Friends of Wimbledon Park - Constitution (February 2013)
1) NAME
(i) The name of the organisation shall be the “Friends of Wimbledon Park” and in
this Constitution is called (“the Friends”).
2) WIMBLEDON PARK (DEFINITION)
(i) The Grade 2 registered landscape which is in the ownership of three parties.
(ii) The London Borough of Merton own the northern public park, lake and up to ten metres of the lake perimeter, the latter being leased to the Wimbledon Park Golf Club (“the Golf Club”).
(iii) The freehold of the Golf Club land is owned by the All England Lawn Tennis and Croquet Club and leased to the Golf Club.
(iv) The Wimbledon Club own part of the west side of the lake.
3) OBJECTS
The Prime Objects
The objects of the Friends (“the Objects”) are for the public benefit and are:
- to secure thepreservation, protection and improvement of Wimbledon Park (“the Park”) as a place of historic and ecological interest and beauty;
- to promote the conservation of the natural plant and animal life of the Park and, in particular, its retention as a natural habitat for wildlife;
- to educate the public in the history, natural history and other aspects of the Park;
- to support the implementation of a Conservation Management Plan for the Park;
- to acknowledge that the Park provides valuable resources for active and passive public recreation and that such pursuits can and should exist side-by-side with the heritage values of the Park;
- to acknowledge that the Park, through its size, character, accessibility and facilities, has special features which should be enjoyed by people from this part of south-west London.
The Secondary Objects
For the benefit of the users of the Park the Friends will:
- Report back at regular intervals to local residents and members on the Park owners’ plans for and the upkeep of the Park.
- Seek and maintain a constructive and positive working relationship with the Park owners.
4) POWERS
In furtherance of the objects but not otherwise the Friends through its Executive
Committee shall have the following powers:
(i) to raise funds, receive grants and donations and co-operate with and support other organisations or charities with similar purposes;
(ii) to appoint a member to fill any vacancy caused by the subsequent resignation or retirement of any person appointed or elected by the Annual General Meeting;
(iii) to co-opt as Ex Officio persons who by virtue of their status or knowledge bring benefits to the Friends;
(iv) to accept gifts;
(v) to communicate with and make representations to the appropriate owners and
leaseholders concerning matters relating to the Park;
(vi) to promote the improvement of communication between owners and local
residents;
(vii) to organise walks, lectures, exhibitions and meetings;
(viii) to carry out any ecological or other research deemed necessary for the achievement of the Objects and provide for the publication of the results of such research;
(ix) to open and operate such bank and other accounts as the Executive Committee consider necessary and to invest funds and to delegate the management of funds in the same manner and subject to the same conditions as approved by the Charity Commission;
(x) to do all such other lawful things as are necessary for the achievement of the Objects.
5) THE EXECUTIVE COMMITTEE
(i) The management of the Friends shall be vested in an Executive Committee consisting of, not less than ten members and not more than twenty, appointed by the members of the Friends attending the Annual General Meeting.
(ii) The Executive Committee shall manage the Friends in line with best corporate governance practice.
(iii) The Executive Committee will set up the Friends of Wimbledon Park Committee (FOWP Committee) which will include all the Friends’ Officers and Park Officers as hereinafter defined. This FOWP Committee shall meet quarterly.
(iv) Park Officers will be nominated by the Executive Committee and are persons who have a direct relationship with the running of the Park.
(v) The Executive Committee shall meet together for the despatch of business and regulate their meetings as they think fit. Questions arising at any committee meeting shall be decided by a majority of votes of those present.
(vi) These meetings which may coincide with the FOWP Committee meetings shall be held at least quarterly and a quorum is one third of the members of the Executive Committee.
(vii) All members of the Executive Committee shall retire at the conclusion of the Annual General Meeting following the Annual General Meeting at which they were appointed but they shall be eligible to offer themselves for re-appointment at such meeting.
(viii) Executive Committee members shall declare at the Annual General Meeting at which their appointment is to be considered any financial or professional interest known or likely to be of concern to the Friends.
6) CUSTODIANS
(i) The founding members of the Friends are the Southfields Grid Residents Association, Wimbledon House Residents Association and Wimbledon Park Residents Association. These are the Custodians.
(ii) At least one member of each of these Associations shall be on the Executive Committee.
(iii) They have a special role as Custodians in ensuring the continuity, stability and fairness in the running of the business of the Friends.
(iv) In exceptional circumstances the three founding members have a special power to jointly call an Extraordinary General Meeting of the Friends in order to remedy threats or problems relating to the continuity, stability or fairness in the running of the Friends.
7) MEMBERSHIP
(i) Membership of the Friends shall be subject to the payment of an annual subscription and available to any individual resident in, or organisation based in, the London Borough of Merton or the London Borough of Wandsworth, or any individual or organisation, corporate or otherwise, which is interested in the furtherance of the Objects of the Friends. Membership from outside these boroughs shall be at the discretion of the Executive Committee.
(ii) No member shall have power to vote at any meeting of the Friends if his, her or its subscription is in arrears at that time.
(iii) There shall be four classes of membership, namely:
i. Adult Membership
ii. Family Membership whereby two persons (who in any General Meeting shall each have one vote) living at the same address may become members for a reduced annual subscription. Children under 16 years may also become members of a sub group the Under Sixteen Membership.
iii. Youth Membership whereby all persons between the ages of 16 years and 21 years may become members of the Youth Group for a reduced annual subscription.
iv. Corporate Membership shall be open to any body, whether incorporated or unincorporated, which supports the Objects of the Friends. Each Corporate Member may at any General Meeting of the Friends exercise one vote through such person as may be nominated by the Corporate Member for the purpose.
(iv) The Executive Committee shall have discretion to refuse any application for membership or to request any member to resign. If such a member refuses to resign the Executive Committee may remove that member’s name from the list of members and refund any current subscription which that member may have paid.
8) SUBSCRIPTIONS
(i) The annual subscription to be paid by members shall be determined at the Annual General Meeting and shall relate to the period decided at that meeting.
(ii) An alternative period subscription of longer than one year to be paid by members may also be determined at the Annual General Meeting and shall relate to the period decided at that meeting.
9) ASSOCIATES
(i) Individuals in organisations that join as Corporate Members automatically become Associates of the Friends.
(ii) Individuals who sign up to the Friends’ website become Associates of the Friends.
(iii) Officers of the Friends who are not also members are Associates of the Friends.
(iv) Park Officers who are not members are Associates.
(v) Associates of the Friends do not have a vote but there is no fee for this category.
10) OFFICERS
(i) Those present at the ANNUAL GENERAL MEETING shall elect members to serve as:
i. Chairman,
ii. Vice Chairman,
iii. Secretary or Secretaries,
iv. Treasurer and
v. such other posts as may be decided by the membership.
(ii) THE CHAIRMAN or his / her deputy shall preside at all meetings of the Friends and shall have a casting vote in the case of an equality of votes.
(iii) THE SECRETARY or his / her deputy shall keep minutes of all meetings of the Friends and sign all notices convening meetings.
(iv) THE TREASURER or his / her deputy shall keep accounts of the funds of the Friends and be responsible for the safe-keeping of all assets of the Friends.
(v) Nominations for the election of these Officers shall be made at least fourteen days before the Annual General Meeting.
(vi) Such nominations shall be supported by a seconder and the written consent of the proposed nominee must first have been obtained.
(vii) Nominations, secondings and consents may be in digital format.
(viii) The election of Officers shall be completed prior to the appointment of further members of the Executive Committee.
(ix) Nominees for election as Officers shall declare at the Annual General Meeting at which their election is to be considered any financial or professional interest known or likely to be of concern to the Friends.
11) THE OFFICERS OF THE FRIENDS SHALL CONSIST OF:
(i) A Chairman and Vice Chairman.
(ii) A Secretary or Secretaries.
(iii) A Treasurer.
(iv) Such other posts as may be decided by the membership.
(v) All of whom shall relinquish their office every year and shall be eligible for reelection at the Annual General Meeting.
(vi) A President and one or more Vice Presidents may also be elected at a General Meeting of the Friends for periods to be decided at such a meeting. These are honorary roles and normally reflect longstanding and valuable contribution to the Friends.
(vii) Honorary Friends are persons who by their elevated status and reputation in society bring credibility to the Friends whilst openly supporting the Objects. Generally they are figureheads who help with public relations from time to time. They are elected at a General Meeting of the Friends for periods to be decided at such a meeting.
(viii) The Executive Committee shall have the power to fill casual vacancies occurring among the Officers of the Friends.
(ix) Persons co-opted as Ex Officio are Officers of the Friends.
(x) Officers may be members or associates of the Friends.
12) SUB COMMITTEES
(i) The Executive Committee may constitute such functional committees from time to time as shall be considered necessary for such purposes as shall be thought fit. The Chairman and Secretary of each functional committee shall be appointed by the Executive Committee and all actions and proceedings of each functional committee shall be reported to and be confirmed by the Executive Committee as soon as possible.
(ii) Members of the Executive Committee may be members of any functional committee and membership of any functional committee shall be no bar to membership of the Executive Committee.
(iii) Functional committees shall be subordinate to and may be regulated and dissolved by the Executive Committee which may delegate all or any of its functions to such a committee except overall financial control.
13) ADMINISTRATION OF FUNDS
(i) The Executive Committee shall out of the funds of the Friends pay all proper expenses of administration and management of the Friends.
(ii) After the payment of the administration and management expenses and the setting aside to reserve of such sums as may be deemed expedient, the remaining funds of the Friends shall be applied by the Executive Committee in furtherance of the Objects of the Friends.
(iii) A bank account will be set up in the name of the Friends. All money received in the form of donations, subscriptions or any other contributions will be put into the bank account and will be used to further the Objects of the Friends. There will be 2-4 signatories, including the Treasurer and Secretary. Two signatures, one of whose must be the Treasurer or Secretary, will be required on all cheques. The annual accounts shall be independently verified and the books shall be made available for inspection on request at the Annual General Meeting.
14) INVESTMENT OF FUNDS
(i) All moneys at any time belonging to the Friends and not required for immediate application for its purposes shall be invested by the Executive Committee in accordance with paragraph 4(ix).
15) ANNUAL GENERAL MEETINGS
(i) Shall be held in or about March each year to receive the Executive Committee’s annual report and accounts and to elect Officers and appoint members of the committee.
(ii) At least 21 days notice of such meeting shall be given.
(iii) A quorum shall be 20 members.
(iv) The business to be transacted shall include:
i. the Chairman’s annual report
ii. the Treasurer’s report
iii. election of Officers
iv. appointment of Executive Committee members
v. questions
vi. any other business.
16) OTHER MEETINGS
(i) The Executive Committee may call a meeting of members by giving at least 14 days notice.
(ii) Twenty five or more members of the Friends may request, in writing to the Secretary, a Special Meeting to be held within 21 days of such request being lodged with the Secretary.
(iii) Any request for a Special Meeting shall specify the business to be transacted at the meeting and no other business shall be allowed.
17) CONSTITUTION AMENDMENTS
(i) This Constitution may be amended by a two-thirds majority of members present and voting at an Annual General Meeting or Special Meeting of the Friends provided that 21 days notice of the proposed amendment has been given to all members.
18) GIVING NOTICE
(i) Any notice required to be given by these rules shall be deemed to be duly given by digital format or if left at or sent by prepaid post addressed to the address of that member last notified to the Secretary.
19) EQUAL OPPORTUNITIES
(i) The Friends confirms its commitment to equality of opportunity in all areas of its work. All individuals will be treated in a fair and equal manner and in accordance with the law regardless of gender, marital status, race, religion, colour, age, disability or sexual orientation.
20) DISSOLUTION
(i) The Friends may be dissolved by a two-thirds majority of members present and voting at an Annual General Meeting or Special Meeting of the Friends confirmed by a simple majority of members voting at a further Special Meeting held not less than 14 days after the previous meeting.
(ii) If a motion for the dissolution of the Friends is to be proposed at an Annual General Meeting or a Special Meeting this motion shall be referred to specifically when notice of the meeting is given.
(iii) In the event of the dissolution of the Friends the available funds of the Friends shall be transferred to such one or more charitable institutions having objects similar or reasonably similar to these herein before declared as shall be chosen by the Executive Committee and approved by the meeting of the Friends at which the decision to dissolve the Friends is confirmed.