or support any charitable trusts, Choirs or institutions formed for all or any of the objects 
5.7 Power to appoint and constitute such advisory sub-committees as the choir may think fit 
5.8 Power to all such other lawful things as are necessary for the achievement of the objects 
5.9 Power to co-opt (non-voting) members to the Management Committee as necessary for the achievement of the objects. 
 

6.0 General Meetings

6.1 The Annual General Meeting is held on or before the end of February of each year. At least

fourteen days notice of an Annual General Meeting shall be given to all Members by the Secretary.

6.2 An Extraordinary General Meeting must take place if at least one third of the total membership

requests it in writing, or by resolution of the Management Committee. At least seven days notice of an Extraordinary General Meeting shall be given to all Members.

6.3 An Annual or Extraordinary General meeting may only make decisions if a quorum of 25% of the

Membership is present.

6.4 The Annual General Meeting, or an Extraordinary General Meeting, is chaired by the 

President or in their absence, by the Chairman of the Management Committee. The President does not, in normal circumstances, have the right to vote, however in the event of a tied vote the person chairing the meeting has a casting vote.

6.5 All decisions agreed at General Meetings are binding on every Member.

6.6 Members, sections of the Choir or the Management Committee may submit motions for consideration by a General Meeting.

6.7 Decisions on matters other than elections are made by a simple majority of those present. Each

Member attending has one vote. In the event of a tied vote the Chairman has a casting vote.

6.8 Elections are similarly made by a simple majority. This would normally be by a show of hands,

However, if there is more than one nomination for a position, then the voting shall be by secret ballot. The person chairing the meeting will announce the total votes cast for each candidate and this will be recorded in the minutes of the meeting.

6.9 Candidates for election must complete a written nomination form including a Proposer and Seconder, which must be submitted to the Secretary at least fourteen days before the date of the AGM.

6.10 If an individual Member applies in writing more than seven days before an election they can

cast their election ballot by post (including email) or by handing in their written ballot to the

Secretary.

6.11 The Annual General Meeting has the power to:

∙ Elect Management Committee Members to make up the Choir Management Committee for the year following the Annual  General  Meeting

∙ Appoint a President

∙ Elect officers in addition to the Trustees, to assist the Management Committee in its functions; officers are elected for a period of one year

∙ Set general policy guidance for action by the Management Committee

∙ Receive the Annual Accounts,  and the Trustees’ Annual Report

∙ Set the annual subscription rate for Members

∙ Authorise the Management Committee to spend funds as are necessary to:

• Secure the objects of the Choir

• Meet general policy guidance as determined at an Annual General Meeting

• Meet the day to day running costs of the Choir

∙ Expenditure on any individual item costing over £1,250 must have the specific approval of

the full membership, except when the expenditure is for the purchase of travel

arrangements for the choir as a whole

 

7.0 Trustee  Roles

7.1 The Chairman, or in his absence the Vice Chairman, will chair all meetings except General

Meetings when the President is invited to chair the meeting. The Chairman coordinates all Choir

activities.

7.2 The Vice Chairman will assume the responsibilities of the Chairman in his absence.

7.3 The Secretary will be the Choir’s primary point of contact for those outside the Membership of

the Choir and will:

• Receive correspondence addressed to the Choir

• Generate correspondence on behalf of the Choir

• Disseminate information to Choir Members

• Manage and maintain the Choir’s website 

• Provide  notification of Management Committee meetings and the agenda . 

• Be responsible for the organisation of votes and elections at General Meetings

• Arrange the concert/ engagement schedule for the Choir and liaise with potential host organisations

The Secretary may seek the assistance of other choir members, who have  specific skills, to discharge these responsibilities, as necessary. 

7.4 The Treasurer will deal with the accounts of the Choir, including:

• Receive subscriptions and other payments due to the Choir by Members

• The Choir’s bank account, the payment of bills and the raising of orders

• Reimbursement to Members of expenses approved by the Management Committee

• Payment of honoraria to the Musical Director and Accompanist

• Liaison with HMRC over matters concerning Gift Aid 

• Preparing financial projections and budgets for consideration at the Annual General Meeting

• Providing updates to Management Committee meetings of Year-to-Date receipts and payments  and outlook for the remaining period compared to the annual budget. 

• Preparing accounts and annual returns  as required for the Charity Commission and for presentation to the Management Committee and Annual General Meeting; the Choir’s financial year being for the year ending 31 December

• Arranging for the Choir accounts to be examined by the Independent Examiner   appointed by the Management Committee

• Recommending to Trustees the minimum reserve to be retained, for agreement by the

Membership at the Annual General Meeting

• All cheques will require two signatures. The authorised signatories are the Treasurer,

and Secretary; the Chairman may sign as the second signatory in the absence of either the Secretary or the Treasurer.

• The Secretary will hold a second cheque book for the Choir bank account, for use in the

absence of the Treasurer

 

The Treasurer  may seek the assistance of other choir members, who have specific skills, to discharge these responsibilities, as necessary. 

 

7.5 In addition, Section Representatives, as Management Committee members,  will represent the views of their Section Members, feedback to their sections and contribute to the decision making of the Management Committee.

 

1. Finances

   1. All monies raised by and for the Choir shall be paid into the account of the Choir at a bank nominated by the Management Committee

   2. The income of the Choir howsoever derived shall be applied solely towards the promotion of  the objects of the Choir  as set forth in this Constitution  and no portion thereof shall be paid or transferred directly  or indirectly by way of dividend, bonus,  or otherwise howsoever by way of profit  to the members of the Choir except sundry authorized expenses .

8.3 Accounts, Annual Report, Annual Return 

8.3.1 The Trustees must comply with their obligations under the Charities Act 2011 with regard to: 

(a) The keeping of accounting records for the Choir; 

(b) The preparation of annual statements of account for the Choir; 

(c) The transmission of the statements of account to the Commission; 

(d) The preparation of an Annual Report and its transmission to the Commission; 

(e) The preparation of an Annual Return and its transmission to the Commission.

8.3.2 Accounts must be prepared in accordance with the provisions of any Statement of Recommended Practice issued by the Commission, unless the trustees are required to prepare accounts in accordance with the provisions of such a Statement prepared by another body.

9.0 Music

9.1. All music issued to members is the property of the Choir and must not be sold, loaned or copied without the sanction of the Management Committee.

9.2. The choice of music, the programme selection and the decision as to which members shall sing at any Choir performance shall be in the sole discretion of the Musical Director.

10. Dress

10.1. Members of the Choir shall wear the uniform dress approved by the Management Committee on any occasion when the Choir gives a public performance, unless the alternative more casual dress (polo shirts) is decided upon and communicated by the Chairman or Secretary.

 

11.0 Dissolution

11.1 A resolution to wind up the affairs of the Choir  may only be moved at a General Meeting convened for that purpose . Such resolution will become effective only if  75% of members attending the meeting vote in favour.

 

11.2 If on winding up or dissolution of the Choir there remains, after satisfaction of all its debts and liabilities, any money whatsoever, the same shall be given to or transferred to some other Charitable body, having similar charitable objects, preferably operating in Wales, provided always that the funds shall not be transferred to any body which does not prohibit the distribution of its or their income amongst its or their members.

1. Amendment of constitution 

12.1 The Choir may amend any provision contained in this constitution provided that: 

(a) No amendment may be made that would have the effect of making the Choir cease to be a charity at law; 

(b) No amendment may be made to alter the objects if the change would undermine or work against the previous objects of the Choir; 

(c) No amendment may be made to clause 2 (Objects), 8 (Finances), 11 (Dissolution) or this clause without the prior consent in writing of the Commission; 

(d) Any resolution to amend a provision of this constitution is passed by not less than two thirds of the members present and voting at a general meeting. 

12.2  A copy of any resolution amending this constitution shall be sent to the Commission within twenty one days of it being passed.

 

Derbyniwyd y Cyfansoddiad yma fel cyfansoddiad newydd y côr mewn Cyfarfod Cyffredinol Arbennig ar 22ain o Awst 2017.

This Consititution was accepted as the new Constitiution for the Choir in an Extraordinary General Meeting held on Tuesday 22nd August 2017.

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