Aldeburgh Music Club Constitution
Revised 1 December 2020
1 TITLE
The name of the club shall be Aldeburgh Music Club, hereinafter referred to as the AMC.
2 OBJECTS
The objects of the AMC shall be:
a To promote, improve, develop and maintain public education in, and the appreciation of the art and science of music in all its aspects, by the presentation of public concerts, and by such other ways as the AMC through its Committee shall determine from time to time.
b To further such charitable purposes as the AMC shall decide from time to time, including co-operation with neighbouring choirs and providing opportunities for pupils from schools to participate in its concerts.
3 MEMBERSHIP
Membership shall be open to anyone with an interest in singing, without audition. All members will support the Club in every way within their means. Members shall be liable to pay an annual subscription to cover the costs of weekly rehearsals at the rate or rates determined by the Committee, subscriptions being payable in advance. The subscription may be waived or reduced, in exceptional circumstances, at the Committee’s discretion. Honorary members may be elected as and when the Committee wishes to show a special mark of appreciation.
4 OFFICERS AND COMMITTEE
THE Committee shall appoint a musician of distinction or someone keen to encourage music in the community to be President of the AMC, the position to be held for a fixed term of 5 years or for as long as the Committee considers the incumbent is able and willing to fulfil the role. Vice-president/s may be appointed at the Committee’s discretion.
The management of the AMC shall be in the hands of a Committee consisting of a Chairman, Vice-Chairman, Honorary Secretary, Honorary Treasurer (the Officers) and six other members. The members of the Committee for the time being shall be the Trustees. One member shall be designated as the AMC representative for Making Music. The Officers and other Committee Members shall be elected by and out of the AMC’s members at the Annual General Meeting, PROVIDED THAT the Honorary Treasurer may be co-opted by the Committee from outside the AMC membership in the event that no member is able or willing to fulfil the role of Honorary Treasurer. They shall hold office for one year and be eligible for re-election.
The Director of Music for the time being shall be appointed by the Committee. A paid Director of Music cannot be a Trustee nor have voting rights but may attend all committee meetings except where the position of the Director of Music is being considered.
The quorum for Committee meetings shall be five Committee members at least two of whom shall be Officers.
The Committee may also co-opt any other member considered to have a special contribution to make, subject to the whole Committee not normally exceeding ten in number.
5 MANAGEMENT
All the arrangements for concerts and other events, and the control of finances shall be in the hands of the Committee.
6 FINANCE
a The financial year shall end on 31 July.
b A bank account shall be opened in the name of the AMC and all cheques shall be signed by not less than two officers ie Chairman, Vice Chairman, Hon Secretary or Hon Treasurer.
The Treasurer and one Officer shall authorise payments by electronic credit transfer through an internet banking facility.
c The AMC may receive donations, grants in aid and financial guarantees. Tickets for any or all of its concerts shall be offered for sale to the public.
d The income and property of the AMC whensoever derived shall be applied solely towards promoting the objects of the club as set forth above. No portion thereof shall be paid or transferred either directly or indirectly to any Trustee of the AMC except either in payment of legitimate expenses incurred on behalf of the club or strictly in accordance with Charity Commission guidelines ‘Trustee expenses and payments’.
7 DISSOLUTION
In the event of the AMC being wound up, any assets remaining on dissolution after payment of proper debts and liabilities shall be transferred to a charitable institution having similar objects to AMC.
8 CONDUCT OF MEETINGS
AMC may conduct any business, including but not limited to trustee, committee and general meetings, in whole or in part either at a physical location or by means of remote electronic communications (virtual means) or a combination of both. Members entitled to be present and vote at any meeting who are attending by virtual means shall be considered present for all purposes under this constitution and entitled to vote. Quorums at any meetings held virtually in whole or in part shall include those attending virtually.
9 ANNUAL GENERAL MEETING
Within 20 weeks of the end of each financial year the members shall be summoned to an Annual General Meeting of which at least fourteen days notice shall have been given in writing. Except where there is a proposal to amend the Constitution (see 11 below) the quorum at any Annual General Meeting shall be 10 members or 25% of the members, whichever is the greater.
10 ACCOUNTS
The financial accounts shall be audited or examined to the extent required by legislation, or, if there is no requirement, scrutinised by a person who is independent of the Committee, and submitted to members at the Annual General Meeting.
11 AMENDMENTS
The Constitution may be amended by a two-thirds majority of the members present at an Annual or Special General Meeting, provided that fourteen days notice of the proposed amendment has been given to all members, and provided that nothing contained therein shall authorise any amendment which shall have the effect of the AMC ceasing to be a charity. The quorum at such a meeting shall be 10 members or 50% of the members, whichever is the greater.
12 CONFLICTS OF INTERESTS AND CONFLICTS OF LOYALTIES
A committee member/trustee of AMC must:
(1) declare the nature and extent of any interest, direct or indirect, which he or she has in a proposed transaction or arrangement with AMC or in any transaction or arrangement entered into by AMC which has not been previously declared; and
(2) absent himself or herself from any discussions of AMC trustees in which it is possible that a conflict will arise between his or her duty to act solely in the interests of AMC and any personal interest (including but not limited to any personal financial interest).
Any trustee absenting himself or herself from any discussions in accordance with this clause must not vote or be counted as part of the quorum in any decision of the trustees on the matter.